AGREEMENT
Exhibit
10.4
AGREEMENT
BETWEEN:
0000
Xxxxx Xxxx Xxxx., Xxxxx 00X
Xxxxxxxx,
Xxxxxxx X0X 0X0
Phone
(000) 000-0000, Fax (000) 000-0000
(herein
called "the Company")
OF
THE
FIRST PART
And:
XXXXXXXX
DRILLING SERVICES
0000
Xxxxxxxxxx Xxxxx Xx.
Xxxxxxxxxx
XX X0X 0X0
Phone
(000) 000-0000, Fax (000) 000-0000
(herein
called "the Contractor")
OF
THE
SECOND PART
WHEREAS
the Company is the owner of or is otherwise ell entitled to enter upon and
explore mining property near the town of Mazama, Washington.
NOW
THERFORE THIS AGREEMENT WITNESSETH that for and in consideration of the
presents, the parties here to agree as follows:
| 1. |
The
Company and the Contactor have agreed that all prices quoted blow
are in
United States Funds.
|
| 2. |
Total
cost of mobilization from point of origin (Chilliwack, BC) to the
staging
area will be $2,500.00.
|
| 3. |
The
Contractor will diamond drill or cause to be diamond drilled not
less than
1,500 feet upon the claims at drill sites to be selected be the
Company.
|
| 4. |
The
Contactor will commence drilling on a date agreed upon by the contractor
and the Company.
|
| 5. |
The
work under this Agreement will be continued with one, eight to twelve
hour
shifts per day, or such schedule as the Contractor can maintain,
with
reasonable diligence until
completed.
|
1
| 6. |
All
holes shall be drilled producing B.Q. or B.T.W. wire line size
core.
|
| 7. |
The
dip of all hopes shall be minus 45 degrees or steeper unless otherwise
agreed by both parties.
|
| 8. |
The
Contractor does not guarantee the direction of the hole beyond the
collar
nor guarantee to drill any hole to any specified
depth.
|
| 9. |
Measurements
of all holes shall be made form the top of the
casing.
|
| 10. |
The
Company shall pay for regular core drilling at the following
rates;
|
|
Core
Drilling
|
B.Q.
or B.T.W.
|
|
|
0
-
500 feet
|
|
$30.00
|
|
500
- 1,000
|
$33.00
|
|
| 11. |
The
Company agrees to pay for the following operations on a field cost
basis
at the rate of $40.00 per man-hour.
|
| a. |
Penetrating
Overburden: The price per foot for the drilling overburden shall
be $30.00
per foot, from 0 -30' and then the Company shall pay the Contractor
at
field cost for drilling in overburden below such depth, plus diamonds
and
materials used. Lost casing will be charged to the Company at cost
and
replaced.
|
| b. |
Moving
to the first hole and subsequent moves between holes, placing and
removing
casing. Moving from property and to property during the time of the
contract.
|
| c. |
Putting
in, removing and maintaining water
lines.
|
| 12. |
All
Field materials consumed will be charged out at cost plus
.10%.
|
| 13. |
Moving
between drill holes will be charged to the Company at $40.00 per
man hour.
Machine rental will not be chargeable while moving between drill
bolus.
|
| 14. |
Standby
time caused by the Company will he chargeable at $40.00 per hour.
Standby
time caused by machine breakdown, or lack of drill supplies and equipment
will be at the Contractors expense.
|
| 15. |
It
is agreed that the Company's engineer or project manager and the
Contractor's xxxxxxx will sign the xxxxxxx'x daily report. It is
further
agreed that the cost items on the signed daily reports will be invoiced
to
and paid for by the Company.
|
2
| 16. |
The
Contractor agrees, at its own expense, to comply with all requirements
of
the Worker's Compensation Act, Employment Insurance Act, Hours of
Work and
Vacations with Pay Act, and generally all Federal and State Acts
and
Regulations applicable to the Contractor's
operations.
|
| 17. |
The
Contractor will supply fuel, gas and oil for the drills and
pump.
|
| 18. |
Upon
completion of work herein contracted to be performed, the Contractor
shall
have the right to remove within a reasonable length of time all temporary
buildings and other fixture, including trade fixtures, machinery,
equipment and appliances placed by the Contractor upon such
lands.
|
| 19. |
The
Contractor will supply drilling mud and additives, if required, with
no
cost to the Company.
|
| 20. |
The
Company and Contractor herby agree,
|
| a. |
Should
cavities, loose or caving ground or excessive water flows he encountered
in a hole so that farther drilling in the ho1e is deemed impracticable,
the hole may be, by mutual consent, abandoned and the Contractor
be paid
at rates so specified herein for all the footage completed in that
hole.
However, should the Company request that farther work be carried
out in
the hole beyond this point, then the Contractor shall continue work
in the
hole but continuing work will be at Field Costs Rates plus diamond
products cost.
|
| b. |
The
Company shall provide, at no cost to the Contactor, all " rights
of way"
ingress and egress to all lands that may be required to enable the
Contractor to carry out the work as specified. The Contractor shall
be
permitted to cut and fell any timber on the Company's property as
may be
required in the course of the work hereunder only with specific Company
authorization, and the Company shall indemnify and save harmless
the
Contactor from any assessment for stumpage or other charges of every
kind
and nature.
|
| 21. |
The
Contractor will not give out any information regarding drill results
or
permit access to any drill core to any person other than the Company's
accredited representative except upon specific permission of responsible
officials of the Company.
|
| 22. |
The
Contractor shall comply with all the laws, rules, ordinances, safety
and
other regulations bearing upon the contract of the work and shall
bear all
costs arising from any violation
thereof.
|
3
| 23. |
The
Contractor shall at all times keep all parts of the work site in
a neat
and orderly condition. The Contractor shall remove all rubbish as
fast as
it accumulates. Upon completion of the work, the Contractor shall
remove
all excess materials, equipment and rubbish from the camp and drill
areas.
The Contractor shall do everything necessary to leave the entire
.premises
in a clean, neat and presentable
condition.
|
| 24. |
Bit
- If the diamond cost is over $ 2.00 per foot, the Company agrees
to pay
the Contractor the additional cost.
|
| 25. |
Damages
and Liability:
|
| a. |
The
Contractor shall continuously maintain adequate protection of all
the work
for damage and shall protect the Company's property from injury or
loss
arising in connection with this contract. The Contractor shall be
responsible for any such damage, injury or loss to property, except
such
as may be directly caused by the agents or employees of the
Company.
|
| b. |
The
Contractor assumes all liability and indemnifies the Company against
liability or damages to the Contractor's employees or to any other
person
or persons, incident to or relating from the operations of the Contractor
hereunder. The Contractor specifically represents that in performing
its
obligations under this contract; its status is that of an Independent
Contractor and that its employees and the employees of the subcontractor's
are not the employees of the Company for any purpose
whatsoever.
|
| 26. |
The
Company agrees to pay the contractor the sum of $10,000 US. Upon
signing
of this agreement, receipt of which is hereby acknowledged by the
Contractor, and further agrees to advance a further $5,000.00 upon
commencement of drilling.
|
| 27. |
Special
conditions;
|
a.
The
Company will provide:
1)Roads,
access and drill sites
2)Room
and
board for drill crew
3)All
required permits
4)Payments
guarantee
5)
Core
boxes, cement and lost circulation of consumed material will be
charged at
our
published list price plus 15% for handling and transportation to the, job
site. (list
to
be provided)
6)Supply
water from supply source to drill site, (Water truck, Labor, pipe, pumping,
hose or whatever is necessary to maintain an adequate supply of
water to
keep
drilling) WATER TRUCK will be charged at the rate of $450.00
per month
for
a two wheel drive truck plus 50 cents per mile, or third party invoice plus
10%
handling for outside rental. Water to be handled by Contractor from
your
source of supply. If a driver is required, he will be charged at a rate
of $100.00
per 10 hours shift. Our intentions are to use the drill helper as a driver
as long
as
it does not interfere with the drilling operations.
4
7)
Minimum
Standby time of 4 hours at $30 00 per hour will be charged for
water delays.
b.
The
Contractor will provide:
1.
Qualified drillers/helpers as required
2.
A
Hydra Core Diamond Drill
3.
All
rod, casing, core barrels, diamond bit and shells, pumps, tanks and
drilling tools.
| 28. |
Contractors
invoice shall be submitted every 7 days in accordance with the daily
reports after approval of the Company’s representative on site. Payment
will be wired to the location specified on the invoice. Payment will
be
due upon receipt of the invoice and payable to the Contractor. All
invoices unpaid after 30 days will be subject to a 2% monthly
charge.
|
This
Agreement may be executed in multiple counterparts, each of which shall be
deemed an original, and all of which together shall constitute one and the
same
instrument. Execution and delivery of this Agreement by exchange of facsimile
copies bearing facsimile signature of a party shall constitute a valid and
binding execution and delivery of this Agreement by such party. Such facsimile
copies shall constitute enforceable original documents.
IN
WITNESS WHEREOF the parties have executed these presents as of the day and
year
first above written.
| |
|
|
| By: | /s/ Xxxxxxxx Xxxxxx | |
|
|
||
|
Its:
|
Secretary
|
|
| |
XXXXXXXX
DRILLING SERVICES
|
|
| By: | /s/ Xxxxxx Xxxxxxxx | |
|
|
||
|
Its:
|
|
|
5
