MORTGAGE
THIS MORTGAGE INDENTURE ("Mortgage") is made this ____ day of March,
1997, between USMX, INC., a Delaware corporation, whose address is 000 Xxxxx
Xxxxxxxxx, Xxxxx 000, Xxxxxxxx, Xxxxxxxx 00000, the party of the first part, and
DAKOTA MINING CORPORATION, a Canadian corporation, whose address is 000
Xxxxxxxxxxx Xxxxxx, Xxxxx 0000, Xxxxxx, Xxxxxxxx 00000, or its assigns, the
party of the second part.
WITNESSETH:
That the said party of the first part, for and in consideration of a
loan in the principal amount of the sum of Three Million Dollars ($3,000,000.00)
of the United States of America, the receipt whereof is hereby acknowledged, has
granted, bargained, sold and conveyed, and by these presents does grant,
bargain, sell and convey, unto the said party of the second part, and to its
successors and assigns forever, all of its rights, titles and interests in and
to that certain Exploration and Option to Purchase Agreement, more particularly
described in Schedule 1 hereto, covering those certain lands in Valley County,
Idaho, more particularly described in Section 2 hereto, together with all and
singular the tenements, hereditaments, and appurtenances thereto belonging or in
any wise appertaining.
This grant is intended as a mortgage to secure the payment of a certain
promissory note of even date herewith, executed and delivered by the said party
of the first part and by USMX of Alaska, Inc., to the said party of the second
part, which note in words and figures following, to wit: A note in the principal
sum of U.S. Three Million Dollars (U.S. $3,000,000.00), with the unpaid
principal amounts, plus accrued interest (at a rate of one percentage point
above the floating Prime Rate, as provided in said notes), due on the Maturity
Date (as defined in the Loan Agreement dated March ___, 1997 ("Loan Agreement"),
between party of the first part, USMX of Alaska, Inc., and party of the second
part.
And these presents shall be void if such payments be made; but in case
default shall be made in the payment of said principal sums of money or any part
thereof as provided in said note or if the interest be not paid as therein
specified, then and from thenceforth, it shall be optional with the said party
of the second part, its successors or assigns to consider the whole or said
principal sums expressed in said note as immediately due and payable, although
the time expressed in said note for the payment thereof shall not have arrived
and immediately to enter into and upon all and singular the above described
premises, and to sell and dispose of the same according to law, and out of the
money arising from such sale, to retain the principal and interest which shall
then be due on said note together with the costs and charges of foreclosure
suit, including reasonable counsel fees, and also the amounts of all such
payments of taxes, assessments, incumbrances, or insurance as may have been made
by said party of the second part, its successors or assigns by reason of the
permission hereinafter given, with the interest on the same hereinafter allowed,
rendering the overplus of the purchase money (if any there shall be), unto the
said party of the first part, its successors or assigns. And the said party of
the first part does hereby further covenant, promise and agree, to and with the
said party of the second part to pay and discharge at maturity and when due, all
such taxes or assessments, advance and minimum royalties, claim maintenance
fees, liens or other incumbrances, now subsisting or hereafter to be laid or
imposed upon said premises, or which may be in effect a prior charge thereon to
these presents during the continuance hereof and in default thereof the said
party of the second part may pay and discharge the same, and may, at its option,
keep fully insured against all risks by fire the buildings which now or may be
hereafter erected thereon, at the expense of the said party of the first part,
and the sums so paid shall bear interest at the rate specified in said note,
until paid, and shall be considered as secured by these presents and be a lien
upon said from the proceeds of the sale thereof, above mentioned, with interest
as herein provided.
Party of the first part hereby covenants and agrees to execute such
further instruments as reasonably may be requested by party of the second part,
in order to further perfect the security interests of party of the second part
in the properties and interests described in Schedules 1 and 2, including but
not limited to security agreements and financing statements under the Idaho
Uniform Commercial Code.
This Mortgage is subject to the terms and conditions of that certain
Intercreditor Agreement between the party of the second part and N Rothschild &
Sons Limited
IN WITNESS WHEREOF, the said party of the first part has hereunto set
its hand and seal the day and year first above written.
USMX, INC.
By:________________________________
Xxxxxx X. Xxxxxx
Title: President
[CORPORATE SEAL]
ATTEST:
--------------------------------
_____________________, Secretary
STATE OF COLORADO }
} ss.
COUNTY OF }
The foregoing instrument was acknowledged before me this _____ day of
__________________, 1997, by Xxxxxx X. Xxxxxx, President of USMX, Inc., a
Delaware corporation, on behalf of the Corporation.
(seal)
-----------------------------------
NOTARY PUBLIC
My Commission expires: ____________
STATE OF COLORADO }
} ss.
COUNTY OF }
The foregoing instrument was acknowledged before me this _____ day of
__________________, 1997, by ______________________________, Secretary of USMX,
Inc., a Delaware corporation, on behalf of the Corporation.
(seal)
-----------------------------------
NOTARY PUBLIC
- 5 -
My Commission expires: ____________
