Memorandum of Agreement
EXHIBIT
10.3
Memorandum
of Agreement
Joint
Venture Agreement made Between Wits Basin Precious Minerals Inc. (Optionee)
and
Hawk Precious Minerals Inc. (Optionor)
The
Optionee can acquire a 50% undivided right, title and interest in and to the
Property (“Hawk MacNugget Claims” as per Schedule A attached hereto) and the
Property rights free and clear of all Encumbrances except as noted by making
payments to the Optionee in the following amounts and by the dates indicated
subject to any regulatory approvals where necessary:
| 1. |
Issue
40,000 common shares of Wits Basin common stock to the Optionor on
or
before June 30, 2006.
|
At
the
commencement of the Joint Venture the Participating Interest of each Party
shall
be:
| Party | Participating Interest | |||
| Optionee | 50 | % | ||
| Optionor (Managing Partner) | 50 | % | ||
Both
Parties agree that this agreement will form the basis for drafting a formal
Joint Venture Agreement between the parties in conjunction with legal counsel,
which will include an industry standard dilution formula for
non-participation.
IN
WITNESS WHEREOF
this
Memorandum has been executed as of the date so indicated below.
By:
/s/
Xxxxxxx X. Xxxx June
29, 2006
Authorized
Signatory Date
Hawk
Precious Minerals Inc.
By:
/s/
X.
Xxxxx White June
29, 2006
Authorized
Signatory Date
Schedule
“A”
To
Memorandum of Agreement between Wits Basin Precious Minerals Inc. and Hawk
Precious Minerals Inc.
Claims
located in the McFaulds Lake area
|
Claim
Numbers
|
Number
of Units
|
|
3019423
|
16
|
|
3019424
|
16
|
|
3019425
|
16
|
|
3019426
|
16
|
|
3011945
|
16
|
