Exhibit 2
SUPPLEMENT TO
WITS BASIN PRECIOUS MINERALS INC.
SUBSCRIPTION AGREEMENT AND INVESTMENT REPRESENTATION
UNITS OF COMMON STOCK AND WARRANTS
Wits Basin Precious Minerals Inc.
000 Xxxxxxxx Xxxx, Xxxxx 0000
Xxxxxxxxxxx, XX 00000
Ladies and Gentlemen:
This letter serves to supplement that certain Subscription Agreement and
Investment Representation between Wits Basin Precious Minerals Inc. (the
"Company") and the undersigned, relating to the purchase of units consisting of
common stock and warrants of the Company (as heretofore amended or supplemented,
the "Subscription Agreement"). Capitalized terms used herein and not otherwise
defined shall have the meanings ascribed in the Subscription Agreement.
1. Change in Offering Size and Purchase Price. The undersigned investor
hereby acknowledges and confirms that (i) the Maximum number of Units available
for sale in the Offering is 10,000,000, increased from 7,000,000, and (ii) the
Purchase Price is $0.25 per Unit.
2. Amendment of Registration Rights. The undersigned investor further
understands that in the event the Registration Statement (referred to in
Paragraph 8 of the Subscription Agreement) is not declared effective by the
United States Securities and Exchange Commission within one hundred twenty (120)
days following the termination of the Offering by the Company (following the
final closing of the sale of the Units), the Company shall be obligated to
promptly pay the undersigned a penalty equal to one-fifth (1/5) of a share of
Common Stock for each Unit purchased.
The undersigned investor understands that, except as expressly modified
by this Supplement, all other terms and provisions of the Subscription Agreement
remain in full force and effect.
Dated: _____________, 2003
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Signature Signature
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Name Typed or Printed Name Typed or Printed
ACCEPTANCE
On behalf of Wits Basin Precious Minerals Inc., the undersigned authorized
officer hereby accepts this Supplement to the Subscription Agreement.
Dated: __________________, 2003.
WITS BASIN PRECIOUS MINERALS INC.
By_____________________________________
Name:__________________________________
Title:_________________________________