PROPERTY OPTION AGREEMENTProperty Option Agreement • August 26th, 2010 • Osprey Ventures, Inc. • Gold and silver ores • British Columbia
WHEREAS the Optionor has represented that it has an option (the “Minquest Option”) to acquire an undivided 100% interest in the Property (as hereinafter defined) subject only to a 3% net smelter royalty in favour of Minquest Inc. (the “Royalty”) as more particularly detailed in that Property Option Agreement between Minquest Inc. and TAC Capital Corp. (now TAC Gold Corporation) dated August 4, 2009, as assigned to the Optionor by assignment dated December 5, 2009 (together the, “Minquest Option Agreement”), a copy of which is attached hereto as Schedule “B”;
ContractSubscription Agreement • August 26th, 2010 • Osprey Ventures, Inc. • Gold and silver ores • Wyoming
THIS SUBSCRIPTION AGREEMENT RELATES TO AN OFFERING OF A CONVERTIBLE NOTE (THE “NOTE”) IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”).
TAC GOLD CORPORATION Suite 203 2780 Granville Street Vancouver, British Columbia, V6H 3J3Osprey Ventures, Inc. • August 26th, 2010 • Gold and silver ores
This letter will serve to confirm our agreement wherein, for good and valuable consideration, the receipt and sufficiency of which is acknowledged by us, TAC Gold Corporation (“TAC”) hereby agrees that, for a period of 12 months commencing from the date hereof, should TAC receive a bona fide offer to acquire any or all of TAC’s interest in that mineral property located in Ladner County, Nevada, commonly known as the Iowa Canyon Property (the “Property”) or should TAC otherwise propose to sell, transfer or assign any or all of its interest in the Property, TAC shall first offer such interest to Osprey Ventures, Inc. (“Osprey”) on terms no less favourable to Osprey than those otherwise proposed.
