MINE DEVELOPMENT AND OPERATING AGREEMENT by and between Montana Tunnels Mining, Inc. and Elkhorn Tunnels, LLCMine Development and Operating Agreement • August 2nd, 2006 • Apollo Gold Corp • Gold and silver ores • Colorado
This Mine Development and Operating Agreement is made as of July 28, 2006 (the “Effective Date”) by and between Montana Tunnels Mining, Inc. (“MTM”), a Delaware corporation and wholly-owned subsidiary of Apollo Gold Corporation, the address of which is 5655 South Yosemite, Suite 200, Greenwood Village, Colorado 80111, and Elkhorn Tunnels, LLC (“EKT”), a Delaware limited liability company and an Affiliate of Calim Private Equity LLC, the address of which is 320 West Main Street, Aspen, Colorado 81611.
Montana Tunnels Mining, Inc. Jefferson City, Montana 59638 January 8, 2007Mine Development and Operating Agreement • January 9th, 2007 • Apollo Gold Corp • Gold and silver ores • Colorado
This letter will confirm the agreement reached between Elkhorn Tunnels, LLC (“Elkhorn”) and Montana Tunnels Mining, Inc. (“MTM”) to amend, effective as of December 31, 2006, certain provisions of that Mine Development and Operating Agreement between MTM and Elkhorn dated July 28, 2006, as amended by that letter agreement dated October 6, 2006, and further amended by that letter agreement dated November 30, 2006 (collectively, the “Mine Development Agreement”), with respect to the timing of Elkhorn’s funding of its Initial Contribution and the completion of that Initial Contribution (as defined in the Mine Development Agreement). Elkhorn has informed MTM that it will complete the full funding of its Initial Contribution, and the parties desire to confirm that obligation by amending the Mine Development Agreement and by Elkhorn executing a promissory note to evidence its obligation to complete the full funding of its Initial Contribution, all as set forth below.
