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This Gravel Lease Agreement ( "Lease ") is made this 25th day of March, 2014, by and between Happy <br />Creek Inc, aNevada corporation, 2955 County Rd 30, Stratton, CO 80836, ('Lessor") and McCormick Excavation <br />& Paving, LLC, 30887 Highway 24, Stratton, CO 80836 ("Tenant "). <br />1. GR.41+7T OF LEASE. <br />deration of the <br />1.1 Lessor, in consi agreements to be performed by Tenant and the payment of <br />royalties by Tenant as provided in this Lease, and subject to the terms and conditions in this Lease, leases to <br />Tenant that certain tract of land situate in Kit Carson County, Colorado ( "Premises "), described as SE/4 <br />Section 33 and SW /4 Section 34, Township 11 South, Range 46 West of the 6th P.M., for the sole purpose of <br />quarrying, mining, removing and marketing sand, gravel, and rock from the Premises (referred to as <br />"Material "), and the operation of a crushing plant and a sorter /separator facility (all such activity by Tenant on <br />the Premises is collectively referred to as ('Gravel Mining Operations"). Tenant accepts the Premises in its <br />present condition. <br />1.2 Tenant has acquired all state and local permits/licenses required to operate its Gravel Mining <br />Operations. <br />1.3 Tenant will not assign this Lease, sublease the Premises or convey any interest in this Lease to <br />any third party except as permitted under the terms of Section 12; and Lessor will not lease the Premises to any <br />third parry_ Tenant has the sole right to sell material from the Premises. If Lessor sells any material, it will be a <br />violation of the mining permit. Lessor will be allowed to remove in-place pit run material for its use without <br />compensation to Tenant, however, if Lessor desires to obtain for its use Material that has been processed and <br />stock piled by Tenant, Lessor must compensate Tenant at an agreed price. <br />2 TERM OF LEASE. The term of this Lease shall commence on March 25, 2014 and will expire at the end of <br />the day on March 24, 2017, unless terminated sooner pursuant to the provisions of this Lease. There shall be a <br />one year renewal option, which is to be exercised by Tenant serving upon Lessor, no later than ninety (90) days <br />prior to the end of the initial three year term, a written notice of Tenant's intention to renew the Lease for an <br />additional one year period. The parties will negotiate in good faith during the initial 60 days of that 90 day time <br />period and will attempt to reach an agreement as to the renewal terms. The renewal option will be effective only <br />if the parties are able to reach such an agreement in writing by the and of that initial 60 days. <br />3. ROYALTIES, <br />3.3 Tenant shall pay to Lessor, as royalty, the sum of sixty cents ($0.60) for each ton of sand and <br />pit run removed from the Premises and sixty cents ($0.60) for each tan of rock and gravel removed from the <br />Premises. The tonnage of Material shall be determined by certified scales at the Tenant's Stratton plant site <br />location, and the original load tickets will be maintained by Tenant as part of its files. Tenant agrees to pay <br />Lessor the royalty on a quarterly basis no later than the 151h day of the month following the end of a calendar <br />quarter, with the initial payment due July 15, 2014, for the time period from the beginning of this Lease through <br />June 2014. <br />3.2 Tenant shall forward to Lessor quarterly reports showing the tonnage of Material removed <br />from the Premises during the preceding quarter according to numbered load tickets, with the date of loading. <br />The reports shall be forwarded to Lessor by the fifteentYr(15th) day of the following month, whether Material <br />is removed or not. <br />3.3 Tenant agrees to keep a complete and accurate record of all Material removed from the <br />Premises and all sales thereof Lessor shall have the right, at reasonable times, of examining the musing <br />procedures and checking the books and records of Tenant for the purpose of verifying the amount of royalties <br />paid or payable. <br />3.4 In November of each year in which this Lease is effective, the royalty rate to be paid for <br />