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APR. 4. 2006 11: y30 <br />r. ff. <br />(e) "Exploration,, means all <br />or ? t tnmer+cial value of ore ndepo?sit ms or Productsatence, <br />location, gttantity, • <br />(f) -'JY" means the joint venture between the Parties formed pursuant to this <br />Agreement; <br />(g) '-Millingo meaae the milling, beneficiation or outer processing of Products; <br />(h) "Dining-- means the mining, extracting, producing and handling of Products; <br />(i) "Operations" means all activities carried out after the date of this Agreement on <br />or In respect of the Properties including without limitation Exploration, <br />Development, Mining ad Milling; <br />0) "Participating hureW of a Party means, at any time, such Partys equity interest <br />in the JV; <br />(k) "Parties" means Global and the Propealy Owners collectively, and "Party„ means <br />either of them; <br />(1) "Products" means all ores, mineral and mineral resources, concentrates or <br />material produced from Milling Operations produced from the Properties under <br />this Agmement; <br />(m) "Properties" means those mining claims and improvements described In Schedule <br />"A° to this Agreement; <br />(n) unless otherwise stated, reference to dollars in this Agreement shall mean United • <br />States dollars; <br />(o) the headings in this Agrocmcut arc used for convenience of reference only and <br />shall not alter or affect the meaning hereof. <br />2. PROPERTY OWNERS REPRESENTATIONS AND WARRANTIES <br />2.1 The Property Owners, jointly and severally, represent and warrant to Global that: <br />(a) each of the Property Owners is a corporation duly incorporated under the laws of <br />the state of its i9ncorpomdon, is duly organized, validly subsisting and in good <br />standing under such laws and is duly qualified to carry on business in Colorado; <br />(b) each of the Property Owners has the full right and authority to execute and <br />perform this Agreement and the bwmeions contemplated hereby; <br />(c) this Agreement has been duly executod and delivered by each of the Property <br />Owners and is valid and binding upon and enforceable against each of the <br />Property Owners in accordance with its terms tinder the laws of Colorado; <br />(d) the claims which comprlso the Properties are in good standing in accordance with <br />the statutes and wgulAtions of the State of Colorado and that all fees, mining <br />mu?,l>L umnta7041PropenyWotd IrMagmt1doc <br />0