2011-03-14_REVISION - M1977493 ‎(56)‎

• Permit No: M1977493
• IBM Index Class Name: REVISION
• Doc Date: 3/14/2011
• Doc Name: Exhibit List, Exs. 19 thru 32
• From: Climax
• To: MLRB
• Type & Sequence: AM6
• Media Type: D
• Archive: No

CM0000999
2. Preferred Stock in Compau. The second sentence of paragraph 3.3 of the 1993
Agreement is amended in its entirety to read as follows: "If a Closing does not occur under the
1998 Agreement, upon exercise of the VA Conversion Option, VA or its assigns will be
conveyed preferred stock in the Eagle Park Reservoir Company equating to the first 500 acre feet
annually of EPR Firm Annual Yield in Eagle Park Reservoir (the "Shares") subject to any
Climax Contingencies that have not been satisfied."
3. Extension of Term of Options. The terms of the VA Conversion Option and the
Climax Conversion Option set forth in paragraph 3.1(b) of the 1993 Agreement, the term of the
600 AF Option set forth in paragraph 3.5(b) of the 1993 Agreement, and the term of the Storage
Conversion Option set forth in paragraph 3.7(c) of the 1993 Agreement are hereby all extended
and restated to expire 30 days following the termination of the 1998 Agreement as set forth in
paragraph 5 of the 1998 Agreement. _
4. EPR Operating Agreement. If a Closing occurs under the 1998 Agreement, the
parties have no obligation to enter into the operating agreement contemplated by the fast
sentence of paragraph 3.4(b) of the 1993 Agreement.
5. Climax Contingencies. VA acknowledges and agrees that Climax is not in
violation of, and has fulfilled its obligations under, paragraph 3.3 of the 1993 Agreement; and
shall have no liability to VA or the Eagle Park Reservoir Company for failure to satisfy the
Climax Contingencies as such term is defined in the 1993 Agreement.
I
6. No Other Changes. Except as expressly amended as set forth above, the terms of
the 1993 Agreement remain in full force and effect.
7. Effect of 1998 Agreement. This Amendment shall survive and shall not be
effected by any termination of or breach by any party under the 1998 Agreement.
Executed as of the date first set forth above.

VAIL ASSOCIATES, INC., a Colorado corporation
By:
Title:
CLIMAX MOLYBDENUM COMPANY, a Delaware
corporation
By:
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