2011-10-18_REVISION - M1977410 (3)

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• • • 7/19/04 09:52 FAX 720 528 4r 5. Remove from the Property and for Calais' own account dispose of ores, minerals, and metals without accounting to any of the Harvey Parties (including, without limitation, AAI) for the value of, or costs associated with, such ores, minerals and metals; 6. May in its sole discretion obtain loans for the exploration, development, or mining of either or both of the 1999 Properties and the 2000 Properties or other property owned by Calais in the Caribou district, and secure such loan by a mortgage or deed of trust encumbering the 1999 Properties and/or the 2000 Properties; 7. Shall maintain adequate liability and other appropriate insurance with respect to the 1999 Properties and the 2000 Properties and Calais' other properties within the Caribou mining district and Calais' operations and activities thereon (whether Calais directly performs such activities or does so through independent contractors or others); 8. Shall maintain in good standing the 1999 Properties and the 2000 Properties by the doing and filing of assessment work or the making of payments in lieu thereof, by the payment of property taxes and rentals, and the performance of all other actions which may be necessary in that regard and in order to keep the 1999 Properties and the 2000 Properties free and clear of all liens and other charges arising from Calais' activities thereon (except those permitted by T2(a)(iv)(6) above or those at the time contested by Calais in good faith); and 9. Shall do all work in the 1999 Properties and the 2000 Properties in a good and minerlike fashion and in accordance with all applicable laws, regulations, orders, and ordinances of any governmental authority. iv. During the period through August 31, 2011, neither Calais nor Aardvark [AEI or AM?] may transfer, convey, or assign, an interest in either the 1999 Properties or the 2000 Properties (except as permitted by ¶2(a)(iv)(6) above). v. After August 31, 2011, if Calais has not repurchased either the 1999 Properties and the 2000 Properties from AAI, AM agrees to extend the repurchase right for an additional ten more years. If Calais elects to take this ten year extension, it also extends the convertibility of the debenture in 12(a)(i). vi. At Calais' request, AAI will execute and deliver for recording in Boulder county, Colorado, a document as may be recommended by counsel to Calais that sets forth the foregoing provisions which will supersede the previously recorded documents providing notice of the previous understanding between the parties. The following sections are not included: b. Nevada properties. c. Stock ownership and reporting. d. Debentures. REGIS OTC j006