EX-10.17 8 exhibit10-17.htm FORM OF DELAY AGREEMENT Filed by Automated Filing Services Inc. (604) 609-0244 - Silverado Gold Mines Ltd. - Exhibit 10.17

FORM OF DELAY AGREEMENTS EXECUTED BETWEEN THE COMPANY AND
CERTAIN OF THE SELLING SHAREHOLDERS AS OF MAY 11, 12 AND 13, 2004

DELAY AGREEMENT

TO:
SILVERADO GOLD MINES LTD., a British Columbia company (the “Company”)
   
FROM:
THE UNDERSIGNED SHAREHOLDER OF SILVERADO GOLD MINES LTD. (the “Shareholder”)
   
RE:
Warrant Exercise Agreement between the Company and the Shareholder (the “Warrant Exercise Agreement”); Form SB-2 Registration Statement (the “Registration Statement”) to be filed by the Company with the United States Securities and Exchange Commission (the “SEC”) pursuant to the United States Securities Act of 1933 (the “1933 Act”), as contemplated in the Warrant Exercise Agreement
   

In consideration of the Company issuing to the Shareholder the number of shares set forth in Schedule A hereto under the column “Delay Shares to be Issued” (the “Delay Shares”) and including such Delay Shares on the Registration Statement, the Shareholder hereby releases the Company from any and all liabilities, obligations, expenses and damages arising from delay by the Company in filing the Registration Statement with the Securities and Exchange Commission as contemplated by the Warrant Exercise Agreement in order to qualify the following shares:

  1.
the shares issued to the shareholder upon exercise of the Replacement Warrants, as contemplated in the Warrant Exercise Agreement and as set forth in Schedule A;
     
  2.
the shares issuable to the shareholder upon exercise of the remaining Replacement Warrants held by the Shareholder and as set forth in Schedule A; and
     
  3.
the shares issuable to the shareholder upon exercise of the Additional Replacement Warrants issued to the Shareholder upon exercise of the Replacement Warrants and as set forth in Schedule A.

This agreement will be of full force and effect without any further action of the Company upon issue of the Delay Shares in the name of the Shareholder and filing of the Registration Statement within five (5) business days of the date that delay agreements have been executed and delivered by each of the investors listed on Schedule A hereto. This Delay Agreement is further executed on the understanding that the Company will respond to all SEC comments on the Form SB-2 within three (3) weeks of receipt of any comment letter of the SEC.

Dated the _______ day of May, 2004.

SIGNATURE OF SHAREHOLDER:       
     
     
NAME OF SHAREHOLDER:    


SCHEDULE A TO DELAY AGREEMENT

Name No. of
Replacement
Warrants
Exercised
Balance of
Replacement
Warrants
Additional
Replacement
Warrant Issued
Number of Delay
Shares to be
Issued
Platinum Partners

2,127,660 2,872,340 2,127,660 255,318
M/S Family
Foundation
297,872 402,128 297,872 35,745
Mesivta of Long
Beach (Private
Placement #1)
531,915 718,085 531,915 63,830
Mesivta of Long
Beach (Private
Placement #2)
85,106 114,894 85,106 10,214

Salvatore Amato

106,383 143,617 106,383 12,766
Sara Heiman

127,660 172,340 127,660 15,318
Harry Adler

297,872 402,128 297,872 35,745
Philip Huberfeld

297,872 402,128 297,872 35,745
Keren MYCB Elias
Foundation
297,872 402,128 297,872 35,745
Chancellor
Apartments, LLC
106,383 143,617 106,383 12,766
Zenny Trading
Limited
638,298 861,702 638,298 76,595
Rachel Mendelovitz

85,106 114,894 85,106 10,214

TOTALS

5,000,000 6,750,000 5,000,000 600,000