EX-10.24 8 v011754_ex10-24.htm
Exhibit 10.24
 

KEN SWAISLAND
The Coach House
2949 Palmerston Ave
West Vancouver, BC V7V 2X2

December 2, 2003

Hunter Gold Mining Corporation
c/o 4145 Almondel Road
West Vancouver, BC V7V 3L6

Attention: George Otten

Re: Purchase of Hunter Gold Mining Corporation (the “Target”) from George Otten and Jim Blair (the “Principal Vendors”) and the other shareholders of the company (the “Other Vendors”) by Ken Swaisland (the “Purchaser”)

Dear Sir:

I confirm that I will pay the sum of $3,000,000 in the United States Currency to the Vendors to purchase all the share of Hunter Gold Mining Corporation on or before March 31, 2004 subject to the following conditions:

  1. The Purchaser shall have until March 15, 2004, to complete its due diligence review and can terminate this letter agreement at any time prior to March 15, 2004 by notice pursuant to clause 6.
  2. The Purchaser shall present any formal documentation that it requires for signature to the Vendor by March 15, 2004.
  3. The Principal Vendors agree to provide any and all documentation that it has in its possession and is required by the Purchaser, and assist in any way it is able during the due diligence period.
  4. The Principal Vendors agree to ensure that all assets of Hunter Gold Mining Inc. and Hunter Gold Mining Corporation including the Bates Hunter Mine and Golden Gilpin Mill, dewatering plant, mining properties, claims, permits, and all ancillary equipment (see Tedesco’s report dated March, 1997), are free and clear of any and all financial liens or encumbrances with the exception of a one percent net smelter return royalty payable to Goldrush Casino and Mining Corporation to a maximum of US$1,500,000 and that all accounts payable of each Corporation have been satisfied.
  5. The Purchaser agrees to provide sufficient moneys from the purchase price on or before closing to allow the Principal Vendor to satisfy paragraph 4 of this letter agreement prior to distribution of the remaining moneys to the individual Vendors in proportion to their shareholdings in the Target.
  6. Any notice given under this agreement will be in writing and may be sent by facsimile transmission or prepaid registered mail to the following addresses or numbers:

Ken Swaisland
The Couch House
2949 Palmerston Ave
West Vancouver, BC V7V 2X2
Attention: Ken Swaisland
Facsimile No.: 604-925-3592


Hunter Gold Mining Corporation
c/o Blair Forrest
Kelowna, BC V1Y 2B3
Fax: 250-762-6665
Attention: George Otten


 
     

 

Yours truly,

  Accepted and agreed to by:
Hunter Gold Mining Corporation per:
   
/s/ Ken Swaisland
Ken Swaisland
/s/ George Otten
George Otten, President
   
Accepted and agreed to by: Accepted and agreed to by:
   
/s/ Jim Blair
Jim Blair
/s/ George Otten
George Otten