EX-10.37 8 v054764_ex10-37.htm

EXHIBIT 10.37
SUPPLEMENT TO
WITS BASIN PRECIOUS MINERALS INC.
SUBSCRIPTION AGREEMENT AND INVESTMENT REPRESENTATION

UNITS OF COMMON STOCK AND WARRANTS
 
Wits Basin Precious Minerals Inc.
800 Nicollet Mall, Suite 2690
Minneapolis, MN 55402

Ladies and Gentlemen:

This letter serves to supplement that certain Subscription Agreement and Investment Representation between Wits Basin Precious Minerals Inc. (the “Company”) and the undersigned, relating to the purchase of units consisting of common stock and warrants of the Company (as heretofore amended or supplemented, the “Subscription Agreement”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed in the Subscription Agreement.
 
1. Change in Offering Size and Purchase Price. The undersigned investor hereby acknowledges and confirms that (i) the Maximum number of Units available for sale in the Offering is 10,000,000, increased from 7,000,000, and (ii) the Purchase Price is $0.25 per Unit.
 
2. Amendment of Registration Rights. The undersigned investor further understands that in the event the Registration Statement (referred to in Paragraph 8 of the Subscription Agreement) is not declared effective by the United States Securities and Exchange Commission within one hundred twenty (120) days following the termination of the Offering by the Company (following the final closing of the sale of the Units), the Company shall be obligated to promptly pay the undersigned a penalty equal to one-fifth (1/5) of a share of Common Stock for each Unit purchased.
 
The undersigned investor understands that, except as expressly modified by this Supplement, all other terms and provisions of the Subscription Agreement remain in full force and effect.
 
Dated: _____________, 2003
 
       
       
Signature		    
Signature
       
Name Typed or Printed		    
Name Typed or Printed
      
ACCEPTANCE

On behalf of Wits Basin Precious Minerals Inc., the undersigned authorized officer hereby accepts this Supplement to the Subscription Agreement.

Dated: __________________, 2003.

WITS BASIN PRECIOUS MINERALS INC.

       
By    
Name:		    
Title: