EXTENSION AGREEMENT
THIS EXTENSION
AGREEMENT is made
effective as of the 22nd day of June, 2005, by and among Phage
Genomics, Inc. (the “Optionee”), K. Ian Matheson
(“Matheson”), Searchlight Minerals, Inc., Pass Minerals
Inc., Michael D. Anderson, Farrell Drozd, and Michael I. Matheson,
(together the “Optionors”) (the "Extension
Agreement").
WHEREAS:
A.
The
Optionors, the Optionee and Matheson are parties to a Letter
Agreement dated as of February 8, 2005, (the "Letter Agreement"),
wherein the Optionors agreed to assign, subject to the fulfillment
of certain conditions, all of their right title and interest in the
following Nevada mineral claim to the Optionee:
|
Nevada Mineral
Claim
|
Serial Number
|
|
Rio Raga 306
|
NMC 715676
|
B.
The
Optionors and the Optionee mutually desire to extend the corporate
restructuring date set out in Section 7 to the Letter Agreement
(the “Restructuring Date”) upon the terms and
conditions set forth herein.
NOW THEREFORE THIS AGREEMENT
WITNESSES that in
consideration of the premises contained herein and for other good
and valuable consideration, the parties agree as
follows:
1.
Extension of
Restructuring Date .
Section 7 of the Letter Agreement is hereby revised to read as
follows:
“Phage is completing a
corporate restructuring and Phage will issue the securities as set
forth in this agreement upon completion of the restructuring which
will be completed on or before June 30, 2005.”
2.
No Other
Modification . The
parties confirm that the terms, covenants and conditions of the
Letter Agreement remain unchanged and in full force and effect,
except as modified by this Agreement.
3.
Headings. The headings of
the
