EXHIBIT 10.3
AMENDMENT TO JOINT VENTURE AGREEMENT
THIS AMENDMENT AGREEMENT (the
“Amendment Agreement”), is entered into as of this
31
st day
of October, 2007 (the “Effective Date”).
BETWEEN:
JOURNEY RESOURCES CORP. ,
a corporation existing under the laws of the Province of British
Columbia and having an office at #1208 - 808 Nelson Street,
Vancouver, British Columbia V6Z 2H2
(hereinafter
referred to as “Journey”)
AND:
MINERALES JAZZ S.A. DE C.V. ,
a corporation duly organized pursuant to the laws of Mexico and
having an office at Avenida del Mar No. 1022 Oficina 5, Zona
Costera, Mazatlan, Sin MEXICO 82149
(hereinafter
referred to as “Jazz”, or together with Journey,
the “Operator”)
AND:
WITS BASIN PRECIOUS MINERALS INC. ,
a corporation existing under the laws of the State of Minnesota and
having an office at 900 IDS Center, 80 South 8
th Street,
Minneapolis, Minnesota 55402
(hereinafter
referred to as “Wits”)
WHEREAS:
(A)
Journey,
Jazz and Wits entered into an option agreement (the
“Option Agreement”) dated June 28, 2006, among the
Operator and Wits, the Operator granted to Wits an exclusive
right and option to acquire up to an undivided 50% right,
title and interest in and to certain mineral concessions
situated in Guerrero State, Mexico (the
“Property”); and
(B)
Subsequently,
the Operator and Wits entered into a joint venture agreement
dated December 18, 2006 (the “Joint Venture
Agreement”) with respect to their interests in the
Option Agreement and Property thereunder.
THIS AMENDMENT AGREEMENT WITNESSES that
in consideration of the respective covenants and agreements set
forth herein, and for other good and valuable consideration, the
receipt and sufficiency of w
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