DISSOLVEMENT OF LA MILLONARIA GROUPINGS JOINT
VENTURE AGREEMENT
DISSOLVEMENT AGREEMENT CONCERNING THE JOINT
VENTURE AGREEMENT ENCOMPASSING THE “LA MILLONARIA
GROUPINGS” EXECUTED BETWEEN TARA GOLD RESOURCES CORP. AND
GOLD & SILVER MINERALS CORP. DATED OCTOBER 24, 2006.
WHEREAS:
A.
G & S Minerals, Inc. (also known as
Gold & Silver Minerals Corp.)
(“G & S”) and Tara Gold Resources Corp.
(“Tara”) hereby this day, mutually agree to release and
dissolve the La Millonaria Groupings Agreement dated October 24,
2006 (the “October 24, 2006 Agreement”) encompassing
the “La Millonaria Groupings” as attached in Schedule
A, as amended by an Extension and Modification Agreement dated
January 1, 2007, as attached in Schedule B (the “January 1,
2007 Agreement” and together with the October 24, 2006
Agreement, the “La Millonaira Agreement”).
Tara and G & S hereby agree to the
following:
1)
The La Millonaria Agreement is hereby
terminated.
2)
All commitments, obligations and liabilities of
both of the parties set forth or outlined in, arising from, of
related to the La Millonaria Agreement are hereby cancelled,
terminated, released and dissolved, in each instance without any
continued cost, expense, liability or obligation on the part of
either party.
3)
Neither G & S nor Tara will hold any
claim of gain or liability, now or in the future, regarding the La
Millonaria Agreement and its mutual termination, cancellation, and
dissolution hereby.
4)
G & S will have no further recourse
against the properties or concessions outlined in the La Millonaria
Agreement or against Tara.
5)
Tara will have no further recourse against any
properties or concessions of G & S or against
G & S.
6)
G & S and Tara hereby agree to
mutually release each other as follows:
a.
G & S hereby forever releases and
discharges Tara, and each and all of its predecessors, successors,
parents, and subsidiaries, and each and all of their present and
former employees, agents, representatives, officers, directors,
shareholders, attorneys, insurers, or reinsurers, and any other
person, firm, partnership, company or corporation now, previously,
or hereafter expressly and formerly affiliated in any manner with
any of the above (the “Released Tara Parties”) from any
and all claims, demands, causes of action, obligations, damages,
and liabilities, in law or equity, whether or not known, suspected
or claimed, direct or indirect, fixed or contingent, whether now
existing or hereafter arising, that relate to, arise from, is
connected with, or in any manner concerns Tara or the La Millonaria
Agreement (the “Released Tara Claims”).
Initials:
/s/CB /
/s/FRB
b.
Each of the Released Tara Parties (as defined
above) hereby forever releases and discharges G & S,
and each and all of its predecessors, successors, parents, and
subsidiaries, and each and all of their present and former
employees, agents, repres
