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EXHIBIT 10.22
OPTION AGREEMENT
THIS AGREEMENT, made on the 19th day of July, 2004,
BETWEEN:
Shirley M. Bailey
PO Box 385
Dragoon, AZ
(hereinafter referred to as the "Optionor")
OF THE FIRST PART
-and-
NORD RESOURCES CORPORATION
P.O. BOX
384
Dragoon, AZ 85602
(hereinafter referred to as the "Optionee")
OF THE SECOND PART
WHEREAS the Optionor has agreed to grant to the Optionee an option
to earn
a 100% interest in four un-patented mining claims, in Cochise
County, Arizona,
more particularly describe (the "Property") as the Alpha-Omega #64,
#65, #76, &
#77 (AMC-04061 8433 through 040618436) consecutively covering the
historic Texas
Arizona Mine on the various terms and conditions set forth
below;
NOW
THEREFORE THIS AGREEMENT WITNESSETH that for and in consideration
of
the mutual covenants and agreements herein contained and the sum of
$980.00
reimbursement for the claim staking cost (the receipt and
sufficiency whereof is
hereby acknowledged), it is hereby agreed by and between the
parties hereto as
follows:
1. Definitions. In this Agreement, unless something in the subject
matter or
context is inconsistent therewith:
(a)
"Agreement" means this agreement and all amendments made hereto
in
accordance with the provisions hereof; and
(b)
"Property" means the 4 un-patented mining claims known as the
Alpha-Omega #64, #65, #76, & #77 Texas Arizona Mine (TAM),
Cochise County,
Arizona as described in the first paragraph.
2. Representations and Warranties
(a)
The Optionor hereby represents and warrants to the Optionee
that:
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(i) they have the power, capacity and authority to execute and
deliver
this Agreement.
(ii) this agreement has been duly executed and delivered by them
and
is a valid and binding obligation of the Optionor enforced in
accordance with
its terms;
(iii) they are the sole recorded owner of the Property mineral
rights,
with good and marketable title thereto; and
(iv) the property is free and clear of any and all liens,
charges,
encumbrances, security interests, mortgages, royalties or other
claims
(collectively, the "Encumbrance")
3. Grant of Option
(a)
Subject to the provisions of this Agreement, the Optionor hereby
gives
and grants to the Optionee the sole, exclusive and irrevocable
right and option
of acquiring a 100% undivided interest in and to the Property free
and clear of
all Encumbrances.
(b)
Optionor retains the right to remove the mining equipment on
the
property including the winch, headframe, track and equipment
underground within
the first four years of this option. Notwithstanding any other
terms of this
Agreement, removal of said equipment shall be at the sole risk and
liability of
the Optionor. After the forth year Optionor will hold no claim on
the remaining
aforementioned items.
(c)
In order to maintain in force the option and earn the interest in
the
Property provided for in subparagraph 3 (a) hereof, the Optionee
must pay to the
Optionor:
$10,000 U.S. on the fourth anniversary date of this Agreement,
provided that the Optionee may accelerate the final payments. In
the event that
the Optionee fails to make this payment on the forth anniversary,
within the
respectable times limited therefore, this Agreement shall thereupon
terminate
except as
