FIRST AMENDMENT TO OPTION TO
PURCHASE AND ROYALTY AGREEMENT
This FIRST AMENDMENT TO OPTION
TO PURCHASE AND ROYALTY AGREEMENT is dated as of May 15,
2009.
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BETWEEN:
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JIUJIANG GAO
FENG MINING INDUSTRY LIMITED COMPANY, a company duly incorporated
under the laws of Jiangxi Province, China and having an address at
Long Xiang Country Trade Building, Kowloon Street, Jiujiang City,
Jiujiang Province, China
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(hereinafter
called "Jiujiang”)
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OF THE FIRST
PART
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AND:
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OSPREY
VENTURES, INC. , a
company duly incorporated under the laws of the State of Wyoming,
having its registered office at 1620 Central Avenue, Suite 202,
Cheyenne, Wyoming, 82001
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(hereinafter
called "Osprey")
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OF THE SECOND
PART
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WHEREAS , as a result of Osprey having being delayed in the
submission and completion of its S-1 registration statement and
accompanying initial public offering, Osprey and Jiujiang desire to
amend that certain Option To Purchase And Royalty Agreement dated
April 22, 2007 such as to extend the May 31, 2008 deadline for the
completion of the first phase of the exploration program from May
31, 2008 to May 31, 2010 and to extend any and all dates in the
Option to Purchase and Royalty Agreement by two full
years.
NOW, THEREFORE , in consideration of the promises, the
mutual agreements herein set forth and other good and valuable
consideration, the receipt and adequacy of which are hereby
acknowledged, the parties agree as follows:
The Option To Purchase And
Royalty Agreement entered into between Osprey and Jiujiang dated
April 22, 2007 is hereby amended in relevant part to read as
follows:
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3.
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OPTION
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3.1
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Jiujiang hereby gives and grants
to
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