After
recording return to:
Tucson, Arizona
85718-3216
Attention: Mr.
Dave Hackman
TERMINATION
AGREEMENT
BY THIS
TERMINATION AGREEMENT ( the “Termination
Agreement”) is dated and effective as of the 20 th
day of August, 2008,
between
SAGE ASSOCIATES INC ., an Arizona corporation with
its head office at 3430 East Sunrise Drive, Suite 160, Tucson,
Arizona, 85718-3216 (hereinafter referred to as
“Sage”),
SILVER
RESERVE CORP ., a
Delaware corporation with its administration offices at 1226 White
Oaks Blvd., Oakville, Ontario, Canada L6H 2B9 (hereinafter referred
to as “Silver Reserve”),
Sage and Silver
Reserve acknowledge that:
1.
Silver Reserve and Sage entered
into an option agreement dated August 21, 2006, as amended by an
Amendment dated March 30, 2007, and a further Amendment dated
August 20, 2007 (as amended, the “Original Agreement”)
pursuant to which Silver Reserve acquired an option on twelve
mineral claims located in the Como Mining District, Lyon County,
Nevada (the “Como Claims” described in Schedule A), and
assumed an obligation to stake additional claims to be governed by
and form part of the Original Agreement; and
2. Silver Reserve desires to terminate the
Original Agreement and pursuant to the Original Agreement convey to
Sage a royalty interest in certain of the additional claims as
designated by Sage and as described in Schedule B hereto (the
“Additional Claims”).
NOW THEREFORE, Sage and Silver Reserve agree as
follows:
1.
Termination
The parties agree that the Original Agreement is
hereby terminated and that all obligations and notice requirements
under the Original Agreement have been satisfied and/or waived, as
applicable, except that Silver Reserve agrees to pay the annual
claim maintenance fee for the Como Claims due on September 1, 2008.
Silver Reserve acknowledges that as of the effective date of this
Termination Agreement it has no interest in the Como Claims by way
of the Original Agreement or otherwise.
2.
Ownership of Additional
Claims and Grant of Royalty
Sage acknowledges that it has no interest in the
additional claims staked by Silver Reserve pursuant to the Original
Agreement except for a one percent (1%) Net Smelter Returns royalty
interest granted by this Termination Agreement in the Additional
Claims. The royalty shall be calculated and paid in accordance with
the provisions of Schedule C attached hereto. Silver Reserve shall
have no obligation to keep the Additional Claims in good standing
or pay the annual claim maintenance fees after making the payment
due on September 1, 2008; provided, however, if Silver Reserve
conveys or otherwise transfers the Additional Claims, Silver
Reserve shall notify such transferee of the royalty created hereby
but shall have no further liability to Sage following transfer of
the Additional Claims. The parties agree to cooperate in the
recording of an appropriate document evidencing the royalty created
hereby in the Additional Claims. If Silver Reserve proposes to
abandon the Additional Claims it shall first offer to convey the
Additional Claims to Sage.
IN WITNESS WHEREOF the parties have executed this Agreement
effective as of the date first written above,
The forgoing
document was acknowledged before me this _ 21 ___ day of
August, 2008, by David B. Hackman, as president of Sage Associates
Inc., an Arizona corporation, for and on behalf of the
corporation.
The forgoing
document was acknowledged before me this _ 8 ___ day of
August, 2008, by Mason Douglas, as president of Silver Reserve
Corp., a Delaware corporation, for and on behalf of the
corporation.
My commission
expires: no expiry
SCHEDULE
A
TO
SAGE / SILVER RESERVE
TERMINATION AGREEMENT
DATED August ____,
2008
DESCRIPTION OF COMO
CLAIMS
Claims in the Como Mining
District, Lyon County, Nevada
The following
unpatented mining claims have been located within the sections of
the public land survey indicated below and the location notices
thereof are of record in the Nevada State Office of the Bureau of
Land Management and the Office of the Clerk/Recorder of Lyon County
as follows:
|
|
Claim
|
BLM
|
Public
|
Land
|
Survey
|
|
Lyon
County
|
|
Name
|
Number
|
NMC
No.
|
Twn
|
Rng
|
Sec
|
Subdiv
|
Doc.
No.
|
|
|
|
|
|
|
|
|
|
|
Sue
|
30
|
814022
|
15N
|
23E
|
7
|
NW
|
245277
|
|
Sue
|
31
|
814023
|
15N
|
23E
|
7
|
NW
|
245278
|
|
Sue
|
33
|
814024
|
15N
|
23E
|
7
|
NW
|
245279
|
|
Sue
|
35
|
667248
|
15N
|
23E
|
6
|
SE
|
96462
|
|
Sue
|
36
|
667249
|
15N
|
23E
|
6
|
SE
|
96463
|
|
Sue
|
37
|
667250
|
15N
|
23E
|
6
|
SW
|
96464
|
|
Sue
|
38
|
667251
|
15N
|
23E
|
6
|
SW
|
96465
|
|
Sue
|
136
|
667280
|
15N
|
23E
|
6
|
NE
|
96504
|
|
Sue
|
138
|
667282
|
15N
|
23E
|
6
|
NE
|
96506
|
|
Sue
|
145
|
667288
|
15N
|
23E
|
5
|
NW
|
96512
|
|
Sue
|
147
|
667289
|
15N
|
23E
|
6
|
NE
|
96513
|
|
Sue
|
149
|
667290
|
15N
|
23E
|
6
|
NE
|
96514
|