Exhibit 4.16
King Claims
OPTION AGREEMENT
THIS AGREEMENT dated the 4th day of October, 2006.
BETWEEN:
ALAN CHILES, whose principal place of business is 331 E 4th Ave., Nucla, CO, 81424
CLIFFORD CHILES. whose principal place of business is 25615 26.00 Rd.
DAVID CHILES whose principal place of business is 26164 Z26 Rd.
WESLEY CHILES. whose principal place of business is 518 Arnold Ave., Rifle, CO, 81650
ALAN FILES,. whose principal place of business is 170 W 4th Ave., Nucla, CO, 81424
(herein after collectively called the “Locators”)
OF THE FIRST PART
AND:
ANGLO-CANADIAN URANIUM CORP.. of Suite 1150-355 Burrard Street, Vancouver, British Columbia V6C 2G8
(hereinafter called the “Company”)
OF THE SECOND PART
WHEREAS:
A.
The Locators have expertise in staking mineral claims in the State of Colorado;
B.
The Company has agreed to engage the services of the Locators to stake 250 uranium claims (the “Claims”) situate in the County of Montrose, in the State of Colorado; and
C.
The Locators have agreed to stake the Claims on behalf of the Company on the terms of this Agreement;
NOW THEREFORE THIS AGREEMENT WITNESSETH that in consideration of the representations, warranties, covenants and agreements herein contained, the parties hereto have agreed and do hereby agree as follows:
1.
The Locators represent and warrant that they have the requisite expertise to stake claims in the State of Colorado.
2.
The Company represents and warrants to the Locators it is a corporation duly organized, validly existing and in good standing under the laws of the Province of British Columbia with full power, absolute authority and capacity to enter into this Agreement and to carry out the transaction contemplated herein.
3.1
The Locators agree to stake the Claims on behalf of the Company in consideration of the following:
(a)
the payment of the sum US$20,000 to the Locators within three business days of the Company receiving approval from the TSX Venture Exchange to the terms of this Agreement (the “Approval Date”)
(b)
the issuance of a total of 100,000 shams in the capital of the Company to be delivered to the Locators on the Approval Date; and
(c)
the payment of the sum of $20,000 U.S. and at the election of the Optionee the payment of the sum of $100,000 U.S. or the issuance of 100,000 shares in the capital of the Optionee within one year from the Approval Date.
3.2
The Locators hereby acknowledge and agree the total consideration payable to them for the staking the Claims is limited to the cash and shares referred to in paragraphs 3.1(a) to (c) hereof and the Net Smelter Returns royalty referred to in paragraph 4 hereof and the Locators shall have no further interest in or to the Claims acquired by the Company.
4.1
As additional consideration for the Locators entering into this Agreement, the Company acknowledges that the Claims shall be subject to a royalty or charge in the amount of two percent (2%) of net smelter returns payable to the Locators.
4.2
For the purpose of this clause “Net Smelter Returns” shall mean the actual proceeds received by the Company front a smelter or other place of sale or treatment in respect of all ore removed by the Company from the Claims as evidenced by its returns or settlement sheets after deducting from the said proceeds all freight or other transportation costs from the Claims, to the smelter or other place of sale or treatment, but without any other deduction whatsoever. Net Smelter Returns due and payable to the Locators hereunder shall be paid within sixty days after receipt of the said actual proceeds by the Company. Within ninety days after the end of each fiscal year during which any ore was shipped from the Claims the records relating to the calculation of Net Smelter Returns during that fiscal year shall be delivered to the Locators, upon written request, who shall have sixty days after receipt of’ such statements to question their accuracy and failing such question, the statements shall be deemed correct. The Locators or their representatives duly appointed in writing shall have the right at all reasonable times upon written request to inspect such books and financial records of the Company as are relevant to the determination of Net Smelter Returns and at their own expense to make copies thereof
4.3
The Company shall have the right at any time to purchase the Net Smelter Return Royalty by the payment of the sum of U.S. $250,000 to the Locators for each 1% Net Smelter Return Royalty.
5.
Any payment or issuance of shares required to be made shall be made payable and delivered in the manner for the giving & notice as herein provided. All consideration payable to the Locators pursuant to the terms of this Agreement shall be payable as to 20% to each Locator.
6.
Any notice given pursuant hereto shall be in writing and shall be delivered or mailed by pre-paid registered post to the other party at its address set forth in the beginning of this Agreement and if so delivered shall be deemed to be effective immediately and if so mailed shall be deemed to have been given on the fifth postal delivery day following the date of mailing
7.
The Locators will indemnify and save the Company harmless from all loss, damage, costs, actions and suits arising out of or in connection with any breath of any representation, warranty, covenant agreement, or condition made by them and contained in this Agreement The Locators acknowledge and agree that the Company has entered into this Agreement relying on the warranties and representations and other terms and conditions of this Agreement.
8.
This Agreement represents the complete understanding of the parties and shall not be deviated from except by a further written agreement Each party agrees to execute further documents necessary to give effect to this Agreement.
9.
Time shall be the essence of this Agreement and should the parties fix new dates for the performance of any obligation time shall thereafter again be the essence of this Agreement
10.
This Agreement shall be construed with and governed by the laws of the Province of British Columbia. All references herein to sums of money shall be deemed to refer toCanadian US funds.
11.
This Agreement shall enure to the benefit of and be binding upon the parties hereto and their respective heirs, executors, administrators and assigns.
IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day and year first above written.
| | |
ALAN CHILES | | CLIFFORD CHILES |
/s/ Alan Chiles | | /s/ Clifford Chiles |
| | |
DAVID CHILES | | WESLEY CHILES |
/s/ David Chiles | | /s/ Wesley Chiles |
| | |
ALAN FILES | | |
/s/ Alan Files | | |
ANGLO-CANADIAN URANIUM CORP.
| |
Per: | /s/ signed |
| Authorized Signatory |
| |
SCHEDULE “A”
| | | |
Name of Claim | Country Recording # | Name of Claim | Country Recording # |
MC#5 | 760479 | MC#6 | 760480 |
MC#13 | 760481 | MC#19 | 760482 |
MC#32 | 760483 | MC#33 | 760484 |
MC#34 | 760485 | MC#35 | 760486 |
MC#36 | 760487 | MC#37 | 760488 |
MC#38 | 760489 | MC#39 | 760490 |
MC#40 | 760491 | MC#42 | 760492 |
MC#43 | 760493 | MC#44 | 760494 |
MC#45 | 760495 | MC#46 | 760496 |
MC#47 | 760497 | MC#48 | 760498 |
MC#49 | 760499 | MC#50 | 760500 |
PI#12 | 760501 | PI#13 | 760502 |
PI#14 | 760503 | PI#21 | 760504 |
PI#22 | 760505 | PI#23 | 760506 |
PI#24 | 760507 | PI#30 | 760508 |
PI#31 | 760509 | PI#32 | 760510 |
PI#33 | 760511 | PI#34 | 760512 |
PI#35 | 760513 | PI#36 | 760514 |
PI#37 | 760515 | PI#38 | 760516 |
PI#49 | 760517 | PI#40 | 760518 |
PI#41 | 760519 | PI#42 | 760520 |
PI#43 | 760521 | PI#44 | 760522 |
PI#45 | 760523 | PI#46 | 760524 |
PI#47 | 760525 | PI#49 | 760526 |
PI#50 | 760527 | PI#51 | 760528 |
PI#52 | 760529 | PI#53 | 760530 |
PI#54 | 760531 | PI#55 | 760532 |
PI#56 | 760533 | PI#57 | 760534 |
PI#58 | 760535 | PI#59 | 760536 |
PI#60 | 760537 | PI#61 | 760538 |
PI#63 | 760539 | PI#64 | 760540 |
PI#65 | 760541 | PI#66 | 760542 |
PI#67 | 760543 | PI#68 | 760544 |
Schedule “A’ – Page 2
| | | |
Name of Claim | County recording # | Name of Claim | Country Recording # |
PI#69 | 760545 | PI#70 | 760546 |
PI#71 | 760547 | PI#72 | 760548 |
PI#73 | 760549 | PI#74 | 760550 |
PI#75 | 760551 | PI#77 | 760552 |
PI#78 | 760553 | PI#79 | 760554 |
PI#80 | 760555 | PI#82 | 760556 |
PI#83 | 760557 | PI#84 | 760558 |
PI#85 | 760559 | PI#86 | 760560 |
PI#87 | 760561 | PI#88 | 760562 |
PI#89 | 760563 | PI#90 | 760564 |
PI#91 | 760565 | PI#92 | 760566 |
PI#93 | 760567 | PI#94 | 760568 |
PI#95 | 760569 | PI#96 | 760570 |
PI#97 | 760571 | PI#98 | 760572 |
PI#99 | 760573 | PI#100 | 760574 |
PI#101 | 760575 | PI#102 | 760576 |
PI#103 | 760577 | PI#104 | 760578 |
MM#1 | 760579 | MM#2 | 760580 |
MM#3 | 760581 | MM#4 | 760582 |
MM#5 | 760583 | MM#6 | 760584 |
MM#7 | 760585 | MM#8 | 760586 |
MM#9 | 760587 | MM#10 | 760588 |
MM#11 | 760589 | MM#12 | 760590 |
MM#13 | 760591 | MM#14 | 760592 |
MM#15 | 760593 | MM#16 | 760594 |
MM#17 | 760595 | MM#18 | 760596 |
MM#20 | 760597 | MM#21 | 760598 |
MM#22 | 760599 | MM#23 | 760600 |
MM#24 | 760601 | MM#25 | 760602 |
MM#26 | 760603 | MM#27 | 760604 |
MM#29 | 760605 | MM#30 | 760606 |
MM#31 | 760607 | MM#32 | 760608 |
MM#33 | 760609 | MM#34 | 760610 |
MM#35 | 760611 | MM#36 | 760612 |
MM#38 | 760613 | MM#39 | 760614 |
Schedule “A” – Page 3
| | | |
Name of Claim | County Recording # | Name of Claim | County Recording # |
MM#40 | 760615 | MM#42 | 760616 |
MM#43 | 760617 | MM#44 | 760618 |
MM#45 | 760619 | MM#46 | 760620 |
MM#48 | 760621 | MM#49 | 760622 |
MM#52 | 760623 | MM#53 | 760624 |
MM#54 | 760625 | MM#55 | 760626 |
MM#57 | 760627 | MM#58 | 760628 |
MM#59 | 760629 | MM#60 | 760630 |
MM#61 | 760631 | MM#62 | 760632 |
MM#63 | 760633 | MM#64 | 760634 |
HM#4 | 760635 | HM#5 | 760636 |
HM#6 | 760637 | HM#7 | 760638 |
HM#8 | 760639 | HM#9 | 760640 |
HM#10 | 760641 | HM#11 | 760642 |
HM#12 | 760643 | HM#15 | 760644 |
HM#16 | 760645 | HM#20 | 760646 |
HM#21 | 760647 | HM#22 | 760648 |
HM#23 | 760649 | HM#24 | 760650 |
HM#25 | 760651 | HM#26 | 760652 |
HM#27 | 760653 | HM#28 | 760654 |
HM#29 | 760655 | HM#30 | 760656 |
HM#31 | 760657 | HM#32 | 760658 |
HM#33 | 760659 | HM#34 | 760660 |
HM#35 | 760661 | HM#36 | 760662 |
HM#37 | 760663 | HM#38 | 760664 |
HM#39 | 760665 | HM#40 | 760666 |
HM#41 | 760667 | HM#42 | 760668 |
HM#43 | 760669 | HM#44 | 760670 |
HM#45 | 760671 | HM#46 | 760672 |
HM#47 | 760673 | HM#48 | 760674 |
HM#49 | 760675 | HM#50 | 760676 |
LT#20 | 760677 | LT#21 | 760678 |
LT#22 | 760679 | LT#23 | 760680 |
LT#24 | 760681 | LT#26 | 760682 |
LT#27 | 760683 | LT#28 | 760684 |
Schedule “A” – Page 4
| | | |
Name of Claim | County Recording # | Name of Claim | County Recording # |
LT#29 | 760685 | LT#30 | 760686 |
LT#31 | 760687 | LT#32 | 760688 |
LT#33 | 760689 | LT#34 | 760690 |
LT#35 | 760691 | LT#36 | 760692 |
LT#39 | 760693 | LT#40 | 760694 |
LM#4 | 760695 | LM#5 | 760696 |
LM#9 | 760697 | LM#10 | 760698 |
LM#11 | 760699 | LM#12 | 760700 |
LM#13 | 760701 | LM#14 | 760702 |
LM#15 | 760703 | LM#16 | 760704 |
LM#17 | 760705 | LM#18 | 760706 |
LM#19 | 760707 | LM#20 | 760708 |
LM#21 | 760709 | LM#22 | 760710 |
LM#23 | 760711 | LM#24 | 760712 |
LM#25 | 760713 | LM#26 | 760714 |
LM#27 | 760715 | LM#28 | 760716 |
LM#29 | 760717 | LM#30 | 760718 |
LM#31 | 760719 | LM#33 | 760720 |
LM#34 | 760721 | LM#35 | 760722 |
LM#36 | 760723 | LM#37 | 760724 |
LM#38 | 760725 | LM#39 | 760726 |
LM#40 | 760727 | LM#41 | 760728 |
All claims in Montrose County