ALIXRESOURCESCORP.
Suite1220-789West Pender Street
Vancouver,BC,V6C1H2
Tel:(604)683-3995 Fax:(604)683-3988
August7, 2012
GOLDSPAN RESOURCES INC.("Goldspan")
836 Fernbrook Court
Vacaville,CA95687
RE: GOLDEN ZONEPROPERTY
We refer to theletteragreement dated April 5, 2012 betweenAlix Resources Corp.("Alix") and Goldspan Resources Inc., ("Goldspan") as amended by letters dated June 22, 2012 andJuly 16, 2012 (the "Agreement").
As discussed, theparties hereby agree to extend the period of time bywhich Goldspan istopay a nonrefundable deposit to Alix from July 25, 2012 to August 31, 2012 and to complete the conditions described in Subsections 8 (b) and (c) of the Agreement from August 20, 2012 to August 31,2012, save and except foracceptance for filing by the TSX Venture Exchange (the "TSX-V"), whichshall be extended to September21,2012.
Forgreater clarity, all regulatory and other required approvals must be obtained, including the acceptance of the Underlying Owners Group, all applicable securities regulatory or other governmental authorities, securities exchanges other than the TSX-V, or third parties with respect tothe transactions contemplatedherein,on or before August 31,2012. Acceptance for filing by theTSX-Vmust be received onorbeforeSeptember 21,2012.
Theinitial amount ofCAD $300,000 dueupon executionof theDefinitive Agreementasset forth in Subsection2 (a)of the Agreement shallbepayableto Alixby wire transfer orbank draftupon the execution of the Definitive Agreement notwithstanding acceptance for filing by the TSX-V may not yet have been obtained. Intheevent the CAD$300,000has been paidbyGoldspanto Alix and the acceptance forfiling bytheTSX-V isnotreceived onor before September 21, 2012 and the Agreement is terminated by Goldspan, the CAD $300,000 shall be refundable, without interest, to Goldspan.
The CAD $35,000 to be paid by Goldspan to shall be payable to Alix on or before August 31, 2012by wiretransfer orbank draft and shall be non-refundable toGoldspan.In the event the CAD $35,000 is not received by Alix on or before August 31, 2012, the Agreement shall be terminated. TheCAD $35,000 shall beretained byAlixand isnot refundableto Goldspanunder any circumstances.
Except asexpressly modified by this letter, the parties acknowledge and agree that the terms andconditions ofthe Agreement shallremainin full forceand effect.
Thisletter maybe signed incounterpart byfacsimileorbyPDFscan (transmitted electronically), eachofwhichwillbeconsideredanoriginal, andtogetherwill be consideredone document.
Welookforward to working with youand proceedingwith thetransactions contemplated herein.
Sincerely,
ALIX RESOURCES CORP.
/s/ Alix Resources Corp
Pre authorized signatory
August 7, 2012
ACKNOWLEDGED AND AGREED TO BY GOLDSPAN:
GOLDSPAND RESOURCES INC.
/s/ Robert W. George II
Per Authorized Signatory
