ALIX RESOURCES CORP.
Suite 1220 - 789 West Pender Street
Vancouver. BC, V6C IH2
Tel: (604) 683-3995 Fax: (604) 683-3988
November 30, 2012
GOLDSPAN RESOURCES INC.
836 Fembrook Court
Vacaville, CA 95687
RE: GOLDEN ZONE PROPERTY
We refer to the letter agreement dated April 5, 2012 between Alix Resources Corp. ("Alix") and Goldspan Resources Inc., ("Goldspan") as amended by letters dated June 22, 2(H2, July 16, 2012, August 7, 2012 and August 31, 2012 (the "Agreement").
The non-refundable deposit 0[$35,000 USD is confirmed as having been received by Alix.
As discussed, the parties hereby agree that the amount of CAD $300,000 which was due upon execution of the Definitive Agreement as set forth in Subsection 2 (a) of the Agreement shall now be payable to Alix by wire transfer or bank draft as follows:
a. CAD $100,000 on or before December 31, 2012;
b. CAD $100,000 on or before January 31, 2013; and
c. CAD $100,000 on or before February 28, 2013.
Goldspan also agrees to reimburse Alix no later than February 28, 2013, for all costs in maintaining the Golden Zone property from April 1, 2012, to November 30,2012 including:
1. 2012 Golden Zone Anchorage Apartment & Storage Costs (approx. US $5,699.52);
2. 2012 Golden Zone Labor & Crew Contract Expenses (approx. US $19,450.00);
3. 2012 Golden Zone Crew Expenses (approx. US $3,368.17);
4. 2012 Golden Zone Water Sampling Contractors' Costs (approx. US $63,180.83);
5. 2012 Golden Zone Other Contractors (approx. US $2,632.50);
6. 2012 Golden Zone State of Alaska Rental Payments (approx. US $66,4:tlO.OO);
7. 2012 Golden Zone Underlying-Owner Cash Payments (approx. US $\0,000.00);
8. 2012 Golden Zone Underlying Owner Stock Payments (approx, CAD $123,188.66);
totaling approximately US $203,700, as per the attached Schedule A. (These payments have mostly been made by David Hedderly-Smith, with Alix guaranteeing the majority of them. Goldspan will make this payment to Alix, and Alix will reimburse Hedderly-Smith. Alix will provide full back-up for these charges to Goldspan.)
Goldspan also agrees to reimburse Hidefield Gold US $46,086.80 and Mines Trust US $30,724.54 to bring their 2012 stock property payments to the $100,000 level as anticipated in the original September 29, 2010, Alix-Hidefield-Mines Trust Option Agreement for the Golden zone property.
In consideration of Alix granting this extension, Goldspan shall issue to Alix 5,000,000 shares of common stock of Goldspan on or before December 7, 2012.
Except as expressly modified by this letter, the parties acknowledge and agree that the terms and conditions of the Agreement shall remain in full force and effect.
This letter may be signed in counterpart by facsimile or by PDF scan (transmitted electronically), each of which will be considered an original. and together will be considered one document.
We look forward to working with you and proceeding with the transactions contemplated herein.
Sincerely.
ALIX RESOURCES CORP.
/s/ Authorized Signatory
Per Authorized Signatory
CEO
Title
Acknowledged and agreed to by Goldspan this 7th day of December, 2012.
GOLDSPAN RESOURCES INC.
/s/ Authorized Signatory
Per Authorized Signatory
President
Title
Schedule A. 2012 Golden Zone Costs to Maintain Property
| Date | Item | Cost | Total |
| | | |
| 2012 Golden Zone Anchorage Apartment & Equipment Storage Cost |
| 4/9/2012 | Anchorage self-storage monthly payment | $69.00 | |
| 4/30/2012 | 33% of Anchorage April apartment rent (33/67 • GSPN/FMM) | $643.44 | |
| 5/9/2012 | Anchorage self-storage monthly payment | $69.00 | |
| 5/30/2012 | 33% of Anchorage May apartment rent (33/67 - GSPN/FMM) | $643.44 | |
| 6/9/2012 unpaid | Anchorage self-storage monthly payment 33% of Anchorage June apartment rent (33/67 • GSPN/FMM) | $69.00
$643.44 | |
| 7/9/2012 unpaid | Anchorage self-storage monthly payment 33% of Anchorage July apartment rent (33/67 - GSPN/FMM) | $69.00
$643.44 | |
| 8/9/2012 unpaid | Anchorage self-Storage monthly payment 33% of Anchorage August apartment rent (33/67 - GSPN/FM | $69.00
$643.44 | |
| 9/9/2012 unpaid | Anchorage self-storage monthly payment 33% of Anchorage September apartment rent (33/67 • GSPN/FMM) | $69.00
$643.44 | |
| 10/9/2012 unpaid | Anchorage self-storage monthly payment 33% of Anchorage October apartment rent (33/67 • GSPN/FMM) | $69.00
$643.44 | |
| 11/9/2012 unpaid | Anchorage self-storage monthly payment 33% of Anchorage November apartment rent(33/67• GSPN/FM | $69.00
$643.44 | $5,699.52 |
| | | |
| 2012 Golden Zone labor & Crew Contract Expenses |
| 7/7/2012 | Mike Cox | $6,800.00 | |
| 7/26/2012 | Al Mathews | $4,550.00 | |
| 10/3/2012 | Al Matthews @ $500/mo April - July | $2,000.00 | |
| still due: | Mike COX WIT, FICA & Medicare | $2,500.00 | |
| unpaid | Al Matthews @ $500/mo August – December | $2,500.00 | |
| unpaid | Jon Boswell -$500.00 | $500.00 | |
| unpaid | Joe Goshorn-Maroney -$600.00 | $600.00 | $19,450.00 |
| | | |
| 2012 Golden Zone Crew Expense |
| 4/19/2012 | bus fare for Joe Goshorn-Maroney (B'ham to SeaTac to B'ham) | $63.00 | |
| 4/19/2012 | airfare for Joe Goshorn-Maroney (SeaTac to SLC to SeaTac) | $261.60 | |
| 6/13/2012 | Dawn MacCallum SEA-ANC air ticket | $542.20 | |
| 6/16/2012 | Mike Cox (airfare OAL-ANC) | $858.00 | |
| 7/5/2012 | Mike Cox (Alaska expenses) | $786.87 | |
| 7/7/2012 | Mike Cox (airfare ANC-DAL) | $856.50 | $3,368.17 |
| | | |
| 2012 Golden Zone Water Sampling Contractors’ Costs |
| 8/4/2012 | June - Ace Flyers (helicopter) | $5,378.06 | |
| 8/16/2012 | June' Three Paramester Plus (water sampling) | $9,323.30 | |
| 8/21/2012 | June· SGS labs (water analyses) | $10,865.50 | |
| 8/4/2012 | August – Ace Flyers (helicopter) | $2,984.70 | |
| 10/26/2012 | August & Sept - Three Parameters plus (water sampling) | $7,125.56 | |
| 10/26/2012 | August SGS Labs (water analyses) | $6,927.50 | |
| unpaid | October· Ace Flyers (helicopter) | $2,948.71 | |
| unpaid | October· Three Parameters plus (water sampling) | $5,627.50 | |
| unpaid | October· SGS labs (water analyses) (est. $7,000) | $7,000.00 | |
| unpaid | Three Parameters Plus final 2012 report (est. $5,000) | $5,000.00 | $63,180.83 |
| | | |
| 2012 Golden Zone Other Contractors |
| unpaid | Paul S Glavinovich (Gap Study Draft RFP) | $2,632.50 | |
| unpaid | Hawley resource Group (2012 costs) | $9,755.89 | $12,388.39 |
| | | |
| 2012 Golden Zone State of Alaska Rent Payments |
| 11/19/2012 | Uplands Mining Lease | $12,410.00 | |
| 11/19/2012 | 40 ac. Staging Area Lease | $3,850.00 | |
| 11/19/2012 | Cohio claims | $3,640.00 | |
| 11/26/2012 | Main block of claims | $46,520.00 | $66,420.00 |
| | | |
| 2012 Golden Zone Underlying Owner Cash payments |
| 10/27/2012 | Payment to Hidefield Gold | $6,000.00 | |
| 10/27/2012 | Payment to Mines Trust | $4,000.00 | $10,000.00 |
| | | |
| 2012 Golden Zone Underlying Owner Stock Payments |
| 10/27/2012 | Value of Alix stock to Hidefield Gold | $13,913.20 | |
| 10/27/2012 | Value of Alix stock to Mines Trust | $9,275.46 | $23,188.66 |
