SUPPLEMENT AND AMENDMENT NO. 2
TO
PROCESSING AND MARKETING AGREEMENT
THIS SUPPLEMENTAL AND AMENDATORY AGREEMENT, made as of January 1, 1994 by
and between FREEPORT SULPHUR COMPANY, a division of Freeport-McMoRan Resource
Partners, Limited Partnership ("Freeport") and HOMESTAKE SULPHUR COMPANY
("Homestake"),
W I T N E S S E T H:
WHEREAS, under date of June 19, 1990, Freeport and Homestake Sulphur
Company, formerly named Felmont Oil Corporation, entered into that certain
Processing and Marketing Agreement ("Agreement") covering storage, filtration,
blending, purification, vatting, melting, loading into transportation equipment,
marketing and associated transportation services to be provided by Freeport with
respect to sulphur produced for the account of Homestake from the Main Pass Mine
(as that term is defined in the Agreement), and
WHEREAS, effective July 1, 1993, Freeport and IMC Fertilizer, Inc. formed a
partnership to which they contributed their phosphate fertilizer manufacturing
assets and operations (the "Freeport-IMC Joint Venture"), and
WHEREAS, Freeport and Homestake now desire to amend the Agreement in the
manner hereinafter set forth.
NOW, THEREFORE, it is mutually agreed by and between Freeport and Homestake
that the Agreement is hereby amended, effective as of January 1, 1994, in the
following respects:
1. Throughout the Agreement the term "Felmont" shall be amended to
"Homestake" and the terms "Felmont Blending Sulphur", "Felmont Main
Pass Sulphur", "Felmont Sulphur" and "Felmont Tonnage" shall be
amended, respectively, to "Homestake Blending Sulphur", "Homestake
Main Pass Sulphur", "Homestake Sulphur" and "Homestake Tonnage".
2. For purposes of the determination of Average Sales Realization under
Section 1.2 of the Agreement, sales of sulphur by Freeport to the
Freeport-lMC Joint Venture shall be deemed to be sales in arm's length
transactions (including purchased sulphur so resold) and not sales to
a Freeport-related party.
3. The present Schedule C to the Agreement shall be deleted and replaced
in its entirety by Revised Schedule C attached to this Supplemental
and Amendatory Agreement.
4. For purposes of allocation of sales between Freeport and Homestake in
accordance with Revised Schedule C of the Agreement, sales of sulphur
by Freeport (except all sulphur purchased by Freeport) to the
Freeport-lMC Joint Venture shall be deemed to be sales to a customer
who is not a Freeport related party.
5. Article XXI is amended to provide for the substitution of the
following for notices to Felmont:
As to Felmont:
Homestake Sulphur Company
c/o Homestake Mining Company
650 California Street, 11th Floor
San Francisco, CA 94108-2788
Attention: Gene G. Elam, Vice President
Telecopy: (415) 397-5038
Telephone: (415) 981-8150
with copies to:
Vice President and General Counsel
Homestake Mining Company
650 California Street, 11th Floor
San Francisco, CA 94108-2788
Telecopy: (415) 397-0952
Telephone: (415) 981-8150
and
Stuart T. Peeler
7601 North Calle Sin Controversia
P.O. Box 35852
Tucson, AZ 85718
6. Except as specifically amended hereby, all of the terms and conditions
of the Agreement shall remain in full force and effect.
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IN WITNESS WHEREOF, Freeport and Homestake have caused this Supplement and
Amendment No. 2 to be executed by their respective authorized officers as of the
day and year first above written.
WITNESSES: HOMESTAKE SULPHUR COMPANY
/s/ Wayne Kirt By: /s/ Jan Berger
- -------------------------------- -------------------------------------
Title: Treasurer
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FREEPORT SULPHUR COMPANY,
a Division of FREEPORT-MCMORAN
RESOURCE PARTNERS, LIMITED
PARTNERSHIP
/s/ R. R. Simms By: /s/ J. R. Combs
- -------------------------------- ------------------------------------------
J. R. Combs
Title: Vice President
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