Exhibit 10.48
GRANT OF PRODUCTION ROYALTY
Bear River Zeolite Company, Inc., an Idaho corporation, Preston, Idaho,
grants to Delaware Royalty Company, Inc., production royalty of two percent (2%)
("Royalty") to be paid to Delaware Royalty Company, Inc., as provided herein.
1. CONSIDERATION.
As consideration for this royalty, Delaware Royalty Company, Inc.
("Delaware") shall pay Bear River Zeolite Company, Inc. ("Bear River") the sum
of One Hundred Fifty Thousand Dollars ($150,000.00) upon the execution of this
Agreement.
2. ROYALTY CALCULATION.
(a) Bear River agrees to pay Delaware a two percent (2%) royalty on all
zeolite ore extracted and sold from the real property known as Webster Farm, and
more particularly described in the Lease attached hereto and incorporated herein
as Exhibit A and any and all adjacent zeolite mining claims including, without
limitation, any and all leases and claims now existing or hereafter acquired by
Bear River or its successors or assigns located in Franklin County, Idaho.
(b) Such royalty payable to Delaware shall be due and paid at the end of
each quarter and shall be calculated on the gross sales proceeds from zeolite
shipped and sold during the preceding quarter, less shipping costs and customary
discounts. At the time of making each payment of Royalty, Bear River shall
transmit to Delaware, a statement of the amount of zeolite ore sold for the
period for which the quarterly Royalty is then paid. Such Royalty shall not be
GRANT OF PRODUCTION ROYALTY-1
paid later than thirty (30) days of the month following the end of the quarter
when the Royalty is due.
(c) The Royalty shall be calculated on the basis of the gross proceeds from
the sale of zeolite ore produced, mined and milled from the Webster Farm
property and any and all adjacent zeolite mining claims within Franklin County,
Idaho. Shipping costs and customary discounts shall not be included in the
calculation of gross proceeds of zeolite ores sold.
(d) The Delaware Royalty is pari-passu with the pre-existing royalties
payable to Webster Farms, Nick Raymond, and George Desborough.
3. ENTIRE AGREEMENT.
This Royalty Agreement constitutes the entire agreement between the
parties, and the parties represent that there are no other agreements,
representations, conditions, or understandings between them. This Agreement may
not be modified except by a writing signed by the parties. The parties
expressly agree that this Agreement may not be modified by any waiver, estoppel,
or course of conduct by the parties.
4. BINDING EFFECT.
This Agreement and all of its provisions and any attached documents extend
to and are binding on the heirs, executors, administrators, successors or
assigns of the parties hereto.
5. ASSIGNMENT.
This Agreement may be assigned or transferred. At least fifteen (15) days
prior to any such transfer or assignment, the assigning Party shall provide with
notice to the other party of its intent to assign or transfer it rights and
obligations under this Grant of Production Royalty.
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Upon such a transfer or assignment, the rights, duties, and obligations
shall be binding upon the assignee or transferee.
6. APPLICABLE LAW.
The laws of the state of Idaho shall govern the interpretation of the terms
of this Agreement and the parties' performance of this agreement.
7. CAPTIONS.
The subject headings of the section and subsections of this Agreement are
included for purposes of convenience only and shall not affect the construction
of any of its provisions.
8. AUTHORITY TO BIND.
Each person executing this Agreement hereby warrants that the person has
full and legal authority to execute this Agreement for and on behalf of the
respective corporation and to bind such corporation.
9. FORCE MAJEURE.
Bear River shall not be liable under this Agreement for delays, damages, or
lack of production due to strike, accidents, fire, delays of carriers, delays in
manufacturing, acts of God, acts of war, adverse market conditions, or other
causes beyond the control of Bear River whether or not similar to the enumerated
causes.
10. VENUE.
Any action brought to enforce any term or provision of this Agreement shall
be in a court of competent jurisdiction within the state of Idaho.
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11. INSPECTION.
Delaware has had the opportunity to inspect the mine and plant of BRZ and
is familiar with the reserves of the zeolite deposit, and is familiar with the
market for zeolite in North America.
12. EFFECTIVE DATE.
The effective date of this Agreement is June 1, 2002.
13. BOOKS OF PRODUCTION.
Bear River shall keep books of production and shipping the zeolite ore, and
shall be open at reasonable times for the inspection by Delaware for the purpose
of comparing and verifying royalty statements as rendered.
14. REPRESENTATION.
Bear River and its parent company, United States Antimony Corporation,
hereby represent and verify (i) that Bear River has the requisite authority to
grant the Royalty to Delaware and (ii) that Bear River has good and valid title
and interest in and to the leases and claims herein described and which are
covered by this Grant of Production Royalty.
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By signing this Agreement, Bear River and Delaware agree to be bound by its
provisions.
BEAR RIVER ZEOLITE COMPANY, INC.
By:/s/ John C. Lawrence
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Name: John C. Lawrence
Title: President
UNITED STATES ANTIMONY CORPORATION
By:/s/ John C. Lawrence
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Name: John C. Lawrence
Title: President
DELAWARE ROYALTY COMPANY, INC.
By:/s/ Al W. Dugan
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Name: Al W. Dugan
Title: President
GRANT OF PRODUCTION ROYALTY-5
STATE OF MONTANA )
) ss.
County of ____________ )
On this _____ day of __________, 2002, before me,
_____________________________, a Notary Public in and for said State, personally
appeared John C. Lawrence, known or identified to me to be the President of BEAR
RIVER ZEOLITE COMPANY, INC., the corporation that executed the within instrument
or the person who executed the instrument on behalf of said corporation, and
acknowledged to me that such corporation executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year in this certificate first above written.
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Notary Public for Montana
Residing at
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My commission expires
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STATE OF MONTANA )
) ss.
County of ____________ )
On this _____ day of __________, 2002, before me,
_____________________________, a Notary Public in and for said State, personally
appeared John C. Lawrence, known or identified to me to be the President of
UNITED STATES ANTIMONY CORPORATION, the corporation that executed the within
instrument or the person who executed the instrument on behalf of said
corporation, and acknowledged to me that such corporation executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year in this certificate first above written.
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Notary Public for Montana
Residing at
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My commission expires
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GRANT OF PRODUCTION ROYALTY-6
STATE OF TEXAS )
) ss.
County of _________ )
On this _____ day of __________, 2002, before me,
_____________________________, a Notary Public in and for said State, personally
appeared _____________________, known or identified to me to be the President of
DELAWARE ROYALTY COMPANY, INC., the corporation that executed the within
instrument or the person who executed the instrument on behalf of said
corporation, and acknowledged to me that such corporation executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day and year in this certificate first above written.
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Notary Public for Texas
Residing at
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My commission expires
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