TERMS AND CONDITIONS
1.
DUTIES. Smith will have the following duties to ECPN for the duration of this agreement:
A.
Smith will continue acting as ECPN’s consulting geologist, specifically for completion of a current report on the El Capitan resource, for directing an expanded drilling and assay project currently under way at the project, and for completion of a final report on the El Capitan resource, and assisting in all due diligence studies conducted by prospective purchasers.
B.
Should Smith decide that the El Capitan project is worthy of presentation to Newmont Mining, then Smith will put forth his best efforts to market the project to Newmont Mining.
C.
Smith will make his services available to ECPN and Pavlich Associates in assisting to present the project to prospective purchasers other than Newmont.
D.
It is understood that Smith may seek purchasers other than Newmont or those from Pavlich Associates.
2.
COMPENSATION. ECPN will compensate Smith for the duties listed above in the following manner.
A.
Smith will continue to receive his separately agreed rate of compensation for consulting on the items listed above.
B.
ECPN will pay Smith a success fee of $250,000 for the successful sale of the project to Newmont Mining or any other company, entity or individual.
C.
Smith will bill his going rate of compensation for consulting while assisting Pavlich Associates to market the project. For a successful sale of the project to any company, entity, or individual, ECPN will pay Smith a success fee of $250,000.
D.
It is understood that should Smith present a purchase proposal to ECPN, other than from Newmont or those presented by Pavlich Associates, that Smith may negotiate a compensation in addition to the $250,000 from ECPN to be paid either by ECPN or the incoming third party.
