p10 Agreement Terms As set above, Osmond has entered into an...

p10

Agreement Terms
As set above, Osmond has entered into an Agreement with 5E to assume 5E’s obligations under the Earn-In Agreement for an exclusive earn-in rights to earn-in and acquire the Salt Wells Project.

The counterparty to the Earn-In Agreement with 5E is Great Basin Resources Inc, (GBR), a company registered in Nevada, USA. Under the existing Earn-in Agreement, 5E has an exclusive right to earn and acquire 100% of the Salt Wells Projects by expending, as agent for GBR, a total of US$3,000,000 on the Salt Wells Project, inclusive of annual lease payments through to 31 December 2025 (Expenditure Requirement).

5E has partially satisfied the Expenditure Requirement by spending US$543,931.99. The remaining Expenditure Requirement is US$2,456,068, which is proposed to be assumed by Osmond.

Where, upon Osmond satisfying the remaining Expenditure Requirement on behalf of 5E under the Earn-In Agreement, Osmond shall be entitled to an 80% legal and beneficial interest in the Salt Wells Projects, whilst 5EA will retain a 20% interest. The Company will subsequently have an option to acquire the remaining 20% interest from 5EA.

Under the Earn-In Agreement and the Agreement, neither 5E nor Osmond has an obligation to incur the full US$2,456,068 and satisfy the Expenditure Requirement and the annual expenditure amounts (referred to below) are not contractual obligations.

Subject to satisfactory results of the initial planned exploration program on the Salt Wells Project, Osmond may withdraw from assuming 5EA’s obligations under the Earn-In Agreement and terminate the Agreement at any time.

The remaining expenditure to be assumed by Osmond under the Earn-In Agreement is a total of US$2,456,068 and to be incurred in annual instalments as follows: • US$900,000 by 31 December 2023; • US$800,000 by 31 December 2024; and • US$756,068 by 31 December 2025.

Upon satisfying the Expenditure Requirement and Osmond becoming entitled to an 80% legal and beneficial interest in the Salt Wells Projects, 5E may elect whether or not to form an unincorporated joint venture with the Company to carry out joint venture activities at the Salt Wells Projects, where future funding will be contributed on a pro-rata basis, pursuant to which:
• in the event 5E elects to form an unincorporated joint venture with the Company, 5E and the Company will enter into a joint venture agreement formally document the terms of the joint venture; and
• in the event 5E elects not to enter into a joint venture agreement, the Company shall be entitled to acquire the remaining 20% legal and beneficial in the Salt Wells Projects from 5E by incurring a minimum of US$3,000,000 Project related expenditure.

Borate Sales Under the Agreement,
Osmond also will grant 5E a first right of refusal as its exclusive sales and marketing agent for the sale of borate produced from the Salt Wells Project on an open book basis; and payment of an appropriate industry standard sales and marketing fee to the assignor in relation to any sales of Salt Wells Borate, which is to be agreed by the parties in good faith, but which shall not exceed 5% (Fee). This sales and marketing agreement will not apply to the sale of lithium or any other minerals.