JOINT VENTURE AGREEMENT
THIS AGREEMENT made the 21 st day of December, 2001.
ATW Resources Ltd. , a company incorporated under the laws of the Northwest Territories,
and having a place of business at Vancouver, British Columbia
(hereinafter called "ATW")
Aberex Minerals Ltd., a company amalgamated under the laws of British Columbia, and
having a place of business at Toronto, Ontario
(hereinafter called "Aber")
SouthernEra Resources , a company duly incorporated under the laws of Ontario and having a
place of business at Toronto, Ontario.
(hereinafter called “SouthernEra”)
Pursuant to the ATW Claim Block Agreement, Kennecott Canada Inc.(“Kennecott”) acquired a
65% interest in the Property.
Pursuant to the ATW Claim Block Agreement and consequent on the amalgamation of Aber
Resources Ltd. and Commonwealth Gold Corporation, Kennecott held such interest in the Property on behalf of:
Aber Resources Ltd. – 15/65 th
SouthernEra – 10/65 th
Kennecott – 40/65 th
Kennecott assigned all its interest in the Property and in the JVA to Kennecott Canada
ATW has, pursuant to the ATW Claim Block Agreement and the JVA, and in accordance with
the Reorganization Agreement acquired from KCEI all of its interest in the Property subject only to the KCEI
GOR and became successor Manager to KCEI effective January 01, 2000.
KCEI has advanced all funds on behalf of SouthernEra and ATW but has advanced no funds on
behalf of Aber, Aber Diamond Mines Ltd. or Aber Resources Ltd.
Aber Resources Ltd. has advanced under the JVA its proportion of the costs of exploration
amounting to $65,334.06 (the “Aber Advance”).
KCEI has advanced on behalf of ATW under the JVA the sum of $152,446.15 (the “ATW
KCEI has agreed to accept in satisfaction of all advances to ATW and SouthernEra 50/65 th of a
2% gross overriding royalt