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EXHIBIT 10.2
MINISTRY
OF MINERAL RESOURCES
THE
MINES AND MINERALS ACT 1996 MILLENIUM M1NINC. CORPORATION SMALL-SCALE MINING
LEASE NO 02/08
THIS
INDENTURE made the 28th day
of February, Two Thousand and Eight BETWEEN the Government of Sierra Leonne
(hereinafter called "the Lessor") of the one part, and MILLENIUM MINING
CORPORATION a limned liability company 'registered and incorporated in Sierra
Leonne. whose address is 79 Smart Farm.
Off Wilkinson Road. Freetown, hereinafter called "the Company" (which
expression shall include its permitted assigns) of the other part
WITNESSETH
AS FOLLOWS:
1. In
consideration of the payments hereinafter reserved and of the performance by
thecompany of the duties imposed upon mining lessees generally by the Mincs and
Minerals Act. and of the covenants hereinafter contained the lessor does in
pursuance of the powers conferred upon him by thc Mines and Minerals Act and
subject to the provisions of the said Act. demise and grant unto the Lessee the
minerals contained in Schedule B hereto in the area mentioned and described in
Schedule A hereto, together , with in respect of such minerals and areas in
right conferred upon mining lessees generally by the Mines and Minerals Act
TO HAVE AND TO HOLD thc premises hereby demised and granted unto the
company for a term of Three years from 28th February, 2008 to 27th February,
2011 and such extensions of the term as may be endorsed hereon, subject to
earlier partial or full surrender or termination as provided for by
Sections 31 and 32 of the Mines and Minerals
Act
2. The
Company shall pay
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(a)
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To
the Commissioner General NRA through the Director of Mines during the term
of the lease annually in advance and without demand in annual lease rent
of Le.750,000 for each acre or part thereof embraced within the lease
area
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(b)
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To
the landowner and or occupier through the appropriate local authority
annually m advance and without demand and annual surface rent prescribed
for all land occupied
or used by the Company lor the purposes enumerated in Section 68 of the
Mines and Minerals Act 1996
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(c)
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To
the Commissioner-General NRA
through the Director of Mines and royalty at
a rate of
5% of
the cx-rninc price of
the minerals defined in the Mines and Minerals
Act
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(d)
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To
an Agricultural Development Fund
for the
benefit of the areas the lease is situated a levy of one tenth
of
one percent (0.1%) of
the ex-mine price of the prescribed minerals from
the date of thc first sale of such
minerals
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3 The
Company hereby
covenants with the Lessor as follows
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(i)
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To
comply with
the provisions of the Mines and Minerals Act 1996 and amending
Acts and
Rules and Regulations under the
Act
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(ii)
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To
conduct mining operations
during the continuance of this demise unless
prevented by unavoidable
accident, continuously, vigorously and effectually
of the said arca in
accordance with the programme of
development and raining operation to
be submitted and
approved by the
Lessor.
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(iii)
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To
conduct its operations in
such a manner as to prevent or mitigate
consequences adverse to
the environment and health of thc people affected by
such operation* and
to conform with
the relevant legislation for the protection of the environment and of
public health from time to time in force in Sierra Leone
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(iv)
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To employ and
train citizens m the
conduct of its operations in accordance with a programme to be
submitted and approved by
the Lcssor
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(v)
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On given
notice to the Chief Conservator of Forests to enter upon occupy or
exercise any rights on or under any land in a forest reserve or
protected forest in accordance with any conditions be may specify
that arc not inconsistent with the rights and benefits conferred
upon the Company under the
Lease
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(vi)
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To
exercise thec rights hereby
granted-
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(a)
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In
a sound miner-like manner and so as not unduly to interfere with
or not to the detriment of mining or prospecting operation on areas in
respect of which
mining leases,
mineral rights or
exclusive and non exclusive prospecting licences or exploration
licences
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(b)
have been or may hereinafter be granted under the Mines and Minerals
Act
and
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(c)
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In
such a manner so as not 10 prevent or unreasonably hinder the holders of
such leases, rights or licences, their agents, servants and labourers from
passing to and from such areas, and
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(d)
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In
such a manner so as to offer no unnecessary or reasonably avoidable
obstructions to the transport, conveyance or conversion of the minerals or
product obtained from
such areas
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(vii) To sell the
minerals obtained under its mining operations in its lease.
(a)
In accordance with generally accepted international business
practices.
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(b)
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at
the best available international market prices at the time the
contract for sale is made.
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(c)
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on the best international terms
compatible with world market conditions and
conditions in the circumstances
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4. The Company
shall be entitled to all rights and privileges whether or not referred to
herein, granted under the Mines and Minerals Act
IN
WITNESS WHEREOF, the Lessor hereto has set his hand and Seal and the Company has
caused its common seal to be hereto affirmed the day and year first above
written.
_______________________________________________________________
SIGNED SEALED AND DELIVERED BY
The Director of Mines representing the Government of Sierra Leone in
presence of
_______________________________________________________________
WITNESS
The Assistant Director of Mines
SIGNED SEALED AND
MILLENIUM MINING CORPORATION LIMITED
_______________________________________________________________
Managing Director
In the presence of
_______________________________________________________________