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Infinitum Copper Corp. — Merger & Acquisition 2021
Sep 1, 2021
45487_rns_2021-08-31_a4ba367e-344d-4c4c-a366-08b0cc8da484.pdf
Merger & Acquisition
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AMENDING AGREEMENT
THIS AMENDING AGREEMENT is made as of the 27[th] day of August, 2021.
AMONG: BAYSHORE PETROLEUM CORP.
a corporation incorporated under the laws of the Province of Alberta
(“ BSH ”)
AND: 1308039 B.C. LTD.
a corporation incorporated under the laws of the Province of British Columbia (“ Subco ”)
AND: INFINITUM COPPER CORP.
a corporation incorporated under the laws of the Province of British Columbia
(“ ICC ”)
WHEREAS BSH, Subco and ICC (collectively, the “ Parties ”) entered into an amalgamation agreement dated June 25, 2021 (the “ Amalgamation Agreement ”), which the Parties wish to amend in the manner provided herein.
NOW THEREFORE , in consideration of the covenants and agreements herein contained, and for other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged) the Parties hereby agree as follows:
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To reflect a later outside date, the Amalgamation Agreement is hereby amended by deleting all references to December 31, 2021 under Article 7 and the definition of “ICC Advance”, and replacing them with February 28, 2022.
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To reflect a lower maximum dollar amount to be advanced by ICC, the Amalgamation Agreement is hereby amended by replacing the definition of “ICC Advance” thereof, with the following:
“ICC Advance” means the refundable advance from ICC to BSH towards the expenses of BSH in maintaining its operations from the date hereof until the Effective Date, which advance shall not exceed $100,000 in aggregate and shall be fully refundable in the event the Closing has not occurred on or before February 28, 2022.”
- Except as modified herein, all other provisions of the Amalgamation Agreement shall remain unchanged.
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This amending agreement may be executed in counterparts and delivered electronically, each of which shall be deemed to be an original and all of which shall constitute the same document.
IN WITNESS WHEREOF the Parties have executed this amending agreement as of the date first written above.
BAYSHORE PETROLEUM CORP.
by its authorized signatory:
“ Peter Tak Yuen Ho ”
1308039 B.C. LTD. by its authorized signatory:
“ Peter Tak Yuen Ho ”
INFINITUM COPPER CORP.
by its authorized signatory:
- “ Michael Wood ”
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