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EXHIBIT 10.5
ELECTRUM L.L.C.
CALEDONIAN HOUSE
GRAND CAYMAN ISLANDS
BRITISH WEST INDIES
November 17, 2000
Trend Mining Inc.
401 Front Avenue
Suite I
Coeur D'Alene, Idaho 83814
Dear Sirs:
This will confirm that:
(a) prior to the date hereof, we have lent $35,000 to you, and, upon your
request, propose to lend to you an additional $100,000, and wire such
amount to the Bank of New York, ABA No. 021-000-18, for credit to
PaineWebber, Inc., Account No. 8900114096, for subcredit to Account
No. TS-44906, to permit you to make the payment in such amount called
for by Section 2(a)(i) of the Consulting Agreement, dated as of
November 17, 2000, between you and RH Barsom Company, Inc. (such
$35,000 and $100,000 being hereinafter referred to as the
"Indebtedness");
(b) you shall repay the Indebtedness to us, with annual interest thereon
of 5% from the date the Indebtedness was incurred, upon the earlier to
occur of (a) the closing of any transaction pursuant to which you
receive private or public financing, either in the form of equity or
debt and (b) December 1, 2005; and
(c) the provisions of this letter shall be governed by the internal laws
of the State of New York, and may not be amended or waived except with
our express written consent.
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Please confirm that the foregoing represents our understanding on the enclosed
copy of this letter and return it to us.
ELECTRUM L.L.C.
By: /s/ Thomas Kaplan
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Name: Thomas Kaplan
Title: Director
ACKNOWLEDGED:
TREND MINING INC.
By: /s/ Kurt Hoffman
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Name: Kurt Hoffman
Title: President
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