Work Commitments

GNCC Capital, Inc. (“the Company”) has the below-mentioned commitments on its Initial Portfolio of Exploration Properties (Copies of all these Agreements are available for download in the “Material Agreements” section of this site); as follows:

Kit Carson, Silverfields and Potts Mountain Silver Properties

GNCC Capital, Inc. shall make the “Work Expenditures” on or for the benefit of the “Kit Carson”, “Silverfields” and “Potts Mountain” Silver Properties in the following amounts

• The sum of US$100,000 (One hundred thousand dollars) on or before June 30, 2012.
• The sum of US$100,000 (One hundred thousand dollars) on or before December 31 of each year thereafter.

This was amended on June 30, 2012 by an Agreement with the Claimholders, as follows:

Claimholders hereby consent to an extension until June 30, 2013 for GNCC Capital, Inc. to satisfy the 2012 Work Commitments. The work commitments that are required by the terms of the agreements for the 12 months ended June 30, 2013 (the “2013 Work Commitments”) are not being extended by this Agreement, so GNCC Capital, Inc. will be required to satisfy both the 2012 Work Commitments and the 2013 Work Commitments during the 12 months ending June 30, 2013.

A “Net Profits Interest” (See Note 1) and a “Net Smelter Royalty” (See Note 2) is payable to Claimholders.

Company shall maintain in good standing all unpatented mining claims that comprise the Property. Company shall, as required by the Federal Government with respect to unpatented mining claims on federal lands, perform required assessment work or timely pay all claim maintenance or rental fees and all required property taxes, and shall timely make all filings and recordings in the appropriate governmental offices required in connection with such payments. In the event Claimholder makes any such payment (although it shall have no obligation to do so), Company shall promptly reimburse Claimholder for payment of such holding costs upon receipt by Company of evidence of such payment.

Company shall have the right to amend or relocate in the name(s) of Claimholder any unpatented mining claims included in the Property, to locate different types of claims on ground covered by existing claims, and to locate any fractions.

Company agrees to carry such insurance, covering all persons working at or on the Property for Company, as will fully comply with the requirements of the statutes of the State of Arizona pertaining to worker's compensation and occupational disease and disabilities as are now in force or as may be hereafter amended or enacted. In addition, Company agrees to carry liability insurance with respect to its operations at the Property in reasonable amounts in accordance with accepted industry practices.

Note 1: The Claimholder reserves a 5% (Five percent) net profits interest (“NPI”) in the Property. For purposes of Claimholder's and Company's respective NPI, "Net Profits" shall be calculated pursuant to generally accepted accounting principles in the United States of America, provided, however, that the calculation of net profits shall not include any benefit or loss from price hedging and price protection arrangements conducted by or on behalf of Company and, provided, further, that Company shall be entitled to deduct from revenues only the following percentages of total operating costs in lieu of headquarters overhead and headquarters general and administrative expenses: 3% (Three percent) during the development/construction stage of operations and 1% (one percent) during the mining and processing stage of operations and, provided, further, that no deduction shall be made for depletion or depreciation. Claimholder’s NPI shall be a fully carried interest, and Claimholder shall not be required to fund any expenses relating to the Property or its exploration, development, production or reclamation

Note 2: The Claimholder hereby reserves a 4% (Four percent) net smelter returns royalty ("NSR Royalty") for all commodities produced. For purposes of this Agreement, the "net smelter return" is defined as the amount of money which the smelter or refinery, as the case may be, pays the Company for the commodity based on the then current spot price of gold and silver, with deductions for costs associated with further processing but without deductions for taxes, calculated on an FOB mine site basis

General Note: "Work Expenditures" is defined as sums spent or incurred by Company directly on the Property for exploration and development of the Property, including drilling, geochemical sampling, geophysical or seismic survey, assaying, and ore reserve calculation; metallurgical and engineering analyses; environmental and permitting analyses and activities; feasibility studies; and financing investigations; plus 5% (Five percent) of such direct costs in lieu of headquarters overhead and general and administrative expenditures

Ester Basin Gold Property GNCC Capital, Inc. shall make the “Work Expenditures” on or for the benefit of the “Kit Carson”, “Silverfields” and “Potts Mountain” Silver Properties in the following amounts:

• The sum of US$20,000 (Twenty thousand dollars) on or before June 30, 2012.
• The sum of US$20,000 (Twenty thousand dollars) on or before December 31 of each year thereafter.

This was amended on June 30, 2012 by an Agreement with the Claimholders, as follows:

Claimholders hereby consent to an extension until June 30, 2013 for GNCC Capital, Inc. to satisfy the 2012 Work Commitments. The work commitments that are required by the terms of the agreements for the 12 months ended June 30, 2013 (the “2013 Work Commitments”) are not being extended by this Agreement, so GNCC Capital, Inc. will be required to satisfy both the 2012 Work Commitments and the 2013 Work Commitments during the 12 months ending June 30, 2013.

A “Net Profits Interest” (See Note 1) and a “Net Smelter Royalty” (See Note 2) is payable to Claimholders.

Company shall maintain in good standing all unpatented mining claims that comprise the Property. Company shall, as required by the Federal Government with respect to unpatented mining claims on federal lands, perform required assessment work or timely pay all claim maintenance or rental fees and all required property taxes, and shall timely make all filings and recordings in the appropriate governmental offices required in connection with such payments. In the event Claimholder makes any such payment (although it shall have no obligation to do so), Company shall promptly reimburse Claimholder for payment of such holding costs upon receipt by Company of evidence of such payment.

Company shall have the right to amend or relocate in the name(s) of Claimholder any unpatented mining claims included in the Property, to locate different types of claims on ground covered by existing claims, and to locate any fractions.

Company agrees to carry such insurance, covering all persons working at or on the Property for Company, as will fully comply with the requirements of the statutes of the State of Arizona pertaining to worker’s compensation and occupational disease and disabilities as are now in force or as may be hereafter amended or enacted. In addition, Company agrees to carry liability insurance with respect to its operations at the Property in reasonable amounts in accordance with accepted industry practices.

Note 1: The Claimholder reserves a 5% (Five percent) net profits interest (“NPI”) in the Property. For purposes of Claimholder’s and Company’s respective NPI, “Net Profits” shall be calculated pursuant to generally accepted accounting principles in the United States of America, provided, however, that the calculation of net profits shall not include any benefit or loss from price hedging and price protection arrangements conducted by or on behalf of Company and, provided, further, that Company shall be entitled to deduct from revenues only the following percentages of total operating costs in lieu of headquarters overhead and headquarters general and administrative expenses: 3% (Three percent) during the development/construction stage of operations and 1% (one percent) during the mining and processing stage of operations and, provided, further, that no deduction shall be made for depletion or depreciation. Claimholder’s NPI shall be a fully carried interest, and Claimholder shall not be required to fund any expenses relating to the Property or its exploration, development, production or reclamation.

Note 2: The Claimholder hereby reserves a 4% (Four percent) net smelter returns royalty (“NSR Royalty”) for all commodities produced. For purposes of this Agreement, the “net smelter return” is defined as the amount of money which the smelter or refinery, as the case may be, pays the Company for the commodity based on the then current spot price of gold and silver, with deductions for costs associated with further processing but without deductions for taxes, calculated on an FOB mine site basis

General Note: “Work Expenditures” is defined as sums spent or incurred by Company directly on the Property for exploration and development of the Property, including drilling, geochemical sampling, geophysical or seismic survey, assaying, and ore reserve calculation; metallurgical and engineering analyses; environmental and permitting analyses and activities; feasibility studies; and financing investigations; plus 5% (Five percent) of such direct costs in lieu of headquarters overhead and general and administrative expenditures.

Clara Gold Property

GNCC Capital, Inc. shall make the “Work Expenditures” on or for the benefit of the “Kit Carson”, “Silverfields” and “Potts Mountain” Silver Properties in the following amounts:

• The sum of US$20,000 (Twenty thousand dollars) on or before June 30, 2012.
• The sum of US$20,000 (Twenty thousand dollars) on or before December 31 of each year thereafter.

A “Net Profits Interest” (See Note 1) and a “Net Smelter Royalty” (See Note 2) is payable to Claimholders.

Company shall maintain in good standing all unpatented mining claims that comprise the Property. Company shall, as required by the Federal Government with respect to unpatented mining claims on federal lands, perform required assessment work or timely pay all claim maintenance or rental fees and all required property taxes, and shall timely make all filings and recordings in the appropriate governmental offices required in connection with such payments.
In the event Claimholder makes any such payment (although it shall have no obligation to do so), Company shall promptly reimburse Claimholder for payment of such holding costs upon receipt by Company of evidence of such payment.

Company shall have the right to amend or relocate in the name(s) of Claimholder any unpatented mining claims included in the Property, to locate different types of claims on ground covered by existing claims, and to locate any fractions.

Company agrees to carry such insurance, covering all persons working at or on the Property for Company, as will fully comply with the requirements of the statutes of the State of Arizona pertaining to worker's compensation and occupational disease and disabilities as are now in force or as may be hereafter amended or enacted. In addition, Company agrees to carry liability insurance with respect to its operations at the Property in reasonable amounts in accordance with accepted industry practices.

Note 1: The Claimholder reserves a 5% (Five percent) net profits interest (“NPI”) in the Property. For purposes of Claimholder's and Company's respective NPI, "Net Profits" shall be calculated pursuant to generally accepted accounting principles in the United States of America, provided, however, that the calculation of net profits shall not include any benefit or loss from price hedging and price protection arrangements conducted by or on behalf of Company and, provided, further, that Company shall be entitled to deduct from revenues only the following percentages of total operating costs in lieu of headquarters overhead and headquarters general and administrative expenses: 3% (Three percent) during the development/construction stage of operations and 1% (one percent) during the mining and processing stage of operations and, provided, further, that no deduction shall be made for depletion or depreciation. Claimholder’s NPI shall be a fully carried interest, and Claimholder shall not be required to fund any expenses relating to the Property or its exploration, development, production or reclamation

Note 2: The Claimholder hereby reserves a 4% (Four percent) net smelter returns royalty ("NSR Royalty") for all commodities produced. For purposes of this Agreement, the "net smelter return" is defined as the amount of money which the smelter or refinery, as the case may be, pays the Company for the commodity based on the then current spot price of gold and silver, with deductions for costs associated with further processing but without deductions for taxes, calculated on an FOB mine site basis

General Note: on the Property for exploration and development of the Property, including drilling, geochemical sampling, geophysical or seismic survey, assaying, and ore reserve calculation; metallurgical and engineering analyses; environmental and permitting analyses and activities; feasibility studies; and financing investigations; plus 5% (Five percent) of such direct costs in lieu of headquarters overhead and general and administrative expenditures.

Burnt Well Gold Property

GNCC Capital, Inc. shall make the “Work Expenditures” on or for the benefit of the “Kit Carson”, “Silverfields” and “Potts Mountain” Silver Properties in the following amounts:

• The sum of US$20,000 (Twenty thousand dollars) on or before June 30, 2012.
• The sum of US$20,000 (Twenty thousand dollars) on or before December 31 of each year thereafter.

A “Net Profits Interest” (See Note 1) and a “Net Smelter Royalty” (See Note 2) is payable to Claimholders.

Company shall maintain in good standing all unpatented mining claims that comprise the Property. Company shall, as required by the Federal Government with respect to unpatented mining claims on federal lands, perform required assessment work or timely pay all claim maintenance or rental fees and all required property taxes, and shall timely make all filings and recordings in the appropriate governmental offices required in connection with such payments. In the event Claimholder makes any such payment (although it shall have no obligation to do so), Company shall promptly reimburse Claimholder for payment of such holding costs upon receipt by Company of evidence of such payment.

Company shall have the right to amend or relocate in the name(s) of Claimholder any unpatented mining claims included in the Property, to locate different types of claims on ground covered by existing claims, and to locate any fractions.

Company agrees to carry such insurance, covering all persons working at or on the Property for Company, as will fully comply with the requirements of the statutes of the State of Arizona pertaining to worker's compensation and occupational disease and disabilities as are now in force or as may be hereafter amended or enacted. In addition, Company agrees to carry liability insurance with respect to its operations at the Property in reasonable amounts in accordance with accepted industry practices.

Note 1: The Claimholder reserves a 5% (Five percent) net profits interest (“NPI”) in the Property. For purposes of Claimholder's and Company's respective NPI, "Net Profits" shall be calculated pursuant to generally accepted accounting principles in the United States of America, provided, however, that the calculation of net profits shall not include any benefit or loss from price hedging and price protection arrangements conducted by or on behalf of Company and, provided, further, that Company shall be entitled to deduct from revenues only the following percentages of total operating costs in lieu of headquarters overhead and headquarters general and administrative expenses: 3% (Three percent) during the development/construction stage of operations and 1% (one percent) during the mining and processing stage of operations and, provided, further, that no deduction shall be made for depletion or depreciation. Claimholder’s NPI shall be a fully carried interest, and Claimholder shall not be required to fund any expenses relating to the Property or its exploration, development, production or reclamation.

Note 2: The Claimholder hereby reserves a 4% (Four percent) net smelter returns royalty ("NSR Royalty") for all commodities produced. For purposes of this Agreement, the "net smelter return" is defined as the amount of money which the smelter or refinery, as the case may be, pays the Company for the commodity based on the then current spot price of gold and silver, with deductions for costs associated with further processing but without deductions for taxes, calculated on an FOB mine site basis

General Note: "Work Expenditures" is defined as sums spent or incurred by Company directly on the Property for exploration and development of the Property, including drilling, geochemical sampling, geophysical or seismic survey, assaying, and ore reserve calculation; metallurgical and engineering analyses; environmental and permitting analyses and activities; feasibility studies; and financing investigations; plus 5% (Five percent) of such direct costs in lieu of headquarters overhead and general and administrative expenditure

Additional Claims at the Kit Carson Silver Property

GNCC Capital, Inc. shall make the “Work Expenditures” on or for the benefit of the “Kit Carson”, “Silverfields” and “Potts Mountain” Silver Properties in the following amounts:

• The sum of US$20,000 (One hundred thousand dollars) on or before June 30, 2012.
• The sum of US$20,000 (One hundred thousand dollars) on or before December 31 of each year thereafter

A “Net Profits Interest” (See Note 1) and a “Net Smelter Royalty” (See Note 2) is payable to Claimholders.

This was amended on June 30, 2012 by an Agreement with the Claimholders, as follows:

Claimholders hereby consent to an extension until June 30, 2013 for GNCC Capital, Inc. to satisfy the 2012 Work Commitments. The work commitments that are required by the terms of the agreements for the 12 months ended June 30, 2013 (the “2013 Work Commitments”) are not being extended by this Agreement, so GNCC Capital, Inc. will be required to satisfy both the 2012 Work Commitments and the 2013 Work Commitments during the 12 months ending June 30, 2013.

Company shall maintain in good standing all unpatented mining claims that comprise the Property. Company shall, as required by the Federal Government with respect to unpatented mining claims on federal lands, perform required assessment work or timely pay all claim maintenance or rental fees and all required property taxes, and shall timely make all filings and recordings in the appropriate governmental offices required in connection with such payments. In the event Claimholder makes any such payment (although it shall have no obligation to do so), Company shall promptly reimburse Claimholder for payment of such holding costs upon receipt by Company of evidence of such payment.

Company shall have the right to amend or relocate in the name(s) of Claimholder any unpatented mining claims included in the Property, to locate different types of claims on ground covered by existing claims, and to locate any fractions

Company agrees to carry such insurance, covering all persons working at or on the Property for Company, as will fully comply with the requirements of the statutes of the State of Arizona pertaining to worker's compensation and occupational disease and disabilities as are now in force or as may be hereafter amended or enacted. In addition, Company agrees to carry liability insurance with respect to its operations at the Property in reasonable amounts in accordance with accepted industry practices.

Note 1: The Claimholder reserves a 5% (Five percent) net profits interest (“NPI”) in the Property. For purposes of Claimholder's and Company's respective NPI, "Net Profits" shall be calculated pursuant to generally accepted accounting principles in the United States of America, provided, however, that the calculation of net profits shall not include any benefit or loss from price hedging and price protection arrangements conducted by or on behalf of Company and, provided, further, that Company shall be entitled to deduct from revenues only the following percentages of total operating costs in lieu of headquarters overhead and headquarters general and administrative expenses: 3% (Three percent) during the development/construction stage of operations and 1% (one percent) during the mining and processing stage of operations and, provided, further, that no deduction shall be made for depletion or depreciation. Claimholder’s NPI shall be a fully carried interest, and Claimholder shall not be required to fund any expenses relating to the Property or its exploration, development, production or reclamation.

Note 2: The Claimholder hereby reserves a 4% (Four percent) net smelter returns royalty ("NSR Royalty") for all commodities produced. For purposes of this Agreement, the "net smelter return" is defined as the amount of money which the smelter or refinery, as the case may be, pays the Company for the commodity based on the then current spot price of gold and silver, with deductions for costs associated with further processing but without deductions for taxes, calculated on an FOB mine site basis

General Note: "Work Expenditures" is defined as sums spent or incurred by Company directly on the Property for exploration and development of the Property, including drilling, geochemical sampling, geophysical or seismic survey, assaying, and ore reserve calculation; metallurgical and engineering analyses; environmental and permitting analyses and activities; feasibility studies; and financing investigations; plus 5% (Five percent) of such direct costs in lieu of headquarters overhead and general and administrative expenditures.