ex1026k123109.htm


    
      
         


      

      
         


        
          

        

      

      
         


      

    


    Exhibit
10.26

    


    


    


    State
registration No. 546 as of 10.10.2000

    


    


    


    


    


    


    


    


    


    ADDENDUM
to the Contract

    


    as
of 15 July 1997 for mining of nickel-cobalt ore at
Novo-Shandashinsk,

    East
– Shandashinsk, III -  Shandashinsk, Shirpakainsk, Kara-Obinsk and
Stepninsk deposits in Aktyubinsk oblast of the Republic of
Kazakhstan

    in accordance with the Licenses
series MG Nos. 414, 415, 420, 421, 425 and 426 

    as of 12 October 1995
between the Ministry of Energy and Mineral Resources

     of
the Republic of Kazakhstan and Joint Venture “Kempirsaisk Mine
Group”

    


    


    between

    


    the
Investment Agency of the Republic of Kazakhstan

    


    and

    


    “Kyzyl
Kain Mamyt” LLP that re-executed Government Licenses series MG Nos. 420 and 426
in accordance with resolutions of the Government of the Republic of Kazakhstan,
No. 24 as of 6 January 2000 and No. 408 as of 18.08.2000

    


    


    


    


    


    


    


    


    


    


    


    


    


    


    


    


    


    Astana,
2000

    


    


    


    (English
Translation)

    


    



    
      
         


      

      
         


        
          

        

      

      
         


      

    


    Present
addendum to the Contract as of 15 July 1997 for mining of nickel-cobalt ore at
Novo-Shandashinsk, East – Shandashinsk, III -  Shandashinsk,
Shirpakainsk, Kara-Obinsk and Stepninsk deposits in Aktyubinsk oblast of the
Republic of
Kazakhstan was made on 10.10.2000 between the Investment Agency of the
Republic of Kazakhstan (hereafter referred to as “Competent Body”) and “Kyzyl
Kain Mamyt” LLP (hereafter referred to as “Contractor”) due to transfer of the
subsurface use right from Joint Venture “Kempirsaisk Mine Group” to “Kyzyl Kain
Mamyt” LLP under
Licenses series MG No. 420 and 426.

    


    Since:

    


    1.           Government
Licenses for the subsurface use right series MG No. 420 and 426
issued

    to JV
“Kempirsaisk Mine Group” were re-executed to “Kyzyl Kain Mamyt” LLP in
accordance with the resolution of the Government of the Republic of Kazakhstan
No. 24 as of 6 January 2000

    


     
 

    The
Competent Body and the Contractor have agreed to introduce changes and
amendments to the Contract as follows:

    


    1.           Clauses
10, 12 and 20 in Section 1 of the Contract shall be read as
follows:

    


    
      	
              1.10.

            	
              Competent
      Body  (authorized state body) means the Investment Agency of the
      Republic of Kazakhstan.

            


    

    


    
      	
              1.12.

            	
              Contract
      Territory means the territory defined in mining allotments where the
      subsurface user is entitled to mine nickel-cobalt ore at Kara-Obinsk and
      Novo-Shandashinsk deposits.

            


    

    


    1.20.           Contractor
means the subsurface user, “Kyzyl Kain Mamyt” LLP

    


    


    
      	
              2.

            	
              In
      the Contract the words JV “Kempirsaisk Mine Group” to change to the words
      “Kyzyl Kain Mamyt” LLP, and the words “Ministry of Energy and Mineral
      Resources of the Republic of Kazakhstan” to “Investment Agency of the
      Republic of
      Kazakhstan”, accordingly.

            


    

    


    
      	
                    
                3.


              

            	
              To delete the
      words “III -  Shandashinsk, Shirpakainsk, East – Shandashinsk,
      Stepninsk deposits of cobalt-nickel ore and licenses series MG, Nos. 414,
      415, 421 and 425”  in the
Contract.

            


    

    


    
      	
              4.

            	
              Sub-clause
      3.2. in Section 3 shall be read as
follows:

            


    

    


    
      	
               3.2

            	
              The
      Contract expires on 12 October 2011 (on the last day of the term of
      License series MG No. 420).

            


    

    


    
      	
              5.

            	
              5.Sub-clause
      4.1. in Section 4 shall be read as
follows:

            


    

    


    
      	
              4.1

            	
              The Contractor
      mines cobalt-nickel ore at the Kara-Obinsk and Novo-Shandashinsk
      deposits within the Contract Territory under Licenses series MG No. 420
      and 426 and in accordance with the provisions of the
    Contract.

            


    

     

    
      	
              6.

            	
              In
      sub-clauses 5.4., 5.5., 5.6 and 5.7 in Section 5 to change the words
      “KAZGOSNEDRA” Main Administration for Mineral Resources to the words
      “Committee of Geology and Subsurface Protection under the Ministry of
      Natural Resources and Environmental Protection of the Republic of
      Kazakhstan”.

            


    

    


     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

     

    
      	
               7.

            	
              Sub-clause
      7.2.11 in Section 7 shall be read as
follows:

            


    

     

    
      	
              7.2.11

            	
              The
      Contractor for mandatory production training and re-traning of the
      personnel and computerization will spend at least 0.1 (point one) % of the
      production costs.

            


    

    


    
      	
               8.

            	
              Sub-clause
      11.1 in Section 1.1. shall be read as
follows:

            


    

    


    
      	
              11.1

            	
              The
      Contractor is provided with the exclusive right for production at the
      Contract Territory for 11 (eleven) consecutive years till 12 October
      2011.

            


    

     

    
      	
               9.

            	
              Sub-clause
      13.2 in Section 13 shall be read as
follows:

            


    

    


    
      	
              13.2.

            	
              The
      Contractor shall test the equipment and devices used for ore weighing and
      measurement at the said deposits 1 (one) time a year together with the
      representatives of the Authorized
Body

            


    

    


    
      	
               10.

            	
              Sub-clause
      13.2 in Section 31 shall be read as
follows:

            


    

    


    
      	
              31.2

            	
              Notices
      and documents shall be delivered in hand or sent by post, registered
      airmail, fax, by telex at the following
  addresses:

            


    

                                                                                  


    
      	
              Investment Agency
of the
      Republic of Kazakhstan

              473000,
      Astana, Zhenis Ave. 33

              Fax:
      (3172) 118 158

              Tel.
      (3172) 118 161

               

              Kuanyshev
      D.O.

              Chairman

            	
              “Kyzyl Kain Mamyt”
      LLP

              469830,
      Aktyubinsk oblast

              Kargalinsk
      region, Badamninsk village Lenin str., 20

              Fax:
      (31342) 21 301

              Tel.
      (31342) 21 301

              Raimbergenov
      A.I.

              Director

            


    

    


    


     

    
      	
              11.

            	
              To
      accept a new Work Program in Appendix 1a instead of
      Appendix 1 to the Contract
      “Work Program”.

            


    

     

    


     

    Present
addendum to the Contract was made on 10 October 2000 in Astana, the Republic of
Kazakhstan and signed by the authorized representatives of the
Parties.

     

    


     

    


     

    


     

    COMPETENT
BODY                                                                           CONTRACTOR

     

    (signature)                                                                                      
       (signature)

     

    Chairman                                                                                       
         Director