---

AGREEMENT

THIS AGREEMENTis dated for reference the 12th day of February,
  2004.

|BETWEEN: | J. RICE DEVELOPMENT CORP.
      P.O. Box 20074 
      Reno, Nevada 
      89515                  
|-------- | -------------------------------------------------------------------------------------------------
|         | (the Vendor)                                                                                   
|AND:     | BRADEN TECHNOLOGIES INC.
      c/o #306  1140 Homer Street 
      Vancouver, B.C. 
      V6B 2X6
|         | (Braden)                                                                                       

WHEREAS the Vendor has represented that it is the sole
  recorded and beneficial owner in and to a property called the Secret Basin Project
  (the Property) described in Schedule A attached hereto;

AND WHEREASBraden is desirous of acquiring an interest
  in such exploration claims on the terms and conditions contained herein:

NOW THEREFORE THIS AGREEMENT WITNESSESthat in consideration
  of the premises and the mutual convenants and agreements hereinafter contained,
  the parties hereto agree as follows:

|1. DEFINITIONS                                                                            
|------------------------------------------------------------------------------------------
|                                                                                          
|1.01 The following words, phrases and expressions
      shall have the following meanings:
|(a)                                                                                       
|(b)                                                                                       
|(c)                                                                                       
|                                                                                          
|                                                                                          

---

|2. ACQUISITION OF INTEREST                                                                                                                                                                                                                                                                                                                         
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|2.01 The Vendor hereby grants
        to Braden an undivided 100% right, title and interest in and to the Property,
        subject to Vendors NSR, for total consideration consisting of cash
        payments to the Vendor totalling $94,200 and the commitment to drill a
        minimum of six holes on the Property, to be made as follows:
|                                                                                                                                                                                                                                                                                                                                                   
|                                                                                                                                                                                                                                                                                                                                                   
|                                                                                                                                                                                                                                                                                                                                                   
|                                                                                                                                                                                                                                                                                                                                                   
|                                                                                                                                                                                                                                                                                                                                                   
|                                                                                                                                                                                                                                                                                                                                                   

Following which Braden shall be deemed to have exercised the
  Option (the Exercise Date) and shall be entitled to an undivided
  100% right, title and interest in and to the Property with the full right and
  authority to equip the Property for production and operate the Property as a
  mine subject to the rights of the Vendor to receive the NSR.

If prior to March 1, 2008 Braden completes a positive feasibility
  for the development or mining of Mineral Products on the Property and obtains
  all government approvals, consents, licenses and permits to construct, develop
  or operate a mine on the Property, Braden shall purchase the Property prior
  to the commencement of mining of Mineral Products. In that event the purchase
  price for the Property shall be the sum of all unpaid payments due to the Vendor
  pursuant to this article 2 through March 1, 2008.

2.02 If Braden does not complete the Drill Program within
  the time frame contemplated in subparagraph 2.01 (c) above, or have shown the
  intent of completing the Drill Program as evidenced by actions taken by Braden
  towards completing the Drill Program, then Braden shall pay $10,000 to the Vendor
  in lieu of completing the Drill Program, to keep this Agreement in good standing.

2.03 The doing of any act or the incurrence of any share issuances
  or csh payments by Braden shall not obligate Braden to do any further acts or
  make any further share issuances or payments.

---

3. ROYALTY

3.01Braden agrees that the Property shall be subject to a royalty in favour of the Vendor equal to 3% of Net Smelter Returns to be calculated and paid according to and otherwise governed by Schedule B hereto.

Braden may at any time elect to make a payment (the Royalty Buydown Option) to the Vendor to reduce the amount of the Net Smelter Royalty by 1%, up to a maximum of 2%, upon the payment of $500,000 for each 1% of reduction as set out in
the table below:

|Net Smelter Royalty payable on execution of the Agreement | Net Smelter Royalty payable after first payment of $500,000 | Net Smelter Royalty payable after second payment of $500,000
|--------------------------------------------------------- | ----------------------------------------------------------- | ------------------------------------------------------------
|3%                                                        | 2%                                                          | 1%                                                          

4. TRANSFER OF TITLE

4.01 The claims shall have been duly recorded with all necessary
  government bodies so as to make the claims fully valid and legal. Upon execution
  of this Agreement, Braden shall be entitled to record this Agreement against
  title to the Property.

Upon Braden exercising the option to acquire the Property
  pursuant to article 2, the Vendor shall deliver to Braden duly executed transfers
  to Braden of a 100% interest in and to the Property, and the Vendor shall have
  no further rights to the Property other than the royalty interest pursuant to
  article 3.

5. RIGHT OF ENTRY

5.01 During the currency of this Agreement, Braden, its servants,
  agents and workmen and any persons duly authorized by Braden, shall have the
  right of access to and from and to enter upon and take possession of and prospect,
  explore and develop the Property in such manner as Braden in its sole discretion
  may deem advisable and shall have the right to remove and ship therefrom ores,
  minerals, metals, or other products recovered in any manner therefrom.

5.02 Braden shall be provided access to all maps, reports,
  assay results and other technical data in the possession or under the control
  of the Vendor with respect to the Property and shall be entitled to take copies
  thereof.

6. REPRESENTATIONS AND WARRANTIES

6.01 The Vendor hereby represents and warrants that:

---

| | (a) | the Vendor is the sole and exclusive
        registered and beneficial owner of the mineral claims comprising the Property
        and the Vendor has the right to enter into this Agreement to stake the
        claims and assign an interest in the Property absolutely in accordance
        with the terms of this Agreement;
| | --- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (b) | the mineral claims comprising the Property
        have been properly staked and recorded in compliance with the laws of
        Nevada and there are no disputes over the title, staking or recording
        of such mineral claims;                                                                                            
| | (c) | the mineral claims comprising the Property
        will be in good standing and are free and clear of any liens, charges
        or encumbrances of any nature or kind whatsoever; and                                                                                                                                            
| | (d) | the Vendor has not done anything whereby
        the mineral claims comprising the Property may be in any way encumbered.                                                                                                                                                                                                         

6.02  	Braden hereby represents and warrants that:

| | (a) | Braden has full corporate power and
        authority to enter into this Agreement and the entering into of this Agreement
        does not conflict with any applicable laws or with the charter documents
        of Braden or any contract or other commitment to which Braden is party;
        and
| | --- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (b) | the execution of this Agreement and
        the performance of its terms have been duly authorized by all necessary
        corporate actions including the resolution of the Board of Directors of
        Braden.                                                                                    

7. CONFIDENTIALITY OF INFORMATION

7.01 The Vendor shall treat all data, reports, records and
  other information of any nature whatsoever relating to this Agreement and the
  Property as confidential. While this Agreement is in effect, the Vendor shall
  not, without the express written consent of Braden, disclose to any third party
  any information concerning the Property or any operations thereon, nor shall
  the Vendor buy, sell or otherwise deal in the shares of Braden while any material,
  confidential information in its possession relating to this Agreement or the
  Property remains undisclosed to the general public.

8. ASSIGNMENT

8.01 Each party has the right to assign all or any part of
  its interest in this Agreement and in the Property, subject to the terms and
  conditions of this Agreement. It shall be a condition precedent to any such
  assignment that the assignee of the interest being transferred agrees to be
  bound by the terms of this Agreement, insofar as they are applicable.

---

9. TERMINATION

9.01 This Agreement shall terminate upon the occurrence of one of the following
  events:

|(a) | in the event that Braden,
        not being at the time in default under any provision of this Agreement,
        gives 30 days written notice to the Vendor of the termination of
        this Agreement;                                    
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(b) | in the event that Braden
        shall fail to comply with any of the requirements to issue shares and
        make cash payments in the amounts and within the time limits set forth
        in article 2;                                    
|(c) | in the event that Braden
        shall fail to comply with any of its obligations hereunder, subject to
        paragraph 10.01, within 30 days of receipt by Braden of written notice
        from the Vendor of such default, Braden has not:
|    | (i)                                                                                                                                                                                                                                            
|    | (ii)                                                                                                                                                                                                                                           

In the event that Braden gives notice that it denies that
  a default has occurred, Braden shall not be deemed in default until the matter
  shall have been determined finally through such means of dispute resolution
  as such matter has been subjected to by either party.

9.02 Upon the termination of this Agreement under paragraph
  9.01, Braden shall cease to be liable to the Vendor in debt, damages or otherwise.

9.03 Upon termination of this Agreement under paragraph 9.01,
  Braden shall vacate the Property within a reasonable time after such termination,
  but shall have the right of access to the property for a period of six months
  thereafter for the purpose of removing its chattels, machinery, equipment and
  fixtures.

10. FORCE MAJEURE

10.01 The time for performance of any act or making any payment
  or any expenditure required under this Agreement shall be extended by the period
  of any delay or inability to perform due to fire, strikes, labour disturbances,
  riots, civil commotion, wars, acts of God, any present or future law or governmental
  regulation, any shortages of labour, equipment or materials, or any other cause
  not reasonably within the control of the party in default, other than lack of
  finances.

11. AFTER-ACQUIRED PROPERTY

11.01 In the event that at any time hereafter either party
  shall acquire any mining claim, lease, or other mineral right or interest within
  a one mile radius of the outside boundary of the

---

Property to be described in Schedule A hereto,
  excepting mineral interests acquired by Braden from third parties, (the After-Acquired
  Properties), such interest shall be deemed to have been acquired on behalf
  of and for the benefit of the parties, pursuant to the terms of this Agreement
  and such after-acquired interest as aforesaid shall be included in and shall
  form a part of the definition of Property contained in paragraph
  1.01 and shall be subject to this Agreement as if it had been originally so
  included;

11.02 Any costs incurred by the Vendor in staking, locating,
  recording or otherwise acquiring any After Acquired Properties will
  be deemed to be costs for which the Vendor will be entitled to reimbursements
  payable by Braden;

All such additional claims shall be located in the Vendors
  name. Braden will reimburse the Vendor for the costs of staking the additional
  claims, unless Braden does not elect to own such additional claims. Braden has
  the exclusive right to determine if the staking of any additional claims is
  warranted for any After-Acquired Properties. If Braden elects to not own such
  additional claims, such additional claims shall belong to the Vendor and the
  Vendor shall be free to assign, sell, transfer or otherwise dispose of such
  additional claims as the Vendor determines in the Vendors sole discretion.

12. NOTICES

12.01 Any notice, election, consent or other writing required
  or permitted to be given hereunder shall be deemed to be sufficiently given
  if delivered or mailed postage prepaid or if given by telegram, telex or telecopier,
  addressed as follows:

|In the case of the Vendor: | J. Rice Development Corp.    
|-------------------------- | -----------------------------
|                           | P.O. Box 20074               
|                           | Reno, NV.                    
|                           | 89515                        
|                           |                              
|                           | Telecopier: (702) 856-6053   
|                           |                              
|In the case of Braden:     | Braden Technologies Inc.     
|                           | Suite 306 - 1140 Homer Street
|                           | Vancouver, B.C.              
|                           | V6B 2X6                      
|                           |                              
|                           | Telecopier: (604) 689-1722   

and any such notice given as aforesaid shall be deemed to
  have been given to the parties hereto is delivered, when delivered, or if mailed,
  on the third business day following the date of mailing, or, if telegraphed,
  telexed or telecopied, on the same day as the telegraphing, telexing or telecopying
  thereof PROVIDED HOWEVER that during the period of any postal interruption in
  Canada or the United States, any notice given hereunder by mail shall be deemed
  to have been given only as of the date of actual delivery of the same. Any party
  may from time to time by notice in writing change its address for the purposes
  of this paragraph 12.01.

---

13. 	 	GENERAL TERMS AND CONDITIONS

13.01 The parties hereto hereby covenant and agree that they
  will execute such further agreements conveyances and assurances as may be requisite,
  or which counsel for the parties may deem necessary to effectually carry out
  the intent of this Agreement.

13.02 This Agreement shall constitute the entire agreement
  between the parties with respect to the Property. No representations or inducements
  have been made save as herein set forth. No changes, alterations or modifications
  of this Agreement shall be binding upon either party until and unless a memorandum
  in writing to such effect shall have been signed by all parties hereto. This
  Agreement shall supersede all previous written, oral or implied understandings
  between the parties with respect to the matters hereby.

13.03 Time shall be of the essence of this Agreement.

13.04 The titles to the sections in this Agreement shall not
  be deemed to form part of this Agreement but shall be regarded as having been
  used for convenience of reference only.

13.05 All currency references contained in this Agreement
  shall be deemed to be references in United States funds.

13.06 Wherever possible, each provision of this Agreement
  shall be interpreted in such manner as to be effective and valid under applicable
  law, but if any provision shall be prohibited by or be invalid under applicable
  law, such provision shall be ineffective only to the extent of such prohibition
  or invalidity, without invalidating the remainder of such provision or the remaining
  provisions of this Agreement.

13.07 The Schedules to this Agreement shall be construed with
  and as an integral part of this Agreement to the same extent as if they were
  set forth verbatim herein. Defined terms contained in this Agreement shall have
  the same meanings where used in the Schedules.

13.08 This Agreement shall be governed by and interpreted
  in accordance with the laws of Nevada and the laws of the United States applicable
  therein.

13.09 This Agreement shall enure to the benefit of and be
  binding upon the parties hereto and their respective heirs, executors, administrators,
  successors and assigns.

---

IN WITNESS WHEREOF this Agreement has been executed by the parties hereto
  as of the day and year first above written.

THE COMMON SEAL of J. RICE DEVELOPMENT CORP. was hereunto affixed in
  the presence of:

|                               | C/S
|------------------------------ | ---
|                               |    
|John Rice                    |    
|                               |    
|THE COMMON SEAL OF BRADEN      | C/S
|TECHNOLOGIES INC. was hereunto |    
|affixed in the presence of:    |    
|                               |    
|Peter Bell                   |    

---

SCHEDULE A

Secret Basin property covering claims in Section 35 and 36, Township 9N Range 40E as follows:

|Claim Name | Location            | BLM NMC# 
|---------- | ------------------- | ---------
|           |                     |          
|Secret 2   | sec 36 T9N R40E     | NMC858654
|Secret 3   | sec 36 T9N R40E     | NMC858655
|Secret 4   | sec 36 T9N R40E     | NMC858656
|Secret 5   | sec 36 T9N R40E     | NMC858657
|Secret 6   | sec 36 T9N R40E     | NMC858658
|Secret 10  | sec 36 T9N R40E     | NMC858659
|Secret 11  | sec 36 T9N R40E     | NMC858660
|Secret 12  | sec 36 T9N R40E     | NMC858661
|Secret 13  | sec 35, 36 T9N R40E | NMC858662
|Secret 14  | sec 35 T9N R40E     | NMC858663

---

SCHEDULE B

Net Smelter Returns

Payor: 	Braden, as described in the Agreement to which this schedule is attached.

Payee: 	Vendor, as described in the Agreement to which this schedule is attached.

Net Smelter Returns Provisions. The terms defined in the instrument
  to which this Exhibit is attached and made part of shall have the same meanings
  in this Exhibit. The following definitions shall apply to this Exhibit.

1.         Definitions.

1.1 "Gold Production" means the quantity of refined gold outturned
  to Payor's account by an independent third party refinery for gold produced
  from the Property during the month on either a provisional or final settlement
  basis.

1.2 "Gross Value" shall be determined on a monthly basis and
  have the following meanings with respect to the following Minerals:

1.2.1 Gold.

(a) If Payor sells unprocessed gold
  ores, or gold dore or gold concentrates produced from Minerals, then Gross Value
  shall be equal to the proceeds received by Payor during the month from such
  sales. Payor shall have the right to sell such unprocessed gold ores, gold dore
  and gold concentrates to an affiliated party, except that such sales shall be
  considered, solely for the purpose of determining Gross Value, to have been
  sold at prices and on terms no less favorable than those that would be obtained
  from an unaffiliated third party in similar quantities and under similar circumstances.

(b) If Payor produces refined gold (meeting
  the specifications of the London Bullion Market Association, and if the London
  Bullion Market Association no longer prescribes specifications, the specifications
  of such other association generally accepted and recognized in the mining industry)
  from Minerals, and if Section 1.2.1(a) above is not applicable, then for purposes
  of determining Gross Value, the refined gold shall be deemed to have been sold
  at the Monthly Average Gold Price for the month in which it was refined. The
  Gross Value shall be determined by multiplying Gold Production during the month
  by the Monthly Average Gold Price.

1.2.2 Silver.

(a) If Payor sells unprocessed silver
  ores, or silver dore or silver concentrates produced from Minerals, then Gross
  Value shall be equal to the proceeds received by Payor during the month from
  such sales. Payor shall have the right to sell such unprocessed silver ores,
  silver dore and silver concentrates to an affiliated party, provided that such
  sales shall be considered, solely for the purpose of determining Gross Value,
  to have been sold at prices and on terms no less favorable than those that would
  be obtained from an unaffiliated third party in similar quantities and under
  similar circumstances.

(b) If Payor produces refined silver
  (meeting the specifications for refined silver subject to the New York Silver
  Price published by Handy & Harmon, and if Handy & Harmon no longer publishes
  such specifications, the specifications of such other association or entity
  generally accepted and recognized in the mining industry) from Minerals, and
  if Section 1.2.2(a) above is not applicable, the refined silver shall be deemed
  to have been sold at the Monthly Average Silver Price for the month in which
  it was refined. The Gross Value shall be determined by multiplying Silver Production
  during the month by the Monthly Average Silver Price.

1.2.3 All Other Minerals.

(a) If Payor sells unprocessed ores,
  dore or concentrates of any Minerals other than gold or silver, then the Gross
  Value shall be equal to the amount of proceeds received by Payor during the
  month from such sales. Payor shall have the right to sell such unprocessed ores,
  dore or concentrates to an affiliated party, provided that such sales shall
  be considered, solely for the purpose of determining Gross Value, to have been
  sold at prices and on terms no less favorable than those that would be obtained
  from an unaffiliated third party in similar quantities and under similar circumstances.

---

(b) If Payor produces refined or processed
  metals from Minerals other than refined gold or refined silver, and if Section
  1.2.3(a) above is not applicable, then Gross Value shall be equal to the amount
  of the proceeds received by Payor during the month from the sale of such refined
  or processed metals. Payor shall have the right to sell such refined or processed
  metals to an affiliated party, provided that such sales shall be considered,
  solely for purposes of determining Gross Value, to have been sold at prices
  and on terms no less favorable than those that would be obtained from an unaffiliated
  third party in similar quantities and under similar circumstances.

1.3 Minerals means all minerals and mineral materials,
  including gold, silver, platinum and platinum group metals, base metals (including
  antimony, chromium, cobalt, copper, lead, manganese, mercury, nickel, molybdenum,
  titanium, tungsten, zinc), and other metals and mineral materials which are
  on, in or under the Property.

1.4 "Monthly Average Gold Price" means the average London
  Bullion Market Association Afternoon Gold Fix, calculated by dividing the sum
  of all such prices reported for the month by the number of days for which such
  prices were reported during that month. If the London Bullion Market Association
  Afternoon Gold Fix ceases to be published, all such references shall be replaced
  with references to prices of gold for immediate sale in another established
  market selected by Payor, as such prices are published in Metals Week magazine,
  and if Metals Week magazine no longer publishes such prices, the prices of such
  other association or entity generally accepted and recognized in the mining
  industry.

1.5 "Monthly Average Silver Price" means the average New York
  Silver Price as published daily by Handy & Harmon, calculated by dividing
  the sum of all such prices reported for the month by the number of days in such
  month for which such prices were reported. If the Handy & Harmon quotations
  cease to be published, all such references shall be replaced with references
  to prices of silver for immediate sale in another established market selected
  by Payor as published in Metals Week magazine, and if Metals Week magazine no
  longer publishes such prices, the prices of such other association or entity
  generally accepted and recognized in the mining industry.

1.6 "Net Smelter Returns" means the Gross Value of all Minerals,
  less only the following costs, charges and expenses paid or incurred by Payor
  with respect to the refining and smelting of such Minerals, without limitation:

1.6.1 Charges for smelting and refining
  (including assaying, penalty and sampling charges); and

1.6.2 Actual costs of transportation
  (including freight, insurance, security, transaction taxes, handling, port,
  demurrage, delay and forwarding expenses incurred by reason of or in the course
  of such transportation) of concentrates or dore metal from the Property to the
  smelter or refinery, but in no event charges or costs of agglomeration, crushing,
  extraction, leaching, milling, mining, processing or transportation of Minerals
  or ores from any mine on the Property to an agglomerator, autoclave, concentrator,
  crusher, heap or other leach process, mill or plant.

1.7 "Property" means the interests and properties described
  in the instrument to which this Exhibit is attached and is made a part.

---

1.8 "Silver Production" means the quantity of refined silver
  outturned to Payor's account by an independent third-party refinery for silver
  produced from the Property during the month on either a provisional or final
  settlement basis.

2.         Payment
  Procedures.

2.1 Accrual of Obligation. Payor's obligation to pay the royalty
  shall accrue upon the sale or shipment from the Property of unrefined metals,
  dore metal, concentrates, ores or other Minerals products or, if refined metals
  are produced, upon the outturn of refined metals meeting the requirements of
  the specified published price to Payor's account.

2.2 Quarterly Calculations and Payments. Net Smelter Returns
  royalties shall be determined on a quarterly basis. Payor shall pay Payee each
  quarterly royalty payment on or before the last business day of the month immediately
  following the last day of the month in which the royalty payment obligation
  accrued.

2.3 Futures or Forward Sales. Except as provided in Sections
  1.2.1(a), 1.2.2(a) and 1.2.3 above (regarding sales of unprocessed gold and
  silver and sales of Minerals other than gold and silver), Gross Value shall
  be determined irrespective of any actual arrangements for the sale or other
  disposition of Minerals by Payor, specifically including but not limited to
  forward sales, futures trading or commodities options trading, and any other
  price hedging, price protection, and speculative arrangements that may involve
  the possible delivery of gold, silver or other metals produced from Minerals.

2.4 Sampling and Commingling. Payor shall have the right to
  commingle Minerals and ores from the Property and materials from other properties,
  provided, that Payor first informs Payee, in writing, of Payors intention
  to commingle and delivers to Payee a detailed written description of Payors
  commingling plan. Payee shall have sixty (60) days during which to review and
  comment on Payors proposed commingling plan. In any and all events, all
  Minerals and ores shall be measured and sampled by Payor in accordance with
  sound mining and metallurgical practices for metal and mineral content before
  commingling of any such Minerals or ores with materials from any other property.
  Representative samples of materials from the Property intended to be commingled
  shall be retained by Payor, and assays of these samples shall be made before
  commingling to determine the metal content of each ore. Detailed records shall
  be kept by Payee showing measurements, assays of metal content and gross metal
  content of the materials from the Property.

2.5 Statements. At the time of payment of the royalty, Payor
  shall accompany such payment with a statement which shows in detail the quantities
  and grades of refined gold, silver or other metals or dore, concentrates, Minerals
  or ores produced from the Property sold or deemed sold by Payor in the preceding
  quarter; the Monthly Average Gold Price and Monthly Average Silver Price, as
  applicable; costs and other deductions; and other pertinent information in detail
  to explain the calculation of the payment with respect to such quarter. Payor
  shall deliver payment to Payee at the address provided in the instrument to
  which this Exhibit is attached or such other address as Payee designates in
  writing or by wire transfer to an account designated by Payee.

---

2.6 Inventories and Stockpiles. Payor shall include in all
  quarterly statements a description of the quantity and quality of any gold or
  silver dore that has been retained as inventory for more than ninety (90) days.
  Payee shall have thirty (30) calendar days after receipt of the statement to
  either: (a) elect that the dore be deemed sold, with Gross Value to be determined
  as provided in Sections 1.2.1(b) for gold and 1.2.2(b) for silver, as of such
  thirtieth (30th) day utilizing the mine weights and assays for such dore and
  utilizing a reasonable recovery rate for refined metal and reasonable deemed
  charges for all deductions specified in Section 1.6 above, or (b) elect to wait
  until such time as the royalty payment otherwise would become payable pursuant
  to Sections 1.2.1(b) and 1.2.2(b). The Payees failure to respond within
  such time shall be deemed to be an election to use the methods described in
  Sections 1.2.1(b) and 1.2.2(b). No royalty payments shall be due regarding stockpiles
  of other Minerals, concentrates or ores unless and until such Minerals, concentrates
  or ores are actually sold.

2.7 Audit. Upon thirty (30) days advance notice and
  at a reasonable time, the Payee shall have the right to audit and examine the
  Payors accounts and records relating to the calculation and payment of
  the Net Smelter Returns royalty payments. If such audit determines that there
  has been a deficiency or an excess in the payment made to Payee, such deficiency
  or excess shall be resolved by adjusting the next quarterly royalty payment
  due Payee. Payee shall pay all costs of such audit unless the audit reveals
  an underpayment during the audit period of five percent (5%) or more of the
  royalty payments paid during the audit period. All accounts, books and records
  used by Payor to calculate the royalty payments shall be kept in accordance
  with generally accepted accounting principles applicable to the mining industry.

---