Letter of Intent Amendment and Promissory Note Extension between APD Antiquities, Inc. and Northern Adventures, LLC
APD Antiquities, Inc. and Northern Adventures, LLC have agreed to extend the due date of certain promissory notes from December 31, 2011 to March 31, 2012. APD may lend up to $300,000, if available, due to delays caused by inclement weather. The agreement also notes that APD may issue more common stock to raise capital, and the parties will adjust the capital structure if an asset acquisition occurs, targeting a post-acquisition equity split of 20% for APD and 80% for Northern Adventures.
Exhibit 10.6
APD Antiquities, Inc.
1314 South Grand Blvd, Suite 2-250
Spokane, WA 99202
Phone: (509) 744-8590
December 30, 2011
Mr. Martin Clemets, Managing Member
Northern Adventures, LLC
1028 East Larch Street
Osburn, Idaho 83849
RE: Extension of Due Date of Promissory Notes.
Dear Mr. Clemets:
This letter sets forth the terms and conditions upon which APD Antiquities, Inc. ("APD"), a Nevada corporation, through its subsidiary to be formed APD Metals, Inc. (APDM) hereby agree to extend the due date of the various promissory notes from December 31, 2011 to March 31, 2012. It being further understood and agreed to that as a consequence of the inclement weather causing a delay in the mutual objectives, APD agrees to lend up to a total of $300,000, if available. Secondly, to secure additional capital, APD will be required to issue more common stock and Northern Adventures, LLC confirms that the proposed capital structure will have to be adjusted, if and when an asset acquisition agreement is executed. The target equity split on a post acquisition basis will be 20% to APD and 80% to Northern.
If the foregoing accurately sets forth your understanding, please sign both copies of this letter in the space provided.
Very truly yours,
Agreed and accepted this 30th day of December, 2011
Place: Spokane, Washington on December 30, 2011
_________________________
Cindy K. Swank, President
APD Antiquities, Inc.
Place: Osburn, Idaho on December 30, 2011
_________________________
Martin Clemets, a Managing Member
Northern Adventures, LLC