"There is no escape clause tied to the BFS and failure to perform."

WG:

According to Sect. 12.2 below, Salazar can get out of the Agreement FREE of Teck's Right of Refusal, that's why I said in an earlier post there is a way out. The only problem is, Salazar is an individual which makes it easy for him to be a shareholder of a publicly traded company and an insider of the company, but CUU is a company which cannot be an insider of a company. Unless, Elmer as CEO of the company can represent CUU since he is a shareholder of Copper Fox and an insider, so is Mike, Ernesto and others of CUU's BOD. IF, we cannot use Copper Fox as the company, I'm sure Elmer and Ernesto owns shares in many other publicly traded companies and are Board of Directors/investors. For example, we could transfer Copper Fox to Boxxer and sell Schaft Creek to other majors through Boxxer.

"12.2 Salazar may assign it's entire interest and rights to this Agreement to a private company in which Salazar is the majority shareholder, or a publicly traded company of which Salazar is a shareholder and insider, free off Teck Cominco's right of first refusal under Sect. 12.1, provided that the company delivers, in a form acceptable to Teck Cominco, a document whereby it agrees to be bound by, and comply with, the terms of this Agreement.