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Crystallex International Corporation is a Canadian-based gold company with a successful record of developing and operating gold mines in Venezuela and elsewhere in South America

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Message: EZ

EZ

posted on Dec 11, 2009 01:31PM

EZ, sorry but just one last attempt to get my point accross, then I'll drop it and people can make thier own conclusion. Clause 15 is below for reference, but there are two very important issues to consider while looking at it. The parties refered to in this contract are the CVG and KRY, not KRY and VZ. And the fact that it is the Vz government that makes the laws refered to in clause 15, not the CVG. The CVG is not the govt.

The CVG has its own contract with the Vz Govt. Therefor if there are any laws that come along that affect us negatively the CVG cannot be held liable, I think we can agree there. Now it is the Vz govt that is in the spotlight. There is one big snag imo regarding this arbitration issue. I think kry would have to exhaust things through the Vz courts first before trying arbitration internationally as stated in clause 19:

CLAUSE NINETEENTH

SOLUTION OF CONFLICTS

The doubts and controversies of any nature that could arise from the execution of this Contract and that may not be resolved in an amicable manner by the Parties, shall be decided by the competent tribunals of the Bolivarian Republic of Venezuela, in accordance to its laws, and they may not give origin to reclamations before foreign tribunals.

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We have heard kry state they want an amicable solution and it seems it's a tough go to get one. I feel this clause is in our contract because of the Vannessa fiasco and Vz was avoiding another such episode if things went sour again. Again, kry signed this agreement so I feel they are obligated to go the Vz court way first. And if Vz is against us we know where that will go. I feel force majeure is a very relevant issue and could direct this in the direction I described. Will it? who the heck knows. Kry states they "believe" they have a strong case arb wise, but there has been this "belief" in a good many things over the years. Do they believe the Vz courts come first?

CLAUSE FIFTEENTH

FORCE MAJEURE

None of the Parties shall be responsible for any non-fulfillment of their obligations under this Contract, when said non-fulfillment is the result of force majeure, which shall consist in any circumstance out of the control of any of the Parties that could not have been reasonably foreseen and overcome, and that may impede or slow excessively the fulfillment of the obligations established in this Contract. Said circumstances include, but are not limited to the acts of nature such as inundations, earthquakes, hurricane winds, and any other of such magnitudes, but also include new laws, decrees, regulations, municipal regulations, or administrative acts by the Government at its different levels or branches of the Public power emanated from any public authority legally competent in the correspondent matter, on condition that upon these acts the affected Party has exercised due care and diligence to reasonably control, avoid or prevent the act and its damaging consequences. Any of the Parties shall notify the other Party in writing, in the case that it may not be able to comply with any of its obligations due to force majeure, as soon as possible, describing the cause of said non-fulfillment and shall reinitiate the fulfillment, if that is the case, within a reasonable period of time after force majeure has disappeared. But in no case and for no reason the duration of the Contract may be extended further than the period hereinafter established.

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