During October 2013, the Company entered a $35,000 Promissory Note Agreement with Lonnie Hayward, a natural person. The convertible note agreement bears interest at 5 percent and has no set maturity date. The note may be repaid in whole or in part any time prior to maturity. The note is convertible, at the investors’ sole discretion, into common shares at $0.001. As additional inducement for the Lender to enter into the agreement, the Company will (i) pledge 0.625 percent of the Company’s gross profits to pay any interest payments due under the Note, (ii) promise to pay 0.75 percent of the Company gross profit from the Bayano Concession after the maturity date of the Note through the completion of the work on the Bayano Concession. The number of common shares issuable upon the conversion of the note is limited to 4.9 percent in beneficial ownership by the lender of the outstanding shares of common stock. The note does not automatically convert to common shares on its due date.

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