Tuffnell Ltd. - FORM 10-K - XML - IDEA: XBRL DOCUMENT - December 28, 2012

Note 6. Commitments

On March 12, 2010, the Company entered into an Option Agreement (the "Agreement") with MinQuest, Inc. ("MinQuest"), an unaffiliated third party, whereby MinQuest granted the Company the sole and exclusive right and option to acquire an undivided 100% right, title and interest in and to the Little Butte property subject only to a royalty, being located in LaPaz County, Arizona (the "Property").

Under the terms of the Agreement, MinQuest has granted the Company the sole and exclusive option to acquire a 100% undivided interest in and to the Property by making a cash payment to MinQuest of $39,261 (US) on or before April 30, 2010 (Paid), $10,000 (Paid) on or before February 25,   2011, $20,000 (US) (Paid) on or before March 12, 2011, $20,000 (Paid) on or before the February 25,   2012, $30,000 (Paid) on or before March 12, 2012, $30,000 on or before February 25,   2013, $40,000 on or before March 12, 2013, $40,000 on or before February 25,   2014, $50,000 on or before March 12, 2014, $175,000 on or before February 25,   2015, $60,000 on or before March 12, 2015, $60,000 on or before March 12, 2016, and $60,000 on or before March 12, 2017.

The Company shall also be responsible for making all necessary property payments and taxes to keep the Property in good standing. The cash payments above include payments to Jack Walker pursuant to a property option agreement which has been assigned by MinQuest to the Company as set out in the Agreement.

The Company shall complete the following exploration expenditures on the Property as follows: (i) $250,000 on or before the first anniversary of the signing of the Agreement (ii) $250,000 on or before the second anniversary of the signing of the Agreement; (iii) $300,000 on or before the third anniversary of the signing Agreement; (iv) $300,000 on or before the fourth anniversary of the signing of the Agreement; (v) $300,000 on or before the fifth anniversary of the signing of the Agreement; (vi) $300,000 on or before the sixth anniversary of the signing of the Agreement; and (vii) $300,000 on or before the seventh anniversary of the signing of the Agreement .

If and when the option has been exercised, a 100% right, title and interest in and to the property shall vest in the Company free and clear of all charges except for the royalty. The Company may terminate the Agreement at any time by giving 30 days notice of such termination of the Agreement.

If the Company is in default of the Agreement, MinQuest may terminate the Agreement but only if:

(a) MinQuest has first given the Company notice of the default containing particulars of the obligations which the Company has not performed, and (b) the Company has not, within 30 days following delivery of such notice, cured such default by appropriate payment or performance

On April 27, 2010, MinQuest and the Company entered into an Option Amendment Agreement wherein the date of first payment was extended from March 12, 2010, as set out in the option agreement dated March 12, 2010 above, to April 30, 2010.  On April 29, 2010, the Company made the first payment of $39,261 to MinQuest in accordance with the Agreement.

Effective February 26, 2010, Mr. Dory was appointed President, Treasurer, Secretary and Director of the Company. From February 26, 2010 to August 29, 2011, Mr. Dory was paid $4,000 per month for his services to the Company.

On August 29, 2011 Mr. George T. Dory resigned as President, Treasurer, Secretary and Director of Tuffnell Ltd. (“the Company”).

On August 29, 2011, Mr. Robert D. Coale was appointed President, Treasurer, Secretary and Director of the Company. Mr. Coale is paid on an hourly basis for his services to the Company.

Effective April 12, 2010 Mr. Jared Beebe was appointed a Director of the Company. Mr. Beebe will be paid upon invoice $500 per month for his services.

Effective April 1, 2010, Mr. Richard Kehmeier was appointed a Director of the Company. Mr. Kehmeier will be paid upon invoice $500 per month for his services.