Hmm... It appears mouserman is right. Noront said that a PFS is not acceptable for the agreement. So who is right here.. EAG or Noront??

See below news release from Noront's website:



ORONTO, ONTARIO--(Marketwire - Dec. 20, 2012) - Noront Resources Ltd. ("Noront" or the "Optionor") (TSX VENTURE:NOT) clarifies position on Windfall Lake.

On December 17, 2012, Eagle Hill Exploration Corporation ("Eagle Hill" or the "Optionee") issued a press release announcing that Stantec Consulting Ltd. ("Stantec") had been awarded a contract to produce a pre-feasibility study ("PFS") on the Windfall Lake Property ("Windfall Lake" or the "Project"). Eagle Hill's interest in Windfall Lake is governed by the terms and conditions of an option agreement between Noront and Eagle Hill that was entered into on July 21, 2009 ("the "Option Agreement").

In the December 17th Press Release, Eagle Hill states: "Under the terms of the Option Agreement to acquire the Windfall Lake Property, Eagle Hill must give notice of the Company's commitment to cause the commencement of commercial production on the Property within one year of earning a 75% interest in the Windfall Lake Property (the "Notice"). Eagle Hill earned its 75% interest in the Property on April 20, 2012. In this regard, Eagle Hill has engaged Stantec to provide a mineral reserve estimate based on the results of the PFS. The results of the PFS will be available on or before April 20, 2013. Upon receipt of the reserve estimate, Eagle Hill will be in a position to deliver the Notice to the Optionor pursuant to the Option Agreement." Eagle Hill's press release also states "Once the obligations are satisfied, the buy-back provisions contained in the Option Agreement will be eliminated."

Under the terms of the Option Agreement, Eagle Hill must deliver either (i) a bankable feasibility study providing for a minimum internal rate of return of 15% on the Project (the "BFS"), or (ii) commit to cause the commencement of commercial production from the Project, within one year of earning its 75% interest, which occurred on April 20, 2012. If Eagle Hill does not complete a BFS or take the project to production, then Noront will have the option to purchase back the 75% of the Project from Eagle Hill for the lesser of (i) an amount equal to the expenses incurred by Eagle Hill and (ii) $6.0 million (the "Buy-back Provisions"), The delivery of the PFS does not satisfy the above requirements and as such, Noront will continue to retain its rights under the Option Agreement, including the Buy-Back Provisions, subject to the terms and conditions of the purchase and sale agreement between Noront and Maudore Minerals Ltd. announced on December 5, 2012 (the "Noront - Maudore Agreement").

Upon receipt of the Notice, Noront will act in accordance with the provisions of the Option Agreement and in the best interest of Noront's shareholders, subject to the terms and conditions of the Noront - Maudore Agreement.

Furthermore, Eagle Hill stated in the December 17th press release that "Upon Eagle Hill delivering the Notice, the Optionor will then have 180 days to notify Eagle Hill if it wishes either to continue as a 25% joint venture partner (currently it is a carried partner), or to transfer 100% of the Property to Eagle Hill in exchange for a 2% NSR.

In accordance with the Option Agreement, the aforementioned 180-day period is only initiated upon the delivery of a BFS and not upon receipt of the Notice committing to the commencement of commercial production. Upon receipt of a completed BFS, Noront may elect to maintain its 25% interest in the Project. Under the terms of the Option Agreement, Noront can require Eagle Hill to fund its share of expenditures, with such advance to accrue interest at a rate of 10% per annum and re-payable from income or royalty income from the Project. It should also be noted, as per the Option Agreement that the Optionee is required to repay Noront for initial expenses incurred on the Project, established in the Option Agreement as $11.9 million. This initial expense is to be repaid from the proceeds of any operations from the Project in preference to all amounts otherwise payable other than permitted senior debt approved by Noront and current operating expenditures.

The Option Agreement will also be added to Noront's SEDAR filings.

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