exhibit 10. 3 professional services agreement this agreement, dated the 27th day of april, 2010, between hazen research, inc., a colorado corporation, 4601 indiana street, golden, colorado 80403, hereinafter called “ hazen ”, and geovic cameroon, plc, bp 11555 yaounde, cameroon, hereinafter called “ client ”, recitals : whereas, hazen is willing and able to render services for performance of the work as hereinafter described, and whereas, client desires to obtain said professional services for said work. now therefore, in consideration of the covenants and obligations hereinafter set forth, the parties agree as follows : article i scope of work the work to be performed by hazen under the terms of this agreement consists of bench - scale laboratory work and the construction and operation of a pilot plant to verify the process flowsheet and generate design data for the recovery of metal values. additional work authorized by client during the duration of this agreement shall be covered by the agreement. article ii costs the estimated cost of the work to be performed by hazen is $ 3, 900, 000. actual fees for services will be charged in accordance with schedule a. accounting records related to all charges to client will be available for client ’ s inspection at any time during hazen ’ s normal working hours for a period of one ( 1 ) year following conclusion of the project. article iii payment an initial deposit of $ 500, 000 is required prior to the start of work. a statement of actual charges will be submitted monthly or semi - monthly and such statements shall be paid by client within fourteen ( 14 ) days thereafter. the initial deposit will be credited against the final invoice, which will also include the charges noted in article iv. a finance charge of 1. 5 % per month will be added to overdue accounts. invoices will be submitted semi - monthly if charges greater than $ 25, 000 are incurred by mid - month. failure by client to make payments required hereunder permit hazen, at its option, to suspend the work to be performed or terminate this agreement. article iv samples client ’ s nonhazardous unprocessed materials, byproducts, residues, and other nonhazardous waste materials resulting from or produced as part of the work will be shipped back to client within sixty ( 60 ) days of completion of the work unless client has made other arrangements