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ASSET PURCHASE AGREEMENT

Asset Purchase Agreement

ASSET PURCHASE AGREEMENT | Document Parties: BLACK HAWK EXPLORATION | Maria Regina Caeli Management Corp You are currently viewing:
This Asset Purchase Agreement involves

BLACK HAWK EXPLORATION | Maria Regina Caeli Management Corp

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Title: ASSET PURCHASE AGREEMENT
Governing Law: Nevada     Date: 11/14/2007

ASSET PURCHASE AGREEMENT, Parties: black hawk exploration , maria regina caeli management corp
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EXHIBIT 10.2

ASSET PURCHASE AGREEMENT

THIS ASSET PURCHASE AGREEMENT is made this ____ day of August, 2007, by and between Maria Regina Caeli Management Corp., a Nevada corporation, ( "Seller" ), and Black Hawk Exploration a Nevada corporation ( "Buyer" ).

RECITALS:

WHEREAS, Buyer desires to purchase from Seller, and Seller desires to sell to Buyer, all Seller's rights, title and interest in and to certain assets on the terms described below.

NOW, THEREFORE, the parties agree as follows:

  1. Preamble; Preliminary Recitals.
  2. The preamble and preliminary recitals set forth above are by this reference incorporated in and made a part of this Agreement.

  3. Purchase of Assets.

Subject to the provisions of this Agreement, Buyer agrees to purchase, and Seller agrees to sell, all Seller's 100% right, title and interest in and to the Claims, as defined in this paragraph. The purchase price for the Claims shall be $20,000 USD and 50,000 shares of Black Hawk Exploration a publicly traded company. ( "Purchase Price" ).

"Claims" means, the Lucky Emma Uranium claims, located in the recording district of Lander, Wyoming as follows:

    • Name of Claim: Lucky Emma
      Date of discovery; November, 1996
      Date location notice posted: 1 March 2007
      Claim size: each claim 60 acres
      Located in the Lander district ~

The Claims includes the following:

    • CLAIM 1: Meridian 6 Township 34N Range 91W Section 33 Quarter Section NE of SW and NW of SE

      CLAIM 2: Meridian 6 Township 34 N Range 91W, Section 33~ Quarter Section SE of SW and SW of SE

      CLAIM 3: Meridian 6, Township 34N, Range 91W, Section 33, Quarter Section NW of SE and NE of SE

      CLAIM 4: Meridian 6, Township 34N, Range 91W, Section 33, Quarter Section SW of SE and SE of SE

      CLAIM 5: Meridian 6, Township 34N, Range 91W, Section34, Quarter Section NE of SW and NW of SW

      CLAIM 6: Meridian 6, Township 34N, Range 91W, Section 34, Quarter Section SW of SW and SE of SW

      CLAIM 7: Meridian 6, Township 34N, Range 91W, Section 34, Quarter Section NE of SW and NW of SW

        • Page 1

      CLAIM 8: Meridian 6, Township 34N, Range 91W, Section 34, Quarter Section SW of SE and SE of SW

      CLAIM 9: Meridian 6, Township 34 N, Range 91W, Section 33, Quarter Section SE of NE and NE of NE

      CLAIM 10: Meridian 6, Township 34 N, Range 91 W, Section 33, Quarter Section NW of NE and NE of NW

      CLAIM 11: Meridian 6, Township 34N, Range 91W, Section 33, Quarter Section SW of NE and SE of NE

      CLAIM 12: Meridian 6, Township 34N, Range 91W, Section 33, Quarter Section SE of NE, Meridian 6, Township 34N, Range 91W, Section 34, Quarter Section SW of NW

The Seller represents and warrants to and covenants with the Buyer, with the knowledge that the Buyer relies upon same in entering into this Agreement, that:

  • it is and, at the time this transfer to the Buyer, the recorded holder and beneficial owner of the Claims, free and clear of all liens, charges and claims of others, and no taxes or rentals are or will be due in respect of the Claims; Buyer understands that BLM fees of 125 USD per claim per year are due on before September 1 of each year. Currently the BLM fees are paid up to September 1, 2007.
  • the Claims have been duly and validly located and recorded pursuant to the laws of the jurisdiction in which the Claims are situate and are in good standing with respect to all filings, fees, taxes, assessments, work commitments or other conditions on the date hereof;
  • there are not any adverse claims or challenges against or to the ownership of or title to any of the Claims, nor to the knowledge of the Seller is there any basis therefor, and there are no outstanding agreements or options to acquire or purchase the Claims and no person has any royalty or other interest whatsoever in production from any of the Claims.
  1. Payment of Purchase Price.
  2. Buyer shall deliver to Seller by bank wire $20,000 USD for 100% of the Seller's right, title and interest in the Claims, free of any liens or encumbrances to:

    Maria Regina Caeli Management Corp.
    We


 
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