Asset Purchase Agreement

Asset Purchase Agreement

By And Between

Immureboost of Thailand

And

ESavingsStore.com.com, Inc.

This asset purchase agreement (the " Agreement ") is dated the ______ day of July, 2007, by and between Immureboost of Thailand, a Thai corporation (" Immureboost " or " Seller ") and ESavingsStore.com.com, Inc., a Nevada corporation (" ESavingsStore.com " or " Buyer ").

RECITALS

• • • • Seller is in the business of developing processes, products and pharmaceuticals that interact with the human body's immune system (the " Business ");

        Seller owns certain intellectual properties and other related assets and rights that it utilizes in conjunction with the operation of the Business;

        Pursuant to the terms and conditions set forth herein, Seller desires to sell the assets to Buyer and Buyer desires to purchase the assets from Seller.

NOW, THEREFORE, in consideration of the mutual promises and considerations hereinafter set forth, Buyers and Sellers hereby agree as follows

AGREEMENT

1. Assets Owned by Immureboost . Immureboost is involved in operating the Business. The assets of Immureboost being purchased by ESavingsStore.com pursuant to this Agreement and which are set forth on Schedule 1.1 (the " Acquired Assets ") represent some, but not all, of the assets of Immureboost. The Acquired Assets include all replacements and additions thereto between the date of this Agreement and the "Closing Date" (the date on which the transactions contemplated are consummated; the "Closing"). Seller agrees that it shall convey the shares representing the Acquired Assets to Buyer free and clear of all liens, encumbrances, liabilities and debts of any kind

1.1 Assets . For general category reference purposes only, the Acquired Assets may include the following :

(a) Computer software programs, licensing rights related to copyrights, patents, patent applications, trademarks, tradenames, and the know-how and goodwill related thereto;

(b) Contracts, agreements and all books and records of the Business related to the Acquired Assets;

(c) Any other intellectual property, goodwill associated therewith, licenses and sublicenses granted and obtained with respect thereto, and rights thereunder, remedies against infringements thereof, and rights to protection of interests therein under the laws of all jurisdictions.

1.2 Derivative Rights . The Acquired Assets shall include the following rights:

• • (a) Accounts, notes and other receivables related to the Acquired Assets;

     

(b) Claims, deposits, prepayments, refunds, cause of action, rights of recovery, rights of set off and rights of recoupment related to the Acquired Assets, and;

Books, records, ledgers, files, documents, correspondence, lists, plats, architectural plans, drawings and specifications, creative materials, advertising and promotional materials, studies, reports and other printed or written materials, tangible and intangible personal property disposed of or consumed in the ordinary course of business from the date of this Agreement until the Closing Date which are related to the Acquired Assets.

2. Purchase Price. The purchase price for the Acquired Assets (the " Purchase Price ") shall be paid to Seller as follows:

2.1 Buyer's Common Stock . At Closing, Buyer shall issue twenty million three hundred seventy (20,370,000) "restricted shares" (as that term is defined in Rule 144 of the Securities Act of 1933; the " Act ") of Buyer's Common Stock which shall constitute forty percent (40%) of the issued and outstanding Common Stock of Buyer (the " Shares "). The Shares will be issued, at Closing, to those shareholders of Seller set forth on Schedule 2.1 (the " Shareholders "). Each Shareholder shall receive ________ shares of Buyer's Common Stock for each share of Seller's Common Stock owned by the Shareholder. All fractional shares of Seller's Common Stock issued in conjunction with this Agreement shall be rounded up to the next whole share number;

3. Name Change. Buyer has agreed to undertake to change the name of the corporation from ESavingsStore.com., Inc. to Immureboost Corporation.

4. Closing Date . Subject to the satisfaction or waiver of the conditions contained in this Agreement, the Closing will take place at the offices of Parsons/Burnett, LLP, counsel to Seller, at 10:00 a.m. pacific daylight time on July 28, 2007, or at such other place and at such time as Buyer and Seller may agree (the " Closing Date "). In addition to any other conditions specifically contained in this Agreement, unless waived by Buyer, the obligation of Buyer to effect the transactions contemplated hereby is subject to Seller having performed in all material respects all obligations required to be performed by it under this Agreement prior to the Closing Date, and, unless waived by Seller, the obligation of Seller to effect the transactions contemplated hereby, including without limitation declaration of ownership obtained at the sole cost and expense of Seller.

5. Representations and Warranties of Buyer . Buyer hereby represents and warrants to Seller as follows with both the Buyer and the Seller agreeing that the Seller's obligations hereunder are subject to these representations and warranties being true, correct and complete as of the Closing Date. To Buyer's reasonable knowledge:

Buyer is a corporation duly organized, validly existing and in good standing under the laws of the State of Nevada and has all necessary corporate power and authority to execute this Agreement and the other instruments and documents to be executed by it in connection herewith (collectively with this Agreement, " Buyer's Agreements ") and to consummate the transactions contemplated hereby and thereby. All corporate acts and other proceedings required to be taken by or on the part of Buyer, including, if necessary, all appropriate stockholder action, to authorize it to carry out this Agreement and such other agreements and instruments and the transactions contemplated hereby and thereby have been, or will be by the Closing Date, duly and properly taken.

Buyer's execution, delivery and performance of Buyer's Agreements and the transactions contemplated hereby and thereby have been duly and validly authorized by all necessary action on its part and, assuming the due execution and delivery of Seller's Agreements (as hereinafter defined) by Seller, will constitute the valid and binding obligations of Buyer, enforceable against it in accordance with their respective terms, except as limited by laws affecting creditor's rights or equitable principles generally.

The execution, delivery and performance of Buyer's Agreements by Buyer does not require the consent of a governmental entity or any third party not affiliated with Buyer.

Buyer represents and warrants that the shares of Buyer's Common Stock issued pursuant to the Purchase Price are restricted securities under the Act and are subject to restrictions upon transfer. The certificates for shares of Common Stock will contain a restrictive legend substantially similar to the following:

THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933 , AS AMENDED, OR THE LAWS OF ANY STATE, AND ARE BEING ISSUED PURSUANT TO AN EXEMPTION FROM REGISTRATION PERTAINING TO SUCH SECURITIES AND PURSUANT TO A REPRESENTATION BY THE SECURITY HOLDER NAMED HEREIN THAT SAID SECURITIES HAVE BEEN ACQUIRED FOR PURPOSES OF INVESTMENT AND NOT FOR PURPOSES OF DISTRIBUTION. THESE SECURITIES MAY NOT BE OFFERED, SOLD, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF REGISTRATION, OR THE AVAILABILITY OF AN EXEMPTION FROM SUCH REGISTRATION. THE STOCK TRANSFER AGENT HAS BEEN ORDERED TO EFFECTUATE TRANSFERS ONLY IN ACCORDANCE WITH THE ABOVE INSTRUCTIONS .

The Buyer is a fully reporting company under the Securities Act of 1933, is current in filings, and subject to the reporting requirement of the Securities and Exchange Commission (" SEC ") pursuant to Sections 12, 13, 14 or 15(d) of the Securities Exchange Act of 1934, as amended (the " Exchange Act ").

6. Representations and Warranties of Seller . Seller hereby represents and warrants to Buyer as follows, and Buyer and Seller agree that Buyer's obligations hereunder are subject to these representations and warranties being true, correct and complete as of the Closing Date. To the best of Seller's knowledge:

(a) Seller is a privately held Thai company and has all necessary power and authority to execute this Agreement and the other documents to be executed by it in connection herewith (collectively with this Agreement, " Seller's Agreements "), to conduct its business and operations as presently conducted and to consummate the transactions contemplated hereby and thereby. Seller has full corporate power and authority to execute and deliver this Agreement and the other agreements and instruments to be executed and delivered by it pursuant hereto and to consummate the transactions contemplated hereby and thereby. All corporate acts and other proceedings required to be taken by or on the part of Seller, including, if necessary, all appropriate stockholder action, to authorize it to carry out this Agreement and such other agreements and instruments and the transactions contemplated hereby and thereby have been duly and properly taken. This Agreement has been duly executed and delivered by Seller and constitutes, and such other agreements and instruments when duly executed and delivered by Seller will constitute, legal, valid and binding obligations of Seller and will be enforceable in accordance with their respective terms.

(b) Neither the execution and delivery nor the performance of this Agreement will (i) violate any provision of law, or any judgment, writ, injunction, decree or order of any court or other governmental authority relating to Seller, or (ii) violate any will, deed, mortgage, instrument, indenture, agreement, contract, other commitment or restriction to which Seller is a party or by which it is bound, or (iii) be in conflict with, or result in or constitute a breach or default (or any occurrence which by lapse of time and/or giving of notice would constitute a breach of default), on the part of Seller, under any such will, deed, mortgage, instrument, indenture, agreement, contract, other commitment or restriction, or (iv) result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon the Acquired Assets. The Business of Seller, as it pertains to the Acquired Assets, has been conducted by Seller in accordance with all applicable laws, governmental regulations and judicial and administrative decisions, including without limiting the generality of the foregoing; laws, regulations and decisions concerning the employment of labor, environmental matters and all research and development of pharmaceuticals the failure to comply with which would have a material adverse effect on Buyer's ability to utilize the Acquired Assets in Buyer's business operations.

(c) Seller is not (and has not been within the past year) subject to or in default under any judgment, order, writ, injunction or decree of any court or any governmental authority, and no replevins, attachments, or executions have been issued or are now in force against Seller. No petition in bankruptcy or receivership has ever been filed by or against Seller. Seller is not in default under any express or implied contract, agreement, lease or other arrangement, oral or written, to which Seller is a party and which could affect the Acquired Assets.

(c) No consent, authorization, license, permit, order, certificate or approval which has not heretofore been obtained is required by any person, corporation, partnership, estate, trust, governmental agency or other person or entity not a party to this Agreement to the transactions contemplated by this Agreement.

(f) Seller has not received any notice from any court or governmental agency of any violation or alleged violation of any applicable laws, ordinances, regulations, rules, decrees, awards or orders enacted or entered by any federal, state or local governmental authority or court. Seller now has, and by virtue of the deliveries made at the Closing, Buyer will obtain good and marketable title to the Acquired Assets, free and clear of all liens, encumbrances, charges and equities of any nature whatsoever. To the best of Seller's knowledge, neither the business of Seller as conducted prior to the Closing nor the ownership or sale by Seller of any of the Acquired Assets were, are or will be in contravention of any patent, trademark, copyright or franchise agreements, licensing agreements, or other proprietary right of any third party or was, is or will be dependent for no-contravention upon the acquiescence, agreement or consent of any such third party.

(g) Seller has no liability under any Environmental law, nor is Seller responsible (including, but not limited to, by contract or by operation of law) for any liability of any other person under any Environmental Law. There are no pending or threatened actions, suits, orders, claims, legal proceedings or other