ASSIGNMENT AND ASSUMPTION AGREEMENT WITH LEXARIA CORP., A NEVADA CORPORATION, DATED AUGUST 3, 2006Assignment and Assumption Agreement |
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EXHIBIT 10.25
ASSIGNMENT AND ASSUMPTION
AGREEMENT WITH LEXARIA CORP., A
NEVADA CORPORATION,
DATED AUGUST 3, 2006
<PAGE>
ASSIGNMENT AND
ASSUMPTION AGREEMENT
THIS ASSIGNMENT AND ASSUMPTION
AGREEMENT (this "Agreement"),
dated as
of August 2,
2006, is between
Brinx Resources Ltd., a Nevada
corporation,
("ASSIGNOR"), and Lexaria Corp., a Nevada corporation
("ASSIGNEE").
RECITALS
A. Assignor
and the Assignee each are in the business of resource
exploration;
B. Assignor holds a fifty percent (50%)
"Working Interest" (defined
below) in the Owl Creek
Prospect in Garvin County Oklahoma, as set
forth in: (i) the letter agreement
between and Ranken
Energy
Corporation, an Oklahoma
corporation ("Ranken") and Assignor dated
July 25, 2005 and
attached hereto as
EXHIBIT A (the "Letter
Agreement"); and
(ii) the joint
operating agreement between
Assignor and
Ranken dated July 1, 2005
and attached hereto as
EXHIBIT B (the "Joint
Operating Agreement");
C. Assignor
desires to assign to Assignee
15% of its 50% Working
Interest, which assignment shall result in
Assignee receiving an
effective 7.5% Working Interest (the "7.5% Working Interest") in
the Owl
Creek Prospect, for the
purchase price of
$100,000
(calculated at $13,333.33
per percentage point), such assignment
to occur in accordance
with, and subject
to, the terms
and
conditions set forth in
this Agreement;
D. For purposes of this Agreement,
the term "Working Interest" is
defined as set forth in the
Letter Agreement, including the right
to participate
at a 7.5% working interest in all future wells
drilled on a total of 1,080 acres
surrounding the Powell #1 and
#2, but the definition
does not include "dry hole or
completion
costs" of the
future wells, including
the soon to be drilled
Isbill #1 nor does it
include the Johnson #1 well located in the
W/2 SE/4 Section
35-5N2W, the producing Powell #1 well
located in
the E/2 SW/4 Section 25-5N-2W or the producing Powell #2-25 wel






