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| SHARE TRANSFER
AGREEMENT |
| AMENDMENT #1 |
THIS SHARE TRANSFER AGREEMENT dated as of
the 20 th day of August, 2007,
BETWEEN:
NADWYNN SING , a
businessman having an office at 1005 – 289 Drake Street,
Vancouver, British Columbia, V6B 5Z5
(the “
Vendor ”)
AND:
FABIO MONTANARI ,
a businessman with Italian Passport No. E571059 with current
domicile at Via il Perugino 8, No. 09121 Cagliari, Italy
Also representing
CLAUDIO GAVIANO AND MARIO MAY LEE .
(the “
Purchasers ”)
WHEREAS:
A. the Vendor is
the registered and beneficial owner of 11 million shares of common
stock (the “ Shares ”) of Soltera Mining Corp.
(the “ Company ”);
B. the Vendor
wishes to transfer the Shares to the Purchaser pursuant to the
terms and conditions set out in this agreement;
C. Montanari has
sold all his shares in Incas Mineral, S.A. to the Company pursuant
to the terms and conditions of a share acquisition agreement dated
July 24 th , 2007 (the “ Share Acquisition
Agreement ”);
D. Montanari
will guarantee that Incas Mineral, S.A. will meet all requirements
of the two exploration agreements entered into on July 6, 2007
until August 31, 2007 (the “ Exploration Agrements
”). For this proposal the Company will pay to Mr.
Antonio Agustin Giulianotti the amount of US$ 180.000 as loan to
Mr. Giulianotti requested by the contract that Mr. Giulianotti has
with Incas Minerals. This entire sum will be secured by Montanari
with the all amount of the Share that will be transferred to the
Purchasers only when Mr Giulianotti will sign, for the
amount received, a loan agreement with Soltera in the exact terms
agreed by Soltera. Alternatively the entire sum will be secured
with two projects that Montanari have optioned in Mexico: the
Casita Colorada Project and the Real de Cananea Project.
E. as a result of
the acquisiti
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