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Document Preview Asset Purchase Agreement |
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Title: |
Asset Purchase Agreement |
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Entities: |
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Date: |
2003 |
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Size: |
Preview shows 4KB of 13KB total |
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Price: |
$39 |
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ID: |
#1337003 |
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<SEQUENCE>8
<FILENAME>assetpurchagrmnt.txt
<TEXT>
<PAGE>
ASSET PURCHASE AGREEMENT
This agreement (the "Agreement") is entered into this 30th day of November,
2001, by and between Cordell Henrie, doing business as, Concrete Casting, a sole
proprietorship (sometimes referred to hereinafter as the "Seller") and Staco
Incorporated, a Nevada corporation (sometimes referred to hereinafter as the
"Purchaser").
Witnesseth:
-----------
WHEREAS, Seller has developed a method for the four side release casting of
concrete which allows for the creation of intricate detail in the concrete
medium;
WHEREAS, Seller has developed plans for using his casting methods to produce
concrete replicas of Egyptian and other antiquities for use in modern
landscaping;
WHEREAS, Purchaser wishes to acquire, and Seller is willing to sell, certain
assets of Seller, all in accordance with the terms and conditions of this
Agreement;
NOW, THEREFORE, in consideration of the mutual terms and covenants set forth
herein, the Seller and Purchaser approve and adopt this Agreement and mutually
covenant and agree with each other as follows:
1. Sale of Assets.
1.1 Seller hereby sells and Purchaser hereby purchases the following
assets:
* All art, drawings, plans and concepts developed by Seller with
respect to the design of replicas of antiquities to be cast in
concrete and marketed to the U.S. landscaping market;
* All methods and techniques developed by Seller related to the
casting of concrete for the purpose of casting replicas of
antiquities;
* Any proprietary right to the name Concrete Casting that Seller
may have.
1.2 In exchange for the assets, Purchaser hereby issues to Seller
2,000,000 of Purchaser's common shares.
2. Representations and Warranties of Seller. The Seller represents and
warrants as follows:
1
<PAGE>
2.1 Right to Transfer. Except as otherwise noted in this Agreement, all
assets transferred hereby are owned by Seller free and clear of
encumbrances and may be transferred to Purchaser by Seller without the
approval or consent of any person.
2.2 Accuracy of All Statements Made by Seller. No representation or
warranty by Seller in this Agreement, nor any document or certificate
delivered to the Purchaser pursuant to this Agreement or in connection
with actions contemplated hereby, contains any untrue statement of
material fact or omits or shall omit a material fact necessary to make
the statement contained therein not misleading.
3. Representations and Warranties of Purchaser. Purchaser represents and
warrants as follows:
3.1 Organization. Purchaser is a corporation duly organized, validly
existing and in good standing under the laws of the State of Nevada
with full power and authority to enter into and perform the
transactions contemplated by this Agreement.
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