Soton Holdings Group, Inc. Sample Contracts

SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • March 30th, 2012 • Rio Bravo Oil, Inc. • Crude petroleum & natural gas • Texas

This SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of February 13, 2012, is by and among Rio Bravo Oil, Inc., a Nevada corporation (the “Parent”), Pan American Oil Company, LLC, a Texas limited liability company (the “Company”), and the Members of the Company identified on Annex A hereto (each, a “Member”, and together, the “Members”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively, as the “Parties.”

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PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • March 30th, 2012 • Rio Bravo Oil, Inc. • Crude petroleum & natural gas • Texas

This Purchase and Sale Agreement (this "Agreement"), dated July 19, 2011, is between RIO BRAVO OIL, L.L.C, a Texas Limited Liability Company, whose address is 5858 Westheimer, Suite 688, Houston, Texas 77057, (called "Seller'), and PAN AMERCIAN OIL COMPANY, L.L.C., a Texas Limited Liability Company, whose address is 5858 Westheimer, Suite 688, Houston, Texas 77057 (called "Buyer").

BOTTLE SUPPLY AGREEMENT
Bottle Supply Agreement • December 22nd, 2010 • Soton Holdings Group, Inc. • Retail-miscellaneous retail • Beijing

This agreement is made this 25 day of November, 2010 by and between Hangzhou Yangcheng Company, Ltd (“Seller”) and Soton Holdings Group, Inc. (“Buyer”). In consideration of the mutual promises herein contained and intending to be legally bound, both parties agree as follows:

RIO BRAVO OIL, INC. 2425 Fountain View Drive, Ste. 300 Houston, Texas 77057 September 26, 2013
Farmout Agreement • September 26th, 2013 • Rio Bravo Oil, Inc. • Crude petroleum & natural gas • Texas

This letter, when accepted as herein provided, will be a Farmout Agreement between RIO BRAVO, INC. (herein called "Farmor") and 0947388 BC, Ltd., a Canadian Limited Partnership (herein called "Farmee"):

SHARE EXCHANGE AGREEMENT
Share Exchange Agreement • February 14th, 2012 • Rio Bravo Oil, Inc. • Retail-miscellaneous retail • Texas

This SHARE EXCHANGE AGREEMENT (this “Agreement”), dated as of February 13, 2012, is by and among Rio Bravo Oil, Inc., a Nevada corporation (the “Parent”), Pan American Oil Company, LLC, a Texas limited liability company (the “Company”), and the Members of the Company identified on Annex A hereto (each, a “Member”, and together, the “Members”). Each of the parties to this Agreement is individually referred to herein as a “Party” and collectively, as the “Parties.”

STOCK SUBSCRIPTION AGREEMENT
Stock Subscription Agreement • December 22nd, 2010 • Soton Holdings Group, Inc. • Retail-miscellaneous retail

Concurrent with the execution of this Subscription Agreement, the undersigned (the “Purchaser”) is purchasing _______________ Shares of Common Stock of SOTON HOLDINGS GROUP, INC. (the “Company”), pursuant to an offering being made to non-U.S. residents only. Purchaser hereby confirms the subscription for and purchase of said number of Shares at share price of $ _____ per share and hereby agrees to pay herewith the total Subscription Price of Dollars ($________ ) for such Shares.

PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • June 8th, 2012 • Rio Bravo Oil, Inc. • Crude petroleum & natural gas • Texas

This Purchase and Sale Agreement (this “Agreement”), dated May 25, 2012, is between EAGLE FORD OIL CO., INC., a Texas Corporation, whose address is 5858 Westheimer, Suite 688, Houston, Texas 77057, (called “Seller”), and PAN AMERICAN OIL COMPANY, L.L.C., a Texas Limited Liability Company, whose address is 5858 Westheimer, Suite 688, Houston, Texas, 77057, (called “Buyer”).

ASSET PURCHASE AGREEMENT
Asset Purchase Agreement • June 8th, 2012 • Rio Bravo Oil, Inc. • Crude petroleum & natural gas • Texas

ASSET PURCHASE AGREEMENT (the “Agreement”) dated as of June 1, 2012, by and between Rio Bravo Oil, Inc., a Nevada corporation, (the “Purchaser”) and Numa Luling, LLC, a Delaware limited liability company (the “Seller”). The Purchaser and the Seller are sometimes referred to herein individually as “Party” and collectively as the “Parties”.

RIO BRAVO OIL, INC. 2425 Fountain View Drive, Ste. 300 Houston, Texas 77057 September 16, 2013
Farmout Agreement • September 26th, 2013 • Rio Bravo Oil, Inc. • Crude petroleum & natural gas • Texas

This letter, when accepted as herein provided, will be a Farmout Agreement between RIO BRAVO, INC. (herein called "Farmer") and 0947388 BC, Ltd., a Canadian Limited Partnership (herein called "Farmee"):

Contract
Subordinated Convertible Debenture • June 8th, 2012 • Rio Bravo Oil, Inc. • Crude petroleum & natural gas • Texas

THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE, AND IS BEING OFFERED AND SOLD PURSUANT TO AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND SUCH LAWS. THIS SECURITY MAY NOT BE SOLD OR TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT OR SUCH OTHER LAWS.

AGREEMENT FOR THE PURCHASE OF COMMON STOCK
Purchase Agreement • November 30th, 2011 • Soton Holdings Group, Inc. • Retail-miscellaneous retail • New York

THIS PURCHASE AGREEMENT, (this “Agreement”) made this 17th day of October, 2011, by and between Mariya Kokho, an individual (“Kokho”), Vasiliy Ignatenko, an individual (“Ignatenko” and together with Kokho, the “Sellers”), Soton Holdings Group, Inc., a Nevada corporation (the “Company” or “Soton”), and Petrina Advisors, Inc., a New York corporation (“Purchaser”), setting forth the terms and conditions upon which Sellers will sell to Purchaser and Purchaser will purchase from Sellers certain securities (the “Securities”) consisting of Two Million Five Hundred Thousand (2,500,000) shares of Soton Holdings Group, Inc. common stock (the “Shares”). Together the Sellers, Soton and the Purchaser are referred to herein as the “Parties.”

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