EXHIBIT 10.8
XXXX OF SALE
THIS INDENTURE made the 20th day of September, 1999.
BETWEEN:
XXXXXX X. XXXXXXXXX, of 0000 000xx Xxxxxx, Xxxxxx,
Xxxxxxx Xxxxxxxx, X0X 0X0
(the "Vendor")
OF THE FIRST PART
AND:
ABLE AUCTIONS (1991) LTD., a company incorporated under the
laws of British Columbia and having its head office at 0000
Xxxxxxxx Xxxx, Xxxxxxx, Xxxxxxx Xxxxxxxx, X0X 0X0
(the "Purchaser")
OF THE SECOND PART
WHEREAS the Vendor has agreed to sell and the Purchaser has agreed to
purchase the domain name "xxxxxx.xxx" (the "Name") in consideration of the
purchase price of $200.00;
NOW THEREFORE THIS INDENTURE WITNESSES that the Vendor grants, sells,
assigns, transfers, and conveys the Name to the Purchaser;
TO HOLD the Name and all right, title, and interest of the Vendor thereto
and therein unto and to the use of the Purchaser;
AND the Purchaser agrees to pay to the Vendor the purchase price of $200.00
for the Name;
AND the Purchaser agrees that it will be responsible for the payment of any
and all applicable social services taxes or other sales taxes in respect of the
purchase and sale of the Name;
AND the Vendor represents and warrants to the Purchaser as follows:
(a) Marketable Title. The Vendor owns and possesses and has a good and
marketable title to the Name and, on the sale of the Name hereunder, the
Name will be free and clear of all liens, charges, mortgages, pledges,
security interests, encumbrances, or other claims whatsoever;
2
(b) Domain Name. The Vendor:
(i) is the sole and exclusive registered and beneficial owner of the
Name, free and clear of all encumbrances whatsoever;
(ii) is not a party to or bound by any contract or any other
obligation whatsoever that limits or impairs his ability to sell,
transfer, assign or convey, or that otherwise affects, the Name;
and
(iii) has paid all fees or other costs associated with maintaining the
registration of the Name for the 1999 calendar year, and the
registration of the Name is in good standing with Network
Solutions, Inc.; and
(c) Exclusions and Limitations. The Vendor makes no representations or
warranties regarding its right to the Name or use of the Name except as set
forth in (b) above and except that:
(i) the Vendor has not granted the right or license to any person to
use the Name;
(ii) the Vendor has not received notice from any person that the
Vendor's use of the Name infringes the rights of any other
person; and
(iii) the Vendor has not assigned any rights to the Name or any other
trademarks to any other person;
THIS INDENTURE will be governed by and construed in accordance with the
laws of British Columbia.
IN WITNESS WHEREOF the parties have signed this Indenture as of the date
written above.
/s/ Xxxxxx Xxxxxxxxx
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XXXXXX X. XXXXXXXXX
ABLE AUCTIONS (1991) LTD.
Per:
/s/ Xxxxx Xxxxx
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Authorized Signatory
