Exhibit 10.4
CONSENT TO SALE OF ASSETS AND DISCHARGE OF SECURITY INTEREST
WHEREAS, American Mining Corporation, a corporation existing under the laws of
Nevada and having a registered office at 0000 Xxxx Xxxxxxxxx Xxxxxx, Xxxxx 000,
Xxx Xxxxx, Xxxxxx (the "Assigner"), has entered into a General Security
Agreement dated May 1, 2007 (referred to herein as the "GSA"), with the
undersigned;
AND WHEREAS the GSA grants the undersigned a general security interest in all
personal property then owned or after-acquired by the Assigner (the "Security
Interest");
AND WHEREAS the GSA provides that the Assigner will not sell, assign or transfer
certain assets of the Assigner without the prior consent of the undersigned;
AND WHEREAS Thrust Energy Corp. (the "Assignee") wants to purchase certain
rights and entitlements to the assets of Assigner pursuant to an Asset Purchase
Agreement dated April 18, 2011, between Assigner and the Assignee (the "Purchase
Agreement");
AND WHEREAS Xxxxxxxx wishes to obtain the consent of the undersigned to the
purchase and sale of the Assets (as defined in the Purchase Agreement) on the
terms set out herein;
NOW THEREFORE in consideration of the Assignee issuing to the undersigned
2,000,000 shares of Series A preferred stock, as fully paid and non-assessable,
having the rights and entitlements set out in the draft Certificate of
Designation annexed hereto as Schedule A, the undersigned hereby consents to the
sale of the Assets and does hereby release and discharge any and all interest or
claim whatsoever in or to the Assets under the GSA or otherwise, including
without limitation, the Security Interest. This document does not constitute a
discharge of any obligation for which the Security Interest was granted.
IN WITNESS WHEREOF the undersigned has set his hand this 31st day of May, 2011.
/s/ Xxxx XxxXxxxxx
Xxxx XxxXxxxxx