MAGICAL INSIGHT INVESTMENTS LTD. ACQUISITION OF SOLAR POWER TECHNOLOGY AND PATENT Binding Term Sheet
MAGICAL
INSIGHT INVESTMENTS LTD.
ACQUISITION
OF SOLAR POWER TECHNOLOGY AND PATENT
Binding
Term Sheet
|
Company:
|
Beijing
Hi-Tech Wealth Investment and Development Company Limited, a limited
liability company organized under the laws of the People’s Republic of
China (the “Company”).
|
|
Buyer:
|
Magical
Insight Investments Ltd. (the “Buyer”).
|
|
Price:
|
$10,000,000
(the “Purchase Price”).
|
|
Form
of transaction:
|
Purchase
of the technology, patents and all intellectual property rights related
to
solar powered mobile phones owned by the Company.
|
|
Date:
|
February
8, 2007
|
|
Definitive
Agreement:
|
The
Company and the Buyer shall enter into an agreement (the “Agreement”) to
memorialize the agreement of the Company and the Buyer expressed
herein
within 60 days of date of this Binding Term Sheet, but the execution
of
such Agreement shall not be a precondition to the binding obligations
created hereby.
|
|
Payment
Installments:
|
The
Purchase Price shall be payable in 10 equal installments of $1,000,000.
Each such installment shall be due and payable following the sale
by the
Buyer of 100,000 solar power phones.
|
|
Representations
and Warranties:
|
The
Agreement shall contain customary representations and warranties
for
transactions of this kind, including with respect to the intellectual
property rights of the Company.
|
|
Closing
Conditions:
|
Closing
of the transactions contemplated by the Agreement will be contingent
upon
customary conditions for a transaction of this type.
|
|
Governing
Law:
|
New
York
|
|
Intention
of the Parties:
|
It
shall be the intention of the parties that the mutual obligations
arising
hereunder shall be fully enforceable on the basis of the terms set
forth
herein, irrespective of the execution of the Agreement or the satisfaction
of any of the conditions contained
therein.
|
| MAGICAL INSIGHT INVESTMENTS LTD. | ||
| |
|
|
| Date: | By: | /s/ |
|
|
||
|
Printed
name: XX Xxxx
Title:
Chief Executive Officer
|
||
| BEIJING HI-TECH WEALTH INVESTMENT AND DEVELOPMENT COMPANY LIMITED: | ||
| |
|
|
| Date: | By: | /s/ |
|
|
||
|
Printed
name:
Title:
|
||
2
