BETWEEN: TAKEI ENTERPRISES INC. a limited liability company having its registered office at Suva in the Republic of Fiji (hereinafter together with its successors and assigns referred to as the “the Assignor” of the first part) A N D: QELE RESOURCES...
Exhibit
10.2 Agreement
between Xxxxx Enterprises Inc. and Qele Resources, Inc.
THIS DEED made the
5th day of June 2007.
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BETWEEN:
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XXXXX
ENTERPRISES INC. a limited liability company having its registered
office at Suva in the Republic of Fiji (hereinafter together with its
successors and assigns referred to as the “the Assignor” of the
first part)
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A N D:
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QELE
RESOURCES INC. a limited liability company having its registered
office at Suva in the Republic of Fiji Islands (which together with its
successors and assigns is hereinafter referred to as "the Assignee") of the
third part
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WHEREAS:
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A.
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THE
Assignor and the Assignee entered into an Assignment Agreement dated the
28th day of May, 2007 (hereinafter referred to as “the Assignment
Agreement”) whereby the Assignor agreed to assign to the Assignee Mining
Tenement 1410, Levuka Gold Claim, in the Republic of Fiji Islands
(hereinafter referred to as “Claim”) upon the terms and conditions
contained in the Assignment
Agreement.
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B.
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THE
Assignor has now agreed to assign his interest under the said Assignment
Agreement to the Assignee and the Assignor has agreed to the assignment
upon the terms and conditions contained
herein.
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NOW
THEREFORE THIS DEED WITNESSETH AS FOLLOWS:-
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1.
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THE
Assignor HEREBY
ASSIGNS all his rights title and interest in the Assignment
Agreement to the Assignee which hereby agree to take the assignment of the
same from the 5th
day of June, 2007. The Assignor hereby consents to this
assignment.
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2.
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THE Assignee hereby
agrees to be bound by all the terms and conditions of the Assignment
Agreement and hereby covenants with the Assignor to observe the
same.
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3.
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THE
Assignee hereby also agrees with the Assignor as
follows:-
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(i) that
the sum of $5,000.00
(Five Thousand) in United States lawful currency be given to the Assignor
by the Assignee as consideration for the Assignment of Mining Tenement
1410.
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4.
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UPON
receipt by the Assignor of the consideration it referred to in clause 3(i)
above the Assignor shall thereafter release the Assignee from all further
obligations under the Assignment
Agreement.
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5.
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THE
parties covenant with each other to do all such acts matters and things
and take all necessary steps as may be necessary and/or requisite for the
purpose of carrying into effect the matters set out
herein.
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6.
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IN
the event that any provision of this Deed or its application to any person
or circumstances is or is found to be invalid or unenforceable the
invalidity of unenforceability of such provisions shall not affect the
validity or enforceability of the other provisions of this Deed or the
application of such other provisions to any person or circumstances which
other provisions shall remain in full force and
effect.
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7.
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THIS
Deed shall not be changed or modified in any way subsequent to its
execution except in writing signed by the
parties.
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8.
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THIS
Deed forms the whole of the agreement between the parties respecting the
subject matter hereto and no representation, warranty or statement not
included or specifically provided for herein shall form part of the Deed
between the parties.
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9.
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THIS
Deed shall be governed and construed exclusively by the Laws of Fiji where
the said properties are situated and the parties hereto agree that only
the Courts of the Law in Fiji shall have jurisdiction to entertain any
action in respect of this Deed and on matters flowing from this
Deed.
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10. THE
costs of this Deed shall be paid by the Assignee.
IN
WITNESS WHEREOF the parties of these presents have hereunto set their
hands the day and year first hereinbefore written:
as per
its authorized signatories:
XXXXXXX
XXXXXX SATO
KOZUMI
Xxxxxxx
Xxxxxx Sato
Kozumi
Director
President
Qele
Resources
Inc.
Xxxxx Enterprises Inc.
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