0001137171-07-000069 Sample Contracts

AGREEMENT AND PLAN OF MERGER AMONG GEORGIA EXPLORATION, INC. WHARTON RESOURCES CORP. GEX ACQUISITION CORP. AND CODEAMERICA INVESTMENTS LLC, BASSAM NASTAT, HARBOUR ENCAP LLC,
Agreement and Plan of Merger • January 16th, 2007 • Sytsma Donald L • Metal mining • Delaware

AGREEMENT AND PLAN OF MERGER, dated the 21st day of November, 2006, between GEORGIA EXPLORATION, INC., a corporation organized under the laws of the State of Nevada (“Georgia”), and GEX ACQUISITION CORP., a corporation organized under the laws of the State of Delaware (“Merger Sub”), WHARTON RESOURCES CORP., a corporation duly organized under the laws of the State of Delaware and having an office in the City of Olive Branch, in the State of Mississippi (“Wharton”), and CODEAMERICA INVESTMENTS LLC, BASSAM NASTAT, and HARBOUR ENCAP LLC, being shareholders of Wharton Resources Corp. (the “Wharton Stockholders”)

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AGREEMENT OF JOINT FILING GEORGIA EXPLORATION INC. COMMON SHARES
Sytsma Donald L • January 16th, 2007 • Metal mining

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby confirm the agreement by and among them to the joint filing on behalf of each of them of a Statement on Schedule 13D, and any and all amendments thereto, with respect to the above referenced securities and that this Agreement be included as an Exhibit to such filing.

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