Share Purchase Agreement between Interdyme Transactions, Inc. and Almadoro Minerals Corp. for Ninakhori Minerals S.A. Shares

Contract Categories: Business Finance › Purchase Agreements
Summary

This agreement is between Interdyme Transactions, Inc. (the Purchaser) and Almadoro Minerals Corp. (the Shareholder). Almadoro Minerals Corp. agrees to sell all its shares in Ninakhori Minerals S.A. to Interdyme Transactions, Inc. for $1.00. The Shareholder confirms it owns the shares free of any claims and has the authority to sell them. The sale is effective as of July 9, 2008, and both parties agree to complete any necessary paperwork to finalize the transfer.

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EX-10.3 4 tap_10q-ex10x3.htm EXHIBIT 10.3

Exhibit 10.3

SHARE PURCHASE AGREEMENT

THIS SHARE PURCHASE AGREEMENT dated as of the 16th day of July, 2008,

BETWEEN:
  INTERDYME TRANSACTIONS, INC., having an office at Via Espana, Galerias Obarrio, Piso 2, Oficina No. 55, Panama City, Panama

  (the “Purchaser”)

AND:
  ALMADORO MINERALS CORP., a Nevada corporation having an office at 9620 Williams Road, Richmond, British Columbia, V7A 1H2

  (the “Shareholder”)

WHEREAS:

A.     The Shareholder is the registered and beneficial owner of all of shares in the capital of Ninakhori Minerals S.A. (the “Shares”);

B.     The Shareholder wishes to sell, and the Purchaser wishes to purchase, the Shares pursuant to the terms and conditions of this agreement;

        NOW THEREFORE THIS AGREEMENT WITNESSES that for and in consideration of $1.00 and other good and valuable consideration paid by each party to the other, the receipt and sufficiency of which are acknowledged, the parties covenant and agree as follows:

1. The Shareholder agrees to sell and the Purchaser agrees to purchase the Shares for and at a price of US$1.00 at the date of this agreement (the “Purchase Price”).

2. The Purchaser will deliver to the Shareholder US$1.00 as consideration for the transfer of the Shares.

3. The Shareholder represents and warrants to the Purchaser that:

  a. The Shareholder owns the Shares as the legal and beneficial owner thereof, free of all liens, claims, charges and encumbrances of every nature and kind whatsoever. The Shares are fully paid and non-assessable and the Shareholder has due and sufficient right and authority to enter into this agreement and to transfer the legal and beneficial title and ownership of the Shares to the Purchaser.

  b. No person, firm or corporation has any agreement or option or a right capable of becoming an agreement for the purchase of the Shares, with the exception of this agreement.

4.     The effective date of sale and purchase of the Shares will be July 9, 2008 (the “Closing”).

5. At the Closing,

  a. the Shareholder will deliver to the Purchaser the share certificates, duly endorsed for transfer, representing the Shares, and

  b. the Purchaser will deliver US$1.00 as full payment for the Purchase Price.

6. This agreement will enure to the benefit of and will be binding upon the parties and their respective successors and assigns.

7. Time will be of the essence of this agreement.

8. The parties will sign such further assurances and other documents and instruments and do such further and other things as may be necessary to implement and carry out the intent of the agreement.

        IN WITNESS WHEREOF the parties have signed this Share Purchase Agreement as of the day and year first above written.

Interdyme Transactions, Inc.

Per:

/S/                                      
Authorized Signatory

Almadoro Minerals Corp.

Per:

/S/                                      
Authorized Signatory