Mason Oil Co Inc Sample Contracts

Brandmakers Inc – AGREEMENT (March 18th, 2005)

AGREEMENT This AGREEMENT ("Agreement"), dated as of October 27, 2004, by and among BRANDMAKERS, INC., a Utah corporation ("BRANDMAKERS"), the stockholders of BRANDMAKERS as listed on the signature page (the "BRANDMAKERS Stockholders"), Gary F. Labrozzi and Joaquim Soler (the "New Shareholders"). WHEREAS, the New Shareholders have been requested by the Board of Directors of BRANDMAKERS to formulate a plan to reduce the liabilities of BRANDSMAKERS and provide new management for BRANDMAKERS due to severe financial distress of the company resulting in its inability to conduct its normal business operations; and WHEREAS, the New Shareholders have formulated a plan under which certain of its creditors would convert their accounts payable of BRANDMAKERS into common stock of BRANDMAKERS and therefore improve BRANDMAKERS's financial condition by conversion of liabilities to stockholders equity (the "Conversion"); and WHEREAS, the New Shareholders are satisfied that a satisf

Brandmakers Inc – AGREEMENT (December 9th, 2004)

This AGREEMENT ("Agreement"), dated as of October 27, 2004, by and among BRANDMAKERS, INC., a Utah corporation ("BRANDMAKERS"), the stockholders of BRANDMAKERS as listed on the signature page (the "BRANDMAKERS Stockholders"), Gary F. Labrozzi and Joaquim Soler (the "New Shareholders").

Brandmakers Inc – Employment Agreement for Chuck Massey (October 11th, 2000)

=============================================================================== Employment Agreement for Chuck Massey THIS AGREEMENT, executed on the date (or dates) set forth below, by and between: BRANDMAKERS, INC., a Utah corporation with its principal place of business located at 1325-C Capital Circle, Lawrenceville, Georgia 30043, acting through its authorized officer Geoffrey A. Williams, and hereafter referred to as either as the Company or Brandmakers; - and - Charles Massey, acting on his own behalf and hereafter referred to as Chuck Massey or Employee; Declare as their mutual intent and purpose as follows. RECITALS : WHEREAS, the Company desires to engage Chuck Massey to perform services for the Company, Brandmakers, or any future parent or subsidiary company of Brandmakers; and WHEREAS, Chuck Massey ["Employee" herein] desires to perform such services on the terms and conditions hereinafter set forth.

Brandmakers Inc – Employment Agreement for Hank W. Cleare (October 11th, 2000)

=============================================================================== Employment Agreement for Hank W. Cleare THIS AGREEMENT, executed on the date (or dates) set forth below, by and between: BRANDMAKERS, INC., a Utah corporation with its principal place of business located at 1325-C Capital Circle, Lawrenceville, Georgia 30043, acting through its authorized officer Geoffrey A. Williams, and hereafter referred to as either as the Company or Brandmakers; - and - Hank W. Cleare, acting on his own behalf and hereafter referred to as Hank Cleare or Employee; Declare as their mutual intent and purpose as follows. RECITALS : WHEREAS, the Company desires to engage Hank Cleare to perform services for the Company, Brandmakers, or any future parent or subsidiary company of Brandmakers; and WHEREAS, Hank Cleare ["Employee" herein] desires to perform such services on the terms and conditions hereinafter set forth.

Brandmakers Inc – Employment Agreement for Geoff Williams (October 11th, 2000)

=============================================================================== Employment Agreement for Geoff Williams THIS AGREEMENT, executed on the date (or dates) set forth below, by and between: BRANDMAKERS, INC., a Utah corporation with its principal place of business located at 1325-C Capital Circle, Lawrenceville, Georgia 30043, acting through its authorized officer Geoffrey A. Williams, and hereafter referred to as either as the Company or Brandmakers; - and - Geoffrey A. Williams, acting on his own behalf and hereafter referred to as Geoff Williams or Employee; Declare as their mutual intent and purpose as follows. RECITALS : WHEREAS, the Company desires to engage Geoff Williams to perform services for the Company, Brandmakers, or any future parent or subsidiary company of Brandmakers; and WHEREAS, Geoff Williams ["Employee" herein] desires to perform such services on the terms and conditions hereina

Brandmakers Inc – AGREEMENT OF PURCHASE AND SALE (March 9th, 2000)

AGREEMENT OF PURCHASE AND SALE THIS AGREEMENT is made this ______ day of February, 2000 by and between BRANDMAKERS, INC. ("Purchaser"} and JOSHUA FRIEDMAN and PHYLLIS ZYSKIND (together, "Seller"). WHEREAS, Seller purchased assets of Multi-Page Communications, LLC, a Delaware limited liability company ("Multi-Page"), pursuant to a foreclosure of Seller's lien on such assets at a sale held on February 23, 2000; and WHEREAS, Purchaser desires to purchase and receive from Seller and Seller desires to sell and assign to Purchaser foreclosed assets of Multi-Page recently located in Conyers, Rockdale County, Georgia; NOW, THEREFORE, in consideration of the mutual promises and conditions contained in this Agreement, the parties agree as follows: 1. Purchase and Sale Purchaser agrees to purchase from Seller and Seller agrees to deliver to Purchaser on the Closing Date, as defin

Mason Oil Co Inc – ASSET PURCHASE AGREEMENT (November 5th, 1999)

ASSET PURCHASE AGREEMENT BY AND BETWEEN MASON OIL COMPANY, INC. AND BRANDMAKERS, INC. TABLE OF CONTENTS Page ARTICLE 1 PURCHASE AND SALE OF ASSETS 1.1. Purchase and Sale of Assets...............................2 1.2. Retained Assets...........................................3 1.3. Liabilities...............................................3 ARTICLE 2CONSIDERATION...............................................3 2.1. Purchase Price............................................3 2.2. Payment of Purchase Price.................................3 ARTICLE 3CLOSING OBLIGATIONS OF THE PARTIES..........................3 3.1. Closing...................................................3

Mason Oil Co Inc – MEMORANDUM OF AGREEMENT (January 26th, 1999)

MEMORANDUM OF AGREEMENT BETWEEN PT PATRINDO PERSADAMAJU AND HEMLEY EXPLORATION PTY. LTD. This MEMORANDUM OF AGREEMENT (the "MOA") is made and entered into effective as of August 24, 1998, by and between: PT. PATRINDO PERSADAMADJU (the "Patrindo"), a private company that is under the law of Republic of Indonesia, residing in JL. Falatehan 1/31, Kebayoran Baru, Jakarta 12160, Indonesia. For the purpose of this MOA, Patrindo will be represented by Baskara Sukarya as the President Director of Patrindo. AND, HEMLEY EXPLORATION PTY. LTD (the "HEMLEY"), a corporation that is under the law of Australia, residing in Suite 3 ECH House, 174 Greenhill Road, Parkside 5063, South Australia. For the purpose of this MOA, HEMLEY will be represented by John L. Naylor as the CEO and Director of HEMLEY. RECITALS Pa

Mason Oil Co Inc – ACCESS AGREEMENT (January 26th, 1999)

ACCESS AGREEMENT BETWEEN YANKUNYTJATJARA COUNCIL (ABORIGINAL CORPORATION) AND ANTAKIRINJA LAND MANAGEMENT (ABORIGINAL CORPORATION) AND PADDY JONES JEAN WOODS TILLY WAYE SADIE SINGER LALLIE LENNON JOHNNY CULLINAN AND WILLIAM HERBERT LENNON SNR. EILEEN CROMBIE IAN CROMBIE KEITH SMITH AND HEMLEY EXPLORATION PTY. LTD. prepared by: PITJANTJATJARA COUNCIL INC. (LEGAL DEPARTMENT) 3 Wilkinson St

Mason Oil Co Inc – DRILLING RIG SALE AND PURCHASE AGREEMENT (January 26th, 1999)

DRILLING RIG SALE AND PURCHASE AGREEMENT BETWEEN: TD INTERNATIONAL SA ("TDI") MASON OIL COMPANY, INC. (`Mason") HEMLEY EXPLORATION PTY LTD (ACN 073 039 059) ("Hemley") DESCO INCORPORATED ("DESCO") AND DAVID A MUNNS ("Munns") THIS AGREEMENT is made the _________ day of _________, 1998. BETWEEN: TD INTERNATIONAL SA a company registered in Panama, with its principal place of business at 32 Tuas Avenue 4, Singapore 639381 ("TDI") MASON OIL COMPANY, INC. a Utah corporation with its principal place of business at PO Box 1566 Sarasota, Florida ("Mason" and sometimes collectively with Hemley "the Sellers") HEMLEY EXPLORATION PTY LTD (ACN 073 039 059) a company

Mason Oil Co Inc – RIG SALE, PURCHASE AND UTILIZATION AGREEMENT (December 11th, 1997)

RIG SALE, PURCHASE AND UTILIZATION AGREEMENT 1. THE PARTIES ----------- 1.1 HEMLEY EXPLORATION PTY LTD., a company registered in Australia under No. ACN 073039059 and a wholly owned subsidiary of Mason Oil Company, Inc. with its principal place of business at Suite 3 BCH House, 174 Greenhill Road, Parkside 5063, South Australia ("Hemley"). 1.2 MASON OIL COMPANY, INC., a Utah corporation with its principal place of business at P.O. Box 1566, Sarasota. Florida ("Mason" and sometimes collectively with Hemley, the "Buyers"). TD INTERNATIONAL S.A., a company registered in Panama, with its principal place of business at 35, Gul Crescent, Singapore 629544 ("TDI"). 2. RECITALS -------- 2.1 TDI owns an oil and gas drilling rig and related equipment, and possesses expertise in the operation of oil and gas drilling rigs. 2.2 Hemley desires to acquire an interest in such rig and equipment and to retain TDI to provide supervisory and other services with respect to th

Mason Oil Co Inc – JOINT VENTURE AGREEMENT (October 14th, 1997)

JOINT VENTURE AGREEMENT BETWEEN PT. PUTRA BAKTI MAHKOTA ("PUTRA") AND HEMLEY EXPLORATION PTY. LTD ("HEMLEY") This Joint Venture Agreement (the "Agreement") is made and entered into effective as of the 28th day of July, 1997, by and between Hemley Exploration Pty. Ltd, an Australian Corporation ("Hemley"), and PT. Putra Bakti Mahkota, a corporation organized and existing under the laws of the Republic of Indonesia ("Putra") Recitals -------- A. Putra has entered into a Technical Assistance Contract in the form attached hereto as Exhibit A (the "TAC") with Perusahaan Pertambangan Minyak Dan Gas Bumi Negara, an Indonesian State Enterprise established on the basis of Law No. 8/1971 ("Pertamina"), relating to development of the Sambido

Mason Oil Co Inc – AMENDMENT NO. 1 TO CONSULTING FEE AGREEMENT (May 20th, 1997)

#40414 AMENDMENT NO. 1 TO CONSULTING FEE AGREEMENT This Amendment No. 1 (the "Amendment") to the Consulting Fee Agreement dated February 28, 1997 (the "Agreement") between Mason Oil Company, Inc. (the "Company"), and Carl L. Smith, III, Matthew A. Veal, and Peg Quisenberry (collectively, the "Consultants"), is made and entered into this 8th day of May, 1997, by and between the Company and the Consultants. R E C I T A L S WHEREAS, the Company and the Consultants are parties to the Agreement, whereby the Consultants were engaged by the Company to perform certain consulting services in connection with the Company's corporate organizational and public relations matters. Also party to the Agreement was another consultant, David Wood, as to whom the Agreement has already expired according to its terms; and WHEREAS, pursuant to the Agreement, the Company agreed to pay the Consultants as compensation, fo

Mason Oil Co Inc – SUBSCRIPTION AGREEMENT AND INVESTMENT REPRESENTATION (May 20th, 1997)

1 #41295 MASON OIL COMPANY, INC. SUBSCRIPTION AGREEMENT AND INVESTMENT REPRESENTATION THE SECURITIES BEING SUBSCRIBED TO HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED OR UNDER APPLICABLE STATE SECURITIES LAWS DUE TO THE APPLICATION OF REGULATIONS PROMULGATED BY THE U.S. SECURITIES AND EXCHANGE COMMISSION UNDER THE PROVISIONS OF THE SECURITIES ACT OF 1933, AS AMENDED. FURTHER, THE SECURITIES BEING SUBSCRIBED TO MAY NOT BE TRANSFERRED EXCEPT PURSUANT TO TRANSACTIONS EXEMPT FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT OF 1933, AS AMENDED, AND APPLICABLE STATE SECURITIES LAWS, OR COMPLIANCE THEREWITH. Name of Subscriber: FAI Overseas Investments Pty. Ltd. Number of Shares: 1,475,000