EXHIBIT 10.6
ASSET PURCHASE AGREEMENT
THIS AGREEMENT is made as of this 13th day of April, 1998, by and between
Uranium Power Corporation, a Colorado corporation (the "Purchaser") and
Athabasca Uranium Syndicate, a syndicate formed in British Columbia, Canada (the
"Seller").
WHEREAS, the Seller is willing to sell, and the Purchaser is willing to
purchase, all of the assets of the Seller on the terms and conditions
hereinafter set forth.
NOW, THEREFORE, for and in consideration of the premises and the mutual
covenants contained herein and other good and valuable consideration, the
receipt, adequacy and sufficiency of which are hereby acknowledged, the parties
hereto covenant and agree as follows:
1. Purchase and Sale of the Assets. The Seller agrees to sell, assign,
convey and transfer to the Purchaser, and the Purchaser agrees to purchase from
the Seller, all of the assets of the Seller (collectively, the "Assets"),
consisting primarily of a parcel of property in Northern Saskatchewan. The
Seller's sale, conveyance, assignment and transfer of the Assets shall be free
and clear of all liens, encumbrances, liabilities or obligations.
2. Purchase Price. In full consideration for the purchase of the Assets,
the Purchaser will issue to the owners of Seller an aggregate of 6,000,000
shares of Purchaser's Common Stock, or 300,000 shares per Syndicate Unit.
3. Consent of Seller's Owners. All holders of Syndicate Units of the Seller
will execute a Subscription Agreement and Investment Letter in the form provided
by the Purchaser. The Subscription Agreement and Investment Letter will evidence
the consent of each Unit holder to this Agreement.
4. Governing Law. The interpretation and construction of this Agreement,
and all matters relating hereto, shall be governed by the internal laws of the
State of Colorado.
IN WITNESS WHEREOF, the parties hereto have caused their names to be
hereunto subscribed, all as of the day and year first above written.
"PURCHASER"
URANIUM POWER CORPORATION
By: /s/Xxxxxxxx X. Xxxxxxxxx
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Xxxxxxxx X. Xxxxxxxxx, President
"SELLER"
ATHABASCA URANIUM SYNDICATE
By: /s/Xxxxxxxx X. Xxxxxxxxx
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Xxxxxxxx X. Xxxxxxxxx, Director
By: /s/Xxxxxxx X. Xxxxxxx
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Xxxxxxx X. Xxxxxxx, Director
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