Exhibit 4.7




Exhibit 4.7




ASSET PURCHASE AND SALE AGREEMENT 




THIS AGREEMENT is dated the 31st day of October, 2008.




BETWEEN:

TJJ HOLDINGS INC., a British Columbia corporation with a registered and records office at Suite 300 — 576 Seymour Street, Vancouver, British Columbia V6B 3K1




(the "Vendor")




AND:

ARRIS RESOURCES INC., a British Columbia corporation with a registered and records office at Suite 1000 — 925 West Georgia Street, Vancouver, British Columbia V6C 3L2




(the "Purchaser")




WHEREAS:




A.

The Vendor is the recorded holder of and holds beneficial interest in and to the Assets (as hereinafter defined and




B.

The Vendor has agreed to sell, assign and transfer to the Purchaser, and the Purchaser has agreed to purchase and accept from the Vendor, all of the Vendor's actual or purported interest in and to the Assets, including without limitation its beneficial interest in and to the Assets




NOW THEREFORE in consideration of the mutual covenants set out in this Agreement, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties represent, covenant and agree as follows:




ARTICLE 1

DEFINITIONS




1.1

Definitions




In this Agreement:




(a)

"Assets" means the mineral claims registered in the MTO System and listed in Schedule "A" hereto.




(b)

"Closing" means the place, date and time mutually agreed to by the parties to complete the transaction contemplated hereby.




(c)

"Mineral Titles Office" means the Mineral Titles Branch of the British Columbia Ministry of Energy, Mines and Petroleum Resources.




(d)

"MTO System" means the Mineral Titles Online internet-based system for mineral tenure acquisition and title maintenance, maintained by the Mineral Titles Office.






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(e)

"Purchase Price" has the meaning ascribed to such term in Section 2.2 of this Agreement.




ARTICLE 2

PURCHASE AND SALE OF ASSETS AND PURCHASE PRICE




2.1

Purchase and Sale of Assets




The Vendor hereby sells, assigns and transfers to the Purchaser, and the Purchaser hereby purchases and acquires from the Vendor, all of the Vendor's actual, or purported, interest in and to the Assets on the terms and conditions hereinafter set forth.




2.2

Purchase Price




The purchase price payable by the Purchaser to the Vendor for the Assets shall be the aggregate sum of US$250,000 (the "Purchase Price"). The Purchaser shall satisfy payment of the Purchase Price by delivering to the Vendor at Closing a cheque or bank draft payable to "TJJ Holdings Inc." in the aggregate amount of the Purchase Price.




2.3

Additional Documentation




The Vendor will provide at Closing any required notices of transfer, quitclaim deeds or other documentation necessary to complete or evidence the transfer of the Vendor's interest in and to the Assets to the Purchaser.




2.4

Filing of Documentation




On the date of Closing the Purchaser will file all necessary documentation with the Mineral Titles Office, Gold Commissioner's Office or such other governmental office as required, to transfer full beneficial and legal title to the Assets to the Purchaser.




ARTICLE 3

REPRESENTATIONS AND WARRANTIES




3.1

Representations and Warranties of the Vendor




The Vendor represents and warrants to the Purchaser that it is the sole beneficial owner of the Assets and that it has the right and authority to sell, transfer and assign to the Purchaser its entire interest in and to the Assets.




ARTICLE 4

GENERAL




4.1

Further Assurances




Each party hereto will, from time to time and at all times hereafter upon request, without further consideration, do such further acts and deliver all such further assurances, deeds and documents as shall be reasonably required in order to fully perform and carry out the terms of this Agreement.









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4.2

Governing Law




This Agreement shall, in all respects, be subject to, interpreted, construed and enforced in accordance with and under the laws of the Province of British Columbia and the federal laws of Canada applicable therein.




4.3

Successors and Assigns




This Agreement shall be binding upon and shall enure to the benefit of the parties and their respective heirs, executors, administrators, trustees, receivers, successors and assigns.




4.4

Entire Agreement




This Agreement states the entire agreement between the parties hereto with respect to the purchase and sale of the interest of the Vendor in and to the Assets. No amendments shall be made to this Agreement unless in writing, executed by the parties.




4.5

Counterparts




This Agreement may be executed in counterparts and may be delivered by facsimile or email transmission, each of which when executed and delivered by either of the parties to the other shall be deemed to be an original and such counterparts shall together constitute one and the same instrument.




4.6

Headings




The insertion of headings in this Agreement is for convenience of reference only and does not affect the construction or interpretation of the provisions of this Agreement.




4.7

Severability




If one or more provisions of this Agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect, any such provision shall be severable from this Agreement, in which event this Agreement shall be construed as if such provision had never been contained herein.




IN WITNESS WHEREOF, the parties have executed this Agreement on the date first written above. 




TJJ HOLDINGS INC.




		
	By:

	/s/ Thomas Kennedy


	Name:

	Thomas Kennedy


	Title:

	Director







ARRIS RESOURCES INC.




		
	By:

	/s/ Lucky Janda


	Name:

	Lucky Janda


	Title:

	President












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Schedule "A"




ASSETS




								
	TENURE

NUMBER

	TENURE

TYPE

	CLAIM

NAME

	OWNER

	MAP

NUMBER

	GOOD TO

DATE

	STATUS

	AREA


	557726

	Mineral

	MOLY 1

	218311

(100%)

	104N

	2008/dec/15

	GOOD

	373.857


	557728

	Mineral

	MOLY2

	218311

(100%)

	104N

	2008/dec/15

	GOOD

	259.978


	558244

	Mineral

	MOLY3

	218311

(100%)

	104N

	2008/dec/15

	GOOD

	162.615


	558245

	Mineral

	MOLY4

	218311

(100%)

	104N

	2008/dec/15

	GOOD

	325.107


	558784

	Mineral

	MOLY5

	218311

(100%)

	104N

	2008/dec/15

	GOOD

	406.399


	558787

	Mineral

	MOLY6

	218311

(100%)

	104N

	2008/dec/15

	GOOD

	259.989


	558788

	Mineral

	MOLY7

	218311

(100%)

	104N

	2008/dec/15

	GOOD

	389.984


	558789

	Mineral

	MOLY8

	218311

(100%)

	104N

	2008/dec/15

	GOOD

	373.631


	558790

	Mineral

	MOLY9

	218311

(100%)

	104N

	2008/dec/15

	GOOD

	389.819


	558791

	Mineral

	MOLY10

	218311

(100%)

	104N

	2008/dec/15

	GOOD

	406.617


	558792

	Mineral

	MOLY11

	218311

(100%)

	104N

	2008/dec/15

	GOOD

	406.619


	558793

	Mineral

	MOLY11

	218311

(100%)

	104N

	2008/dec/15

	GOOD

	406.361


	558794

	Mineral

	MOLY13

	218311

(100%)

	104N

	2008/dec/15

	GOOD

	406.362


	558795

	Mineral

	MOLY14

	218311

(100%)

	104N

	2008/dec/15

	GOOD

	406.143


	562965

	Mineral

	M1

	218311

(100%)

	104N

	2008/dec/15

	GOOD

	276.459


	562981

	Mineral

	M2

	218311

(100%)

	104N

	2008/dec/15

	GOOD

	178.927


	573855

	Mineral

	MO 1

	218311

(100%)

	104N

	2009/j an/16

	GOOD

	113.734


	583081

	Mineral

	MOLY15

	218311

(100%)

	104N

	2009/apr/29

	GOOD

	292.798


	583103

	Mineral

	MOLY16

	218311

(100%)

	104N

	2009/apr/29

	GOOD

	243.967


	583108

	Mineral

	MOLY16

	218311

(100%)

	104N

	2009/apr/29

	GOOD

	243.998


	583116

	Mineral

	TKMOLY

	218311

(100%)

	104N

	2009/apr/29

	GOOD

	390.55


	586661

	Mineral

	TK 2

	218311

(100%)

	104N

	2009/jun/21

	GOOD

	113.867












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