Agreement For Appointment of Agent For The Sale of Assets With Aamcor LLC

Exhibit 10.13



AGREEMENT APPOINTING AGENT FOR SALE OF ASSETS



AGREEMENT made April 15, 2009 between Atlas Mining Company (the " Owner ") and AAMCOR LLC (the " Broker ").



1. Sale of Specified Assets. The Owner hereby sells, and Broker hereby purchases, the Assets listed as Items 1, 4, 23, 29 and 55 (Kubota Excavator w/ extra bucket, Atlas Copco U6 Drill with Jaw Kit and Pump, 3 bd yd Wagner Loader, Helios Jumbo Drill and KDS) as listed in Exhibit A attached hereto (the " Sold Assets ") for $300,000, $200,000 of which will be paid by Broker to Owner in cash on the date hereof and $100,000 of which will be paid by Broker to Owner in cash within 14 days of the date hereof. The Broker agrees to immediately attempt to resell all of the Sold Assets and any proceeds above the individual purchase price (the Auction Price for such items on Exhibit A) will be split evenly until all items are resold. Broker will deliver to Owner, within 3 days of such resale, one half of such excess.



2. Employment . The Owner hereby engages the Broker to sell the other assets listed on Exhibit A attached hereto (the " Broker Assets ") on the terms set forth herein.

Collectively, the Sold Assets and the Broker Assets are referred to as the " Assets ").



3. Exclusive Agency . The Owner hereby grants to the Broker the sole and exclusive right to sell the Broker Assets and to resell the Sold Assets for a period of 180 days from the date of this Agreement. This Agreement may be extended following the end of such period upon the mutual agreement of the parties. The parties agree to confer in good faith prior to the end of such period (without being bound), to discuss the extension of this Agreement as to the sale of any remaining unsold Broker Assets.



4. Terms of Sale . Broker shall use its reasonable best efforts to sell the Broker Assets at the best price and to resell the Sold Assets at the best price. During the exclusive period, the Broker will be the sole sales agent and will be responsible to use his reasonable best efforts to sell the Broker Assets and to resell the Sold Assets at a price within his discretion, subject to the next to last sentence of this paragraph 4 at to the Broker Assets. The Broker will make the final decision as to the purchaser of the said Sold Assets and Broker Assets, which is to be in the best interest of both parties value. The Broker shall not, however, sell any Broker Asset at a price below the minimum price for such Broker Asset reflected on Exhibit A, unless it is agreed upon, in writing by both parties . The minimum amount will be the Auction Price as listed on the Exhibit A.


















Exhibit A is attached and is an integral part of this contract. The final list will be signed at the same time as the Contract is signed, both parties shall sign the Exhibit A (all pages) and this will become the Asset list with minimum pricing.



5. Assets. Owner warrants that it has good and m ...