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EXHIBIT 10.1

Proposed Summary of Terms

Reverse Merger and Private Placement

July 20, 2010

                                      

 

  Public Entity:

WestMountain Index Advisors (“WMTN”)

 

 

  Target:  

Terra Mining Corporation  (“TERRA”)

 

 

Advisor and Placement Agent:

TBD

 

 

  TERRA Shares Outstanding:

TERRA will have no more than 7,500,000 fully diluted shares outstanding prior to the Merger.

 

 

  Reverse Merger:     

WMTN will issue to TERRA common stock of WMTN in exchange for all (100%) of TERRA’s capital stock.  A fixed exchange ratio will be calculated such that at the closing of the Reverse Merger, WMTN will own 15% of the combined company’s common stock.  The public company will have $175,000 cash on the balance sheet at closing.

 

 

  Composition of Board:   

The combined company’s Board of Directors shall consist of five (5) members; (1) to be appointed by BOCO, two (2) to be appointed by TERRA and two (2) to be mutually agreed upon by both BOCO and TERRA.

 

 

  Lock Up:     

TE


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