SHARE TRANSFER AGREEMENT
BETWEEN:
Navtech Applied Research Inc., a corporation
having its registered office
in the City of Waterloo,
in the Province of Ontario, Canada
(Hereinafter referred to as "NARI")
AND:
Navtech, Inc., a corporation
having its principal office
in the City of Monterey,
in the State of California, USA
(Hereinafter referred to as "Navtech")
DATED: October 23rd, 2000
WHEREAS, NARI wishes to further reduce the amount of its indebtedness to
Navtech;
WHEREAS, NARI is the owner of 502,766 shares of Common Stock, par value $.001
per share, of Navtech (the "Common Shares");
WHEREAS, NARI wishes to transfer the Common Shares to Navtech to further reduce
the amounts of its indebtedness to Navtech;
NOW THEREFORE THIS AGREEMENT WITNESSETH that in consideration of the mutual
covenants and agreements hereinafter set forth, the parties hereby agree as
follows:
1. Navtech accept the transfer of the Common Shares from NARI;
2. that, upon the transfer of the Common Shares from NARI to Navtech, the
amount of indebtedness of NARI to Navtech be further reduced by the
fair market value of the Common Shares as of October 23, 2000 based
upon the last sale price as of such date.
3. that, after reconciliation of all accounts as of October 31, 2000,
giving effect to any further interest and royalty adjustments, the
remaining balance of all debt owing from NARI to Navtech, or its
subsidiary, Navtech Systems Support Inc., be reduced to an amount
equal to $63,400 Canadian, such amount to be paid no later than
January 15, 2001.
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IN WITNESS WHEREOF the parties hereto have set their hands and seals.
SIGNED, SEALED AND DELIVERED ) Navtech Applied Research Inc.
in the presence of: )
) /s/ Dorothy English
) ----------------------------
) Dorothy English, Secretary
)
) Navtech, Inc.
)
) /s/ David Strucke
) -----------------------------
) David Strucke
) Chief Financial Officer
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