WITNESSES THAT WHEREAS. A. The Company and the Trustee have entered into an indenture (the "Indenture") dated as of November 30, 2004 providing for the issuance of 8.00% Senior Subordinated Notes due 2012 of the Company (the "Securities"); and
WITNESSES THAT WHEREAS. A. The Optionee is a director, officer, consultant or senior full-time or part-time employee of the Company or of a subsidiary of the Company, or a company providing management services to the Company.
WITNESSES THAT WHEREAS. A. The Borrower has applied to the Lender for a loan in the aggregate principal amount of US$1,000,000 (the “Loan”) to be utilized by the Borrower for the purposes described in Section 3.
WITNESSES THAT WHEREAS. A. InNexus holds the patent for the next-generation technology platform for enhancement of monoclonal antibodies known as SuperAntibody Technology or "SAT";
WITNESSES THAT WHEREAS. A. The Company is incorporated under the laws of British Columbia and carries on the business of mineral exploration;
WITNESSES THAT WHEREAS. A. The Optionor is the legal and beneficial owner of, the Claims, which are located in the Kamloops Mining Division, British Columbia.
WITNESSES THAT WHEREAS. A. It is essential to the Company to retain and attract as directors, officers, employees and consultants the most capable persons available;
WITNESSES THAT WHEREAS. A. The Vendor is the legal and beneficial owner of all of the issued and outstanding shares and warrants(collectively, the "Shares") in the capital of Ungava Mines Inc. ("Ungava");
WITNESSES THAT WHEREAS. A. The Company is a leading multimedia company involved in the development and management of creative interactive broadcast properties for television, radio, advertising and the internet;
WITNESSES THAT WHEREAS. A. The Offeror wishes to make a take-over bid for all of the outstanding Shares of the Company, other than Shares held by the Offeror and its affiliates, subject to the terms and conditions of this Agreement;
