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EXHIBIT 6.8
Acknowledge/Agreement between Xxxxxxxx Xxxxx
and Omicron Technologies, Inc.
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EXHIBIT 6.8
ACKNOWLEDGEMENT
DATED this 22nd day of October, 1999
BETWEEN:
Xxxxxxxx Xxxxx, an individual residing in the Province of British
Columbia,
(Hereinafter referred to as "Sterling")
OF THE FIRST PART
-AND-
Omicron Technologies, Inc. a corporation with its register office in
the state of Florida.
(Hereinafter referred to as "Omicron")
OF THE SECOND PART
WHEREAS, Sterling has transferred on behalf of Omicron certain common
stock owned by him in satisfaction of services rendered by individuals and/or
companies ("third parties") to Omicron as set out in Schedule "A" attached
hereto.
WHEREAS, Sterling released said common stock on the understanding that
Omicron would then reimburse said common stock to Sterling.
AND WHEREAS, Omicron has acknowledged that such common stock will be
returned to Sterling forthwith.
NOW THEREFORE THIS AGREEMENT WITNESSES THAT, in consideration of the
foregoing premises, the mutual covenants, agreements, representations,
warranties and indemnities of the parties herein set forth, and for other good
and valuable consideration (the receipt and sufficiency of which are hereby
acknowledged by each party), the parties hereto agree as follows:
1. Omicron will reimburse back to Sterling the common stock that Sterling
has transferred to third parties on behalf of Omicron as expeditiously
as possible.
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2. Furthermore, if Sterling were to transfer additional common stock to
third parties in satisfaction of services rendered by such third
parties, Omicron agrees that Sterling shall be reimbursed back in the
same manner as set out in Paragraph 1.
3. Additionally the type of common stock received by Sterling shall be in
the same form as the shares that Sterling has transferred to third
parties, in that if such stock is free trading, then Omicron will
return free trading shares to Sterling. If the shares transferred by
Sterling have a restriction on them, then Omicron will return to
Sterling shares with the same restriction.
4. Omicron agrees to indemnify Sterling in the event that the unintended
nature of the aforementioned transfer results in any income taxes
payable by Sterling.
5. This Agreement shall be construed, interpreted and enforced in
accordance with, and the respective rights and obligations of the
parties shall be governed by, the laws of the State of Florida and the
federal laws of the United States of America applicable therein without
reference to any principles of conflicts of laws, and each party
irrevocably and unconditionally attorns to the non-exclusive
jurisdiction of the Courts of Florida and all courts competent to hear
appeals therefrom with respect to any matter arising hereunder or
related hereto.
6. This Agreement shall enure to the benefit of and shall be binding on
and enforceable by the parties hereto and, where the context so
permits, their respective heirs, executors, legal personal
representatives and successors.
IN WITNESS WHEREOF the parties to this Agreement have executed this
Agreement.
) Omicron Technologies, Inc.
)
[ILLEGIBLE] )
----------------------------- ) per: /s/ XXXXX XXXXXX
Witness ) ----------------------------------
) Xxxxx Xxxxxx, Secretary/Treasurer
)
)
)
[ILLEGIBLE] ) /s/ XXXXXXXX XXXXX
----------------------------- ) ----------------------------------
Witness ) Xxxxxxxx Xxxxx
)
)
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SCHEDULE "A" - SHARE TRANSFERS
7/31/98 10,000 Xxxxx Xxxxxx
8/25/98 7,000 Xxxxxx Capital
12/2/98 5,000 Xxxxxx Xxx
2/1/99 250,000 P.D.I.
3/17/99 2,000 Xx Xxxxx Network
4/8/99 2,000 Xx Xxxxx Network
5/7/99 2,000 Xx Xxxxx Network
5/28/99 15,000 Skip Nordstrom
5/28/99 4,000 Xxxxx Xxxxx-Xxxxxx
6/8/99 5,000 Xxx Xxxxx
6/10/99 15,000 Skip Nordstrom
6/23/99 2,000 Xx Xxxxx Network
6/23/99 50,000 Xxxxx Xxxxxx
6/25/99 30,000 Xxxx Xxxx
7/7/99 50,000 Value Finder
7/7/99 41,500 Market Information Communication
7/7/99 100,000 North American Corp. Consultants
7/15/99 50,000 Xxxxx Xxxxxx
7/16/99 100,000 National Capital
7/19/99 25,000 Xxx Copia
7/20/99 25,000 Research Investment Group
7/21/99 35,000 Capital Research Group
7/27/99 15,000 Xxx Copia
7/27/99 10,000 Research Investment Group
7/27/99 25,000 Capital Research Group
7/27/99 20,000 Cam Xxxxx
7/28/99 250,000 Dynasty Consulting
7/30/99 30,000 North American Corp. Consultants
8/27/99 13,000 Xxxxxx Xxx
9/7/99 10,000 Research Investment Group
9/7/99 10,000 Capital Research Group
9/7/99 8,000 Market Information Communication
9/7/99 10,000 Xxxxxx Xxxxxxx
9/17/99 15,000 Xxxxx Xxxxxx
TOTAL 1,241,500 SHARES
