0001085037-06-001770 Sample Contracts

SHARE EXCHANGE AGREEMENT
Call Option Agreement • September 11th, 2006 • Northwest Passage Ventures LTD • Water transportation • British Columbia

common shares in the capital of Northwest, which Preferred Shares have the rights and restrictions as set out in Schedule “B” attached hereto; and

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PARTICIPATION AND SHAREHOLDERS AGREEMENT Parties: Wind en Water Technologie B.V. Americas Wind Energy, Inc. DOEN Participaties B.V. Meltech Holding B.V. and Emergya Wind Technologies B.V.
Shareholders Agreement • September 11th, 2006 • Northwest Passage Ventures LTD • Water transportation

Parties sub I, II, and III jointly referred to as “Shareholders” and individually each a “Shareholder”. The Shareholders, Meltech and the Company jointly referred to as “Parties” and individually each a “Party”. This Agreement fully replaces the previous shareholder agreement between WWT and AWE. However, Parties maintain the principles of that agreement by issuing this new version at the occasion of the entry of DOEN as a Shareholder.

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