SUPPORT AGREEMENT
This Support Agreement (this "Agreement"), dated for reference
May 13, 1999, is by and among InfoCast Corporation, a Nevada corporation
("InfoCast"), InfoCast Canada Corporation, an Ontario corporation ("InfoCast
Canada") and Homebase Work Solutions Ltd., on behalf of each of those parties
listed on Schedule "A" attached hereto (individually a "Shareholder" and
collectively the "Shareholders").
W I T N E S S E T H:
WHEREAS InfoCast is the sole holder of InfoCast Canada's
issued and outstanding common shares (the "InfoCast Canada Common Stock");
AND WHEREAS pursuant to a share purchase agreement dated as of
the 1 3th day of May, 1999 (the "Purchase Agreement") InfoCast Canada acquired
all of the 955,000 issued and outstanding common shares and all of the 45,000
issued and outstanding preferred shares of Homebase Work Solutions Ltd. and
issued in consideration therefore, 3,400,000 Exchangeable Shares of InfoCast
Canada (the "Exchangeable Shares") which are exchangeable for common shares in
the capital of InfoCast ("InfoCast Common Stock");
AND WHEREAS InfoCast Canada's articles of incorporation dated
January 27, 1999 set forth the rights, privileges, restrictions and conditions
(the "Exchangeable Share Provisions") attaching to the Exchangeable Shares;
AND WHEREAS the parties hereto desire to establish a procedure
whereby InfoCast will take certain actions and make certain payments and
deliveries necessary to ensure that InfoCast Canada will be able to make certain
payments and to deliver or cause to be delivered shares of InfoCast Common Stock
in satisfaction of the obligations of InfoCast Canada under the Exchangeable
Share Provisions with respect to the payment and satisfaction of dividends, the
Liquidation Amount, Redemption Price and Retraction Price, all in accordance
with the Exchangeable Share Provisions;
NOW THEREFORE in consideration of the respective covenants and
agreements provided in this Agreement and for other good and valuable
consideration (the receipt and sufficiency of which are hereby acknowledged),
the parties agree as follows:
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ARTICLE 1
INTERPRETATION
1.1 Interpretation not Affected by Headings, etc. The division of this
Agreement into articles, sections and paragraphs and the insertion of headings
are for convenience of reference only and will not affect the construction or
interpretation of this Agreement.
1.2 Number, Gender, etc. Words imparting the singular number only include
the plural and vice versa. Words imparting the use of any gender include all
genders.
1.3 Date for any Action. If any date on which any action is required to be
taken under this Agreement is not a Business Day, such action is required to be
taken on the next succeeding Business Day. For the purposes of this Agreement, a
"Business Day" means a day other than a Saturday, a Sunday or a statutory
holiday in the City of Toronto, Ontario or the City of New York, New York.
1.4 Ontario Securities Law. The rights of the Shareholders pursuant to this
Agreement are subject to Section 1 1.14 of the Purchase Agreement.
1.5 Defined Terms. Capitalized terms not otherwise defined herein have the
meanings ascribed to such terms in the Exchangeable Share Provisions.
ARTICLE 2
COVENANTS OF INFOCAST AND INFOCAST CANADA
2.1 Covenants of Parent Regarding Exchangeable Shares. So long as any
Exchangeable Shares are outstanding, InfoCast will:
(a) in the event that it declares or pays any dividend on the
InfoCast Common Stock, it shall ensure that (i) InfoCast
Canada has sufficient assets, funds or other property
available to enable the due declaration and the due and
punctual payment in accordance with applicable law, of an
equivalent dividend on the Exchangeable Shares and (ii)
InfoCast Canada simultaneously declares or pays, as the case
may be, an equivalent dividend on the Exchangeable Shares;
(b) cause InfoCast Canada to declare simultaneously with the
declaration of any dividend on InfoCast Common Stock an
equivalent dividend on the Exchangeable Shares and, when such
dividend is paid on InfoCast Common Stock, cause InfoCast
Canada to pay simultaneously therewith such equivalent
dividend on the Exchangeable Shares, in each case in
accordance with the Exchangeable Share Provisions;
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(c) advise InfoCast Canada sufficiently in advance of the
declaration by InfoCast of any dividend on InfoCast Common
Stock and take all such other actions as are necessary, in
cooperation with InfoCast Canada, to ensure that the
respective declaration date, record date and payment date for
a dividend on the Exchangeable Shares will be the same as the
record date, declaration date and payment date for the
corresponding dividend on InfoCast Common Stock;
(d) take all such actions and do all such things as are necessary
or desirable to enable and permit InfoCast Canada, in
accordance with applicable law, to pay and otherwise perform
its obligations with respect to the satisfaction of the
Liquidation Amount with respect to each issued and outstanding
Exchangeable Share upon the liquidation, dissolution or
winding-up of InfoCast Canada, including without limitation
all such actions and all such things as are necessary or
desirable to enable and permit InfoCast Canada to cause to be
delivered shares of InfoCast Common Stock to the holders of
Exchangeable Shares in accordance with the provisions of
Article 4 of the Exchangeable Share Provisions; and
(e) take all such actions and do all such things as are necessary
or desirable to enable and permit InfoCast Canada, in
accordance with applicable law, to pay and otherwise perform
its obligations with respect to the satisfaction of the
Retraction Price or Redemption Price, as applicable, including
without limitation all such actions and all such things as are
necessary or desirable to enable and permit InfoCast Canada to
cause to be delivered shares of InfoCast Common Stock to the
holders of Exchangeable Shares upon the retraction of the
Exchangeable Share.
2.2 Segregation of Funds. InfoCast will cause InfoCast Canada to, and
InfoCast Canada shall, deposit sufficient funds in a separate account and
segregate a sufficient amount of such assets and other property as is necessary
to enable InfoCast Canada to pay or otherwise satisfy the applicable dividends,
Liquidation Amount or Retraction Price, in each case for the benefit of holders
from time to time of the Exchangeable Shares, and will cause InfoCast Canada to,
and InfoCast Canada shall, use such funds, assets and other property so
segregated exclusively for the payment of dividends and the payment or other
satisfaction of the Liquidation Amount as applicable.
2.3 Reservation of Shares of InfoCast Common Stock. InfoCast hereby
represents, warrants and covenants that it has irrevocably reserved for issuance
and will at all times keep available out of its authorized and unissued capital
stock such number of shares of InfoCast Common Stock (or other shares or
securities into which InfoCast Common Stock may be reclassified or changed as
contemplated by section 2.7 hereof) (a) as is equal to the number of
Exchangeable Shares issued and outstanding from time to time and (b) as are now
and may hereafter be required to enable and permit InfoCast Canada to meet its
obligations hereunder, under the Exchange Agreement, under the Exchangeable
Share Provisions and under any other security or commitment
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pursuant to which InfoCast may now or hereafter be required to issue shares of
InfoCast Common Stock.
2.4 Notification of Certain Events. In order to assist InfoCast to comply
with its obligations hereunder, InfoCast Canada will give InfoCast notice of
each of the following events at the time set forth below:
(a) in the event of any determination by the Board of Directors of
InfoCast Canada to institute voluntary liquidation,
dissolution or winding up proceedings with respect to InfoCast
Canada or to effect any other distribution of the assets to
InfoCast Canada among its shareholders for the purpose of
winding up its affairs, at least 60 days prior to the proposed
effective date of such voluntary liquidation, dissolution,
winding up or other distribution;
(b) immediately, upon the earlier of (i) receipt by InfoCast
Canada of notice, and (ii) InfoCast Canada otherwise becoming
aware of, any threatened or instituted claim, suit, petition
or other proceedings with respect to the involuntary
liquidation, dissolution or winding up of InfoCast Canada or
to effect any other distribution of the assets of InfoCast
Canada among its shareholders for the purpose of winding up
its affairs;
(c) immediately, upon receipt by InfoCast Canada of a Retraction
Request (as defined in the Exchangeable Share Provisions); and
(d) as soon as practicable upon the issuance by InfoCast Canada of
any Exchangeable Shares or rights to acquire Exchangeable
Shares.
2.5 Delivery of Shares of InfoCast Common Stock. In furtherance of its
obligations under sections 2.1(d) and 2.1(e) hereof, upon notice of any event
which requires InfoCast Canada to cause to be delivered shares of InfoCast
Common Stock to any holder of Exchangeable Shares, InfoCast will forthwith issue
and deliver the requisite shares of InfoCast Common Stock to or to the order of
the former holder of the surrendered Exchangeable Shares, as InfoCast Canada
directs. All such shares of InfoCast Common Stock will be duly issued as fully
paid and non-assessable and will be free and clear of any lien, claim,
encumbrance, security interest or adverse claim.
2.6 Economic Equivalence
(a) In the event that InfoCast determines to:
(i) issue or distribute shares of InfoCast Common Stock
(or securities exchangeable for or convertible into
or carrying rights to acquire shares of
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InfoCast Common Stock) to the holders of all or
substantially all of the then outstanding InfoCast
Common Stock by way of stock dividend or other
distribution, other than an issue of shares of
InfoCast Common Stock (or securities exchangeable for
or convertible into or carrying rights to acquire
shares of InfoCast Common Stock) to holders of shares
of InfoCast Common Stock who exercise an option to
receive dividends in InfoCast Common Stock (or
securities exchangeable for or convertible into or
carrying rights to acquire shares of InfoCast Common
Stock) in lieu of receiving cash dividends; or
(ii) issue or distribute rights, options or warrants to
the holders of all or substantially all of the then
outstanding shares of InfoCast Common Stock entitling
them to subscribe for or to purchase shares of
InfoCast Common Stock (or securities exchangeable for
or convertible into or carrying rights to acquire
shares of InfoCast Common Stock); or
(iii) issue or distribute to the holders of all or
substantially all of the then outstanding shares of
InfoCast Common Stock (A) shares or securities of
InfoCast of any class other than InfoCast Common
Stock (other than shares convertible into or
exchangeable for or carrying rights to acquire shares
of InfoCast Common Stock), (B) rights, options or
warrants other than those referred to in subsection
2.6(a)(ii) above, (C) evidences of indebtedness of
InfoCast or (D) assets of InfoCast;
InfoCast will cause InfoCast Canada to simultaneously issue or distribute the
economic equivalent on an after tax basis, if any, on a per share basis of such
rights, options, securities, shares, evidences of indebtedness or other assets
to holders of the Exchangeable Shares.
(b) In the event that InfoCast determines to:
(i) subdivide, redivide or change the then outstanding shares of
InfoCast Common Stock into a greater number of shares of
InfoCast Common Stock; or
(ii) reduce, combine or consolidate or change the then outstanding
shares of InfoCast Common Stock into a lesser number of shares
of InfoCast Common Stock; or
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(iii) reclassify or otherwise change the shares of InfoCast Common
Stock or effect an amalgamation, merger, reorganization or
other transaction affecting the shares of InfoCast Common
Stock;
InfoCast will cause InfoCast Canada to simultaneously make the same or an
economically equivalent change with respect to the rights of holders of the
Exchangeable Shares.
(c) InfoCast will ensure that the record date for any event referred to
in section 2.6(a) or 2.6(b) above is the same as the record date established by
InfoCast for holders of InfoCast Common Stock and InfoCast covenants to give
simultaneous notice thereof to InfoCast Canada and the holders of the
Exchangeable Shares.
(d) The Board of Directors of InfoCast will determine, in good faith
and in its sole discretion (with the assistance of such reputable and qualified
independent financial advisors and/or other experts as are customary for
transactions of this type and as the board may require), economic equivalence
for the purposes of any event referred to in sections 2.6(a) or 2.6(b) above. In
making each such determination, the following factors will, without excluding
other factors determined by the Board to be relevant, be considered by the Board
of Directors of InfoCast:
(i) in the case of any stock dividend or other
distribution payable in shares of InfoCast Common
Stock, the number of such shares issued in proportion
to the number of shares of InfoCast Common Stock
previously outstanding;
(ii) in the case of the issuance or distribution of any
rights, options or warrants to subscribe for or
purchase shares of InfoCast Common Stock (or
securities exchangeable for or convertible into or
carrying rights to acquire shares of InfoCast Common
Stock), the relationship between the exercise price
of each such right, option or warrant and the current
market value (as determined by the Board of Directors
of InfoCast in the manner above contemplated) of a
share of InfoCast Common Stock;
(iii) in the case of the issuance or distribution of any
other form of property (including without limitation
any shares or securities of InfoCast of any class
other than InfoCast Common Stock, any rights options
or warrants other than those referred to in
subsection 2.6(d)(ii) above, any evidences of
indebtedness of InfoCast or any assets of InfoCast),
the relationship between the fair market value (as
determined by the Board of Directors of InfoCast in
the manner above contemplated) of such property to be
issued or distributed with respect to each
outstanding share of InfoCast Common Stock and the
current market value (as determined by the Board of
Directors of InfoCast Canada in the manner above
contemplated) of a share of InfoCast Common Stock;
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(iv) in the case of any subdivision, redivision or change
of the then outstanding shares of InfoCast Common
Stock into a greater number of shares of InfoCast
Common Stock or the reduction, combination or
consolidation or change of the then outstanding
shares of InfoCast Common Stock into a lesser number
of shares of InfoCast Common Stock or any
amalgamation, merger, reorganization or other
transaction affecting InfoCast Common Stock, the
effect thereof upon the then outstanding shares of
InfoCast Common Stock; and
(v) in all such cases, the general taxation consequences
of the relevant event to holders of Exchangeable
Shares to the extent that such consequences may
differ from the taxation consequences to holders of
shares of InfoCast Common Stock as a result of
differences between taxation laws of Canada and the
United States (except for any differing consequences
arising as a result of differing marginal taxation
rates and without regard to the individual
circumstances of holders of Exchangeable Shares).
For purposes of the foregoing determinations, the current market value of any
security listed and traded or quoted on a securities exchange will be the
weighted average of the daily trading prices of such security during a period of
not less than 20 consecutive trading days ending not more than five trading days
before the date of determination on the principal securities exchange on which
such securities are listed and traded or quoted; provided, however, that if
there is no public market for InfoCast Common Stock or if in the opinion of the
Board of Directors of InfoCast, acting reasonably, the public distribution or
trading activity of such securities during such period does not create a market
which reflects the fair market value of such securities, then the current market
value thereof will be determined by the Board of Directors of InfoCast, in good
faith and in its sole discretion.
2.7 Parent Not To Vote Exchangeable Shares. InfoCast covenants and agrees
that it will appoint and cause to be appointed proxyholders with respect to all
Exchangeable Shares held by InfoCast and its subsidiaries for the sole purpose
of attending each meeting of holders of Exchangeable Shares in order to be
counted as part of the quorum for each such meeting. InfoCast further covenants
and agrees that it will not, and will cause its subsidiaries not to, exercise
any voting rights which may be exercisable by holders of Exchangeable Shares
from time to time pursuant to the Exchangeable Share Provisions or pursuant to
the provisions of the Business Corporations Act (Ontario) (or any successor or
other corporate statute by which InfoCast Canada may in the future be governed)
with respect to any Exchangeable Shares held by it or by its subsidiaries in
respect of any matter considered at any meeting of holders of Exchangeable
Shares.
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ARTICLE 3
GENERAL
3.1 Term. This Agreement will come into force and be effective as of the
date hereof and will terminate and be of no further force and effect at such
time as no Exchangeable Shares (or securities or rights convertible into or
exchangeable for or carrying rights to acquire Exchangeable Shares) are held by
any party other than InfoCast and any of its Affiliates.
3.2 Changes in Capital of Parent and InfoCast Canada. Notwithstanding the
provisions of section 3 4 hereof, at all times after the occurrence of any event
effected pursuant to section 2.7 hereof, as a result of which either InfoCast
Common Stock or the Exchangeable Shares or both are in any way changed, this
Agreement will forthwith be amended and modified as necessary in order that it
will apply with full force and effect, mutatis mutandis, to all new securities
into which InfoCast Common Stock or the Exchangeable Shares or both are so
changed and the parties hereto will execute and deliver an agreement in writing
giving effect to and evidencing such necessary amendments and modifications
3.3 Severability. If any provision of this Agreement is held to be invalid,
illegal or unenforceable, the validity, legality or enforceability of the
remainder of this Agreement will not in any way be affected or impaired thereby
and this Agreement will be carried out as nearly as possible in accordance with
its original terms and conditions.
3.4 Amendments, Modifications, etc. This Agreement may not be amended or
modified except by an agreement in writing executed by InfoCast Canada and
InfoCast and approved by the holders of the Exchangeable Shares in accordance
with Article 8 of the Exchangeable Share Provisions
3.5 Ministerial Amendments. Notwithstanding the provisions of section 3 .4,
the parties to this Agreement may in writing, at any time and from time to time,
without the approval of the holders of the Exchangeable Shares, amend or modify
this Agreement for the purposes of:
(a) adding to the covenants of either or both parties for the
protection of the holders of the Exchangeable Shares;
(b) making such amendments or modifications not inconsistent with
this Agreement as may be necessary or desirable with respect
to matters or questions which, in the opinion of the Board of
Directors of each of InfoCast Canada and InfoCast, it may be
expedient to make, provided that each such board of directors
is of the opinion that such amendments or modifications will
not be prejudicial to the interests of the holders of the
Exchangeable Shares; or
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(c) making such changes or corrections which, on the advice of
counsel to InfoCast Canada and InfoCast, are required for the
purpose of curing or correcting any ambiguity or defect or
inconsistent provision or clerical omission or mistake or
manifest error, provided that the boards of directors of each
of InfoCast Canada and InfoCast are of the opinion that such
changes or corrections will not be prejudicial to the
interests of the holders of the Exchangeable Shares.
3.6 Meeting to Consider Amendments. InfoCast Canada, at the request of
InfoCast, will call a meeting or meetings of the holders of the Exchangeable
Shares for the purpose of considering any proposed amendment or modification
requiring approval pursuant to section 3.4 hereof. Any such meeting or meetings
will be called and held in accordance with the by-laws of InfoCast Canada, the
Exchangeable Share Provisions and all applicable laws.
3.7 Amendments only in Writing. No amendment to or modification or waiver
of any of the provisions of this Agreement otherwise permitted hereunder will be
effective unless made in writing and signed by both of the parties hereto.
3.8 Enurement. This Agreement will be binding upon and enure to the benefit
of the parties hereto and their respective successors and assigns.
3.9 Notices to Parties. Whenever this Agreement requires or permits any
notice, request, or demand from one party to another, the notice, request, or
demand must be in writing to be effective and will be deemed to be delivered and
received (i) if personally delivered or if delivered by telex, telegram, or
courier service, when actually received by the party to whom notice is sent (ii)
if delivered by telecopier, on the date of sending provided such sending is
evidenced by electronic verification or receipt and is and a hard copy is sent
by regular mail, or (iii) if delivered by mail, upon receipt by the party
addressed at the address of such party set forth below (or at such other address
as such party may designate by written notice to all other parties in accordance
herewith):
If to InfoCast: InfoCast Corporation
1 Richmond Street West
Suite 900
Toronto, Canada
M5H 3W4
Fax No.: (416) 867-9320
Attn: A. Thomas Grifffis
with a copy to: Olshan Grundman Frome & Rosenzweig LLP
505 Park Avenue
New York, New York 10022
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Fax No.: (212) 755-1367
Attn: Stephen Irwin
If to InfoCast Canada: c/o Aird & Berlis
Barristers and Solicitors
BCE Place
Suite 1800
181 Bay Street
Toronto, Ontario
M5J 2T9
Fax No.: (416) 863-1515
Attn.: M. Craig G. Brown
If to the Shareholders: c/o Homebase Work Solutions Ltd.
505 8th Avenue S.W.
Suite 515
Calgary, Alberta
T2P 1G2
Fax No.: (403) 237-5047
Attn.: Scott Fleming
with a copy to: Burnet, Duckworth & Palmer
1400, 350 7th Avenue S.W.
Calgary, Alberta
T2P 3N9
Fax No.: (403) 260-0332
Attn.: Jeffery G. Lawson
3.10 Counterparts. This Agreement may be executed in counterparts each of
which will be deemed an original, and all of which taken together will
constitute one and the same instrument.
3.11 Attornment. The parties hereto agree that the forum for resolution of
any dispute arising under this Agreement shall be the Province of Ontario, and
InfoCast and InfoCast Canada hereby consent, and submit themselves to the
jurisdiction of any court sitting in the Province of Ontario.
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3.12 Further Assurances. The parties hereto will promptly do all such acts
and things and execute and deliver all such further agreements, instruments,
deeds and documents as may be required to carry out the transactions
contemplated by this Agreement to give effect to the intent of said agreement.
3.13 Time of Essence. Time shall be of the essence in all respects of this
Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this
Agreement to be duly signed, sealed and delivered as of the date first above
written.
INFOCAST CANADA. CORPORATION
By:
INFOCAST CORPORATION
By:
HOMEBASE WORK SOLUTIONS LTD.,
on behalf of the Shareholders
By:
SCHEDULE "A"
to Support Agremnent
dated May 13, 1999
LIST OF SHAREHOLDERS
(attached)
HOME BASE WORK SOLUTIONS LTD. SHAREHOLDER LIST
# PREFERRED SHARE GROUP
1. Arlis Rackham #109, 540 -18 Ave. SW, Calgary, AB. T2S 0L5
2. Lorraine Toews 14 Evergreen Bay, SW, Calgary, AB T2Y 3E9
3. Craig Coulombe 393 Macewan Park View, NW, Calgary, AB. T3K 4G5
4. Dave Olson 1661 East Camelback Rd. Suite 245 Phoenix AZ. 85016
5. Ed Lambert 6620 Bow Cres., NW, Calgary, AB. T3B 2B9
6. Roger Broberg 2594 Fairview Place, Blind Bay, BC VOE 1H1
7. Systemix Ltd. 80 Shawnee Way, SW, Calgary AB T2Y 2V3
8. Bob Blackshaw 568 Coach Grove Road, SW, Calgary AB T3H 1R8
9. Dave Rackham #109, 540 -18 Ave. SW, Calgary AB. T2S OL5
10, Jeff Craig 435 Cannington Close, SW, Calgary AB. T2W 3E9
11. Jim Rackham 91 Sunlake Close, SE, Calgary AB. T2X 3H2
12. Mike Mikusta 9 Douglas Ridge Close, SE,;:, Calgary, AB T2Z 2M4
13. Dave Duckett 35 Patterson Dr. SW, Calgary, AB. T3H 2B8
COMMON SHAREHOLDER
1. Ken MacLean 131 Signature Crt.. SW, Calgary AB T2Y 2V3
2. Scott Fleming Suite 820, 639 - s Ave. SW Calgary AB T2P OM9
3. Ken MacLean 131 Signature Crt. SW, Calgary, AB T2Y 21/3
4. Scott Fleming Suite 820, 639 - 5 Ave. SW, Calgary, AB T2P OM9
5. Darcy Galvon 21 Ridge Point Dr. RR 1, DeWinton, AB T0L 0X0
6. Rick Shannon Suite 820 639 - 5 Ave. SW, Calgary, AB T2P 0M9
7. Kevin Baker Suite 2000, 335 - 8 Ave. SW Calgary, AB. T2P 1C9
8. Dave Synnott Suite 820, 639 - 5 Ave SW, Calgary, AB. T2P 0M9
9. Pat Dennis 80 Shawnee Way, SW, Calgary, AB T2Y 2V3
10. Anthony Rehlinger Suite 820, 639 - 5 Ave. SW, Calgary, AB. T2P 0M9
11. Francis M. Parsons 1800, 700 - 4 Ave. SW, Calgary, AB. T2P 3J4
12. Dave Allan Suite 820 - 639 - 5 Ave. SW, Calgary, AB. T2P 0M9
13. Scott Grim 1100 W. Mantpelier St. Broken Arrow, OK. 74012
14. Jeff Craig 435 Cannington Close, SW, Calgary, AB. T2W 3E9
15. Ivan Holloway Suite 920, 112 - 4 Ave. SW, Calgary, AB. T2P OH3
16. Pave Terbelco Suite 920, 112 -4 Ave.. SW, Calgary, AB. T2P 0H3
17. Dave Rackham #109 540 -18 Ave. SW, Calgary,AB. T2S OL5
18. Guy Nelson Suite 1506, 150 York St.Toronto, Ont.. M5H 3S5
19. Don Ritter Suite 330, 1100 - 17 St. NW, Washington, DC. 20036
20. Martin Cooper 13 Shannon Circle, SW, Calgary, AB. T2y 2H4
21. Shirley Crow 3207 Jacotte Circle, Dallas TX 75214
22. Rod Hall Bay 4, 3510 - 17 St. NE, Calgary, AB. T2Y 5E2
23. Harold Jeffers Suite 2U0Q, 335 - 8 Ave. SW, Calgary, AB. TZP 1C9
24. Martin Bunting 5630 Signal Hill Centre, SW, Calgary, A-B. T3H 3P8
25. Fred Cadham 593SChurchillSt.,Vancouver, BC V6M 3H4
26. lan Morrison 1635 Bay Laurel Drive, Menlo Park, CA. 94025
27. Ray Antony 900, 520 - 5 Avenue,, SW, Calgary, AB T2P 3R7
28. 786384 Alberta Ltd. 2402 - 37 Sr. SW, Calgary, AB. T2B 0Z2
29 786206 Alberta Ltd. 2402 - 37 St. SW, Calgary, AB. T2B 0Z2
30. First Marathon - ITF 130 King St. West, Toronto. ON M5X lJ9
31. T.D. Evergreen - lTF 32 Flr 100 Wellington St. W., Toronto, ON. M5K 1A2
32. T.D.. Evergreen - ITF 32 Flr. 100 Wellington St. S Toronto, ON. M5K 1A2
33. T S Evergreen - lTF 32 Flr. 100 Wellington SW, w. Toronto, ON. M5K 1A2
34. R8C Dominion - ITF PO Box 50, Royal Bank Plaza, Toronto, ON. M5J 2W7
35. RBC Dominion - ITF PO Box 50, Royal Bank Plaza, Toronto. ON M5J 2W7
36. RBC Dominion - ITF P() Box 50, Royal Bank Plaza, Toronto, ON. M5J 2W7
37. Facet Petroleum
Solutions Inc. 1125, 333 -1l Ave. SW, Calgary, AB. T2R lL9
38 Facet Decision Systems
Inc. #305 1505 West 2 Ave., Vancouver, BC, V6H 3Y4