THIS DEBT SETTLEMENT AGREEMENT made as of the 3 day of June, 2003.
BETWEEN:
Deneb Holdings
▇/▇ ▇▇▇ ▇▇▇ ▇▇▇▇▇
▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇ Street
▇▇▇▇▇▇▇▇ HM11
Bermuda
(hereinafter called the "Creditor")
OF THE FIRST PART
AND:
BOUNDARIES CAPITAL, INC.,
A company incorporated under the laws of Nevada and with an
office in British Columbia,
▇▇▇-▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
▇▇▇ ▇▇▇ ▇▇▇▇▇▇
(hereinafter called the "Debtor")
OF THE SECOND PART
WHEREAS:
A. As at the date hereof, the Debtor is indebted to the Creditor in
the total amount of US $ 3,240. (the "Debt");
B. The Debtor has agreed to issue to the Creditor a total of 324,000
shares (the "Shares") in the capital stock of the Debtor at a
deemed price of US $0.01 per share.
C. The Creditor has agreed to accept the said Shares in full
satisfaction of the Debt;
NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of
the mutual promises and covenants herein contained, the parties
hereto agree as follow:
1. The Creditor hereby agrees to accept from the Debtor the Shares
in full satisfaction of the Debt.
2. The Creditor hereby agrees that upon the issuance to it of the
Shares, the Creditor releases and forever discharges the Debtor,
its successors and assigns from all manner of actions, suits,
debts due, accounts, bonds, contracts, claims and demands
whatsoever which against the Debtor it ever had, now has, or
which its successors or assigns or any of them hereafter may have
by reason of the Debtor's indebtedness to the Creditor.
3. This Agreement and the rights of the Creditor under it may not be
sold, conveyed or otherwise assigned by the Creditor without the
prior written consent of the Debtor first having been obtained,
which consent shall not be unreasonably withheld.
4. No right of a party hereto shall be prejudiced by events beyond a
party's reasonable control including, without limiting the
generality of the foregoing, pressures or delays from outside
parties, labour disputes, the exigencies of nature, governments,
regulatory authorities and acts of God, but excluding the want of
funds. All times herein provided for shall be extended by the
period necessary to cure any such event and the party affected
shall use all reasonable means to do so promptly.
5. This Agreement shall be governed by and be construed in
accordance with the laws of British Columbia. The courts of
British Columbia shall have sole jurisdiction to hear and
determine all manner of disputes and claims arising out of or in
any way connected with the laws of British Columbia. The courts
of British Columbia shall have sole jurisdiction to hear and
determine all manner of disputes and claims arising out of or in
any way connected with the construction, breach or alleged,
threatened or anticipated breach of this Agreement and determine
all questions as to the validity, existence or enforceability
thereof.
6. Time shall be of the essence of this Agreement.
7. This Agreement may be executed in two or more counterparts each
of which shall be deemed an original but all of which together
constitute one and the same instrument.
8. This Agreement shall enure to the benefit of and be binding upon
each of the parties hereto and their respective successors and
permitted assigns.
IN WITNESS WHEREOF the parties have executed this Agreement as of the
day and year first above written.
SIGNED, SEALED AND DELIVERED )
in the presence of: )
) Authorized Signatory
/s/ Illegible ) /s/ Illegible
---------------------------- ) --------------------
SIGNED, SEALED AND DELIVERED )
in the presence of: )
) /s/ ▇▇▇▇▇ ▇▇▇▇▇▇
/s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ) ------------------------
---------------------- Authorized Signatory
Boundaries Capital, Inc.
