Exhibit 10.7
TERMINATION OF SHAREHOLDER AGREEMENT
THIS TERMINATION OF SHAREHOLDER AGREEMENT is entered into on January 15, 2003
but is effective as of December 29, 2001 by and between Xxxxx Xxxx, 0000 Xxxxx
Xxxx Xxxxxx, Xxxxxx Xxxxx, XX, 00000 ("Xxxx") and IWT Tesoro Corporation, a
Nevada corporation, formerly known as Ponca Acquisition Corporation (the
"Company").
RECITALS
A. On June 29, 2000, Xxxx, as "Holder" entered into a shareholder
agreement ("Shareholder Agreement") with Company wherein the
Holder agreed that he would not transfer, sell, contract to sell,
devise, gift, assign, pledge, hypothecate, distribute or grant any
option to purchase or otherwise dispose of, directly or
indirectly, its shares of Company stock, as set forth more fully
in the Shareholder Agreement.
X. Xxxx and the Company wish to terminate the terms of the
Shareholder Agreement, effective as of December 29, 2001.
NOW THEREFORE, for good and valuable consideration, the receipt of which is
hereby acknowledged by the parties, the parties agree as follows:
1. The Shareholder Agreement is terminated as of December 29, 2001 and
shall be of no further force or effect.
2. This Agreement shall be governed by Nevada law, without giving effect
to any conflict of laws principles.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the date set
forth above.
IWT TESORO CORPORATION
/s/ Xxxxx X. Xxxx By:/s/ Xxxxx X. Xxxxxxx, Xx.
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Xxxxx X. Xxxx Xxxxx X. Xxxxxxx, Xx. President