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Exhibit 1
AGREEMENT TO FILE JOINT
STATEMENTS ON SCHEDULE 13G
THIS AGREEMENT is entered into as of the June 25, 1999 by and among
Lexington Funding, LLC, a California limited liability company ("Lexington"),
the Amended and Restated Gonda Family Trust dated April, 1993 (the "Trust") and
Xxxxx Xxxxx, a U.S. citizen
("Gonda").
W I T N E S S E T H
WHEREAS, Lexington, the Trust and Gonda may be deemed to have held or to
hold beneficial ownership, individually and/or in the aggregate, of more than
five percent of the shares of the Common Stock of Boatracs, Inc., a California
corporation (the "Common Stock"), as of June 25, 1999 and as of December 31 of
each calendar year thereafter;
WHEREAS, the Common Stock has been registered under Section 12(g) of the
Securities Exchange Act of 1934 (the "Act");
WHEREAS, pursuant to Rule 13d-1 under the Act, any person who holds more
than five percent of such a class of registered equity securities as of the end
of any calendar year is, under certain circumstances, permitted and/or required
to file with the Securities and Exchange Commission a statement on Schedule 13G;
and
WHEREAS, Rule 13d-1(f) under the Act provides that, whenever two or more
persons are permitted to file a statement on Schedule 13G with respect to the
same securities, only one such statement need be filed, provided such persons
agree in writing that such statement is filed on behalf of each of them.
NOW, THEREFORE, in consideration of the foregoing premises and the mutual
covenants and agreements contained herein, the parties hereby agree as follows:
Each of Lexington, the Trust and Gonda hereby agrees, in accordance with
Rule 13d-1(f) under the Act, to file jointly any and all statements and amended
statements on Schedule 13G (the "Statements") which may now or hereafter be
required to be filed by them with respect to the Common Stock beneficially owned
or deemed to be beneficially owned by each of them pursuant to Sections 13(d)
and 13(g) of the Act and the rules thereunder.
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Each of Lexington, the Trust and Gonda hereby agrees that such Statements
shall be filed jointly on behalf of each of them and that a copy of this
Agreement shall be filed as an exhibit thereto in accordance with Rule
13d-1(f)(iii) under the Act.
This Agreement may be executed in one or more counterparts which together shall
constitute one agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement or caused this
Agreement to be signed on their behalf by their duly authorized representatives
as of the date first above written.
/s/ XXXXX XXXXX
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Xxxxx Xxxxx, on behalf of himself, on behalf of Lexington Funding, LLC, as
President of Lexington Commercial Holdings, Inc., its Manager, and on behalf of
the Amended and Restated Gonda Family Trust dated April 1, 1993