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JOINT FILING AGREEMENT
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THIS AGREEMENT dated the 13th day of March, 1998.
WHEREAS:
X. Xxxxx International Corp. ("Xxxxx") is the beneficial owner of 142,500
shares of 5% Cumulative Redeemable Convertible Preferred Stock, Series 1
(the "Preferred Stock") of ICHOR Corporation ("ICHOR") and a further
2,500,000 shares of common stock of ICHOR, Xxxxxx Park International Ltd.
("Xxxxxx") is the beneficial owner of 175,000 shares of Preferred Stock,
Constable Investments Ltd. ("Constable") is the beneficial owner of 85,000
shares of Preferred Stock, and MFC Bancorp Ltd. ("MFC") is the indirect
beneficial owner of the Preferred Stock held by Xxxxx, Xxxxxx and Constable
and a further 3,970,320 shares of common stock of ICHOR (including the
shares of common stock held by Xxxxx); and
B. Each of MFC, Xxxxx, Xxxxxx and Constable (each a "Filer" and
collectively, the "Filers") are responsible for filing a Schedule 13D or
Schedule 13 D/A (the "Schedule 13D/A") relating to the acquisition of the
Preferred Stock, pursuant to U.S. securities laws;
NOW THEREFORE THE PARTIES AGREE AS FOLLOWS:
1. Each Filer covenants and agrees that it is individually eligible to use
the Schedule 13D/A which is to be filed;
2. Each Filer is individually responsible for the timely filing of any
amendments to the Schedule 13D/A, and for the completeness and accuracy
of the information concerning themselves, but is not responsible for the
completeness and accuracy of any of the information contained in the
Schedule 13D/A as to any other Filer, unless such Filer knows or has
reason to believe that the information is inaccurate;
3. This Schedule 13D/A contains the required information with regard to
each Filer and indicates that it is filed on behalf of all Filers; and
4. Each Filer agrees that the Schedule 13D/A to which this Joint Filing
Agreement is attached as Exhibit 1 is filed on its behalf.
IN WITNESS WHEREOF the parties have duly executed this Joint Filing
Agreement.
MFC BANCORP LTD. XXXXX INTERNATIONAL CORP.
By: /s/ Xxxxxxx X. Xxxxx By: /s/ Xxxxxxx X. Xxxxx
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Xxxxxxx X. Xxxxx, President Xxxxxxx X. Xxxxx, President
XXXXXX PARK INTERNATIONAL LTD. CONTABLE INVESTMENTS LTD.
By: /s/ Xxxxxxx X. Xxxxx By: /s/ Xxxxxx X. Xxxxx
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Xxxxxxx X. Xxxxx, Director Xxxxxxx X. Xxxxx, Director
