SHARE TRANSFER AGREEMENT


 


This Agreement dated effective the __ day of
_________, 2018.


 


		BETWEEN:	



SKINVISIBLE PHARMACEUTICALS,
INC.


a Nevada corporation having
an address at


#10 – 6320 S. Sandhill
Rd., Las Vegas, NV 89120


 


(the “Transferor”)OF THE FIRST PART


 


 


		AND:	



JAMES ROSZELL
of


Unit 1100, 7100
Pirates Cove


Las Vegas, NV 89145


 


(the “Transferee”)OF THE SECOND PART


 


 


THIS AGREEMENT WITNESSES THAT in consideration
of the settlement of indebtedness totalling US $5,000, being a portion of the indebtedness owed to the Transferee by the Transferor,
and in reliance of the representations and warranties of the Transferee, the Transferor hereby sells, assigns and transfers to
the Transferee 57,500 common shares (the “Shares”) of Ovation Science Inc. (the “Company”),
as constituted on the date hereof.


 


The Transferee represents and warrants to the
Transferor that:


 


(1)          
The Transferee hereby acknowledges that this transfer of shares
has not been reviewed by the United States Securities and Exchange Commission (the "SEC") and that the Shares are being
transferred by the Company pursuant to an exemption from registration;


 


(2)          
The Transferee is acquiring the Shares solely for the Transferee’s
own account and benefit for investment purposes, and not with a view to the resale or distribution of any part thereof. The undersigned
does not have any contract, undertaking, agreement or arrangement with any person to sell, transfer or otherwise dispose of, grant
participations in or distribute the Shares or any portion thereof either currently or after the passage of a fixed or determinable
period of time or upon the occurrence or nonoccurrence of any predetermined event or circumstance;


 


(3)          
The Transferee is not aware of any circumstance presently in existence
which is likely in the future to prompt a sale or other disposition of shares.


 


(4)          
The Transferee possesses the financial and business experience to
make an informed decision to acquire the Shares and has had access to all information relating to the Company and its business
operations, which would be necessary to make an informed decision to purchase the Shares;


 


(5)          
The Transferee is a consultant of Skinvisible Pharmaceuticals, Inc.
and as such has access to all necessary information on the Company to make this investment decision. The Transferee is not relying
on any representation from the Transferor with respect to the Company, its business or prospects;


 


(6)          
The Transferee acknowledges and agrees that the shares are restricted
securities, as contemplated under the United States Securities Act of 1933 which have been issued without registration and
that all certificates representing the shares will be endorsed with the following legend:


 


“THE SECURITIES REPRESENTED BY
THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE "ACT"), AND HAVE BEEN ISSUED IN RELIANCE
UPON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF THE ACT. SUCH SECURITIES MAY NOT BE REOFFERED FOR SALE OR RESOLD OR OTHERWISE
TRANSFERRED UNLESS THEY ARE REGISTERED UNDER THE APPLICABLE PROVISIONS OF THE ACT OR ARE EXEMPT FROM SUCH REGISTRATION.”


 




    	 	 	 



    	 



    

 


 


(7)          
The Transferee is aware that the Company is filing a prospectus
in certain Canadian jurisdictions and that as a condition of acceptance of the prospectus and listing of the shares on the Canadian
Securities Exchange, the shares will be subject to escrow and/or pooling requirements.


 


The Transferor represents and warrants to the
Transferee that it has the right to dispose of the Shares in the manner contemplated by this Agreement.


 


This Agreement has been prepared
by O’Neill Law Corporation as legal counsel for the Company only and the Transferor and the Transferee acknowledge and agree
that they have been advised to seek independent legal counsel with respect to the matters contained in this Agreement.


 


This Agreement may be executed
in one or more counterparts, each of which so executed shall constitute an original and all of which together shall constitute
one and the same agreement.


 


IN WITNESS WHEREOF, the parties have
executed this Agreement effective as of the date first written above.


 


SKINVISIBLE PHARMACEUTICALS, INC.


by its authorized signatory:


 


/s/
Terry Howlett


Signature of Authorized Signatory


 


Terry
Howlett


Name of Authorized Signatory


 


Chief
Executive Officer


Position of Authorized Signatory



 


 


SIGNED, SEALED
AND DELIVERED


BY JAMES ROSZELL


in
the presence of:


 


 


/s/
James Roszell


Signature of WitnessJAMES
ROSZELL


 


Unit
1100, 7100 Pirates Cove


Address of Witness


 


Las
Vegas, NV 89145


Address of Witness


 


 


 


 


1700536-1041-General(OVATIO)\Transfer Agmt.Skinvisible_Roszell.docx






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