Exhibit 10.15



                         TECHNOLOGY TRANSFER AND PRODUCT
                             DISTRIBUTION AGREEMENT

     THIS   TECHNOLOGY   TRANSFER  AND  PRODUCT   DISTRIBUTION   AGREEMENT  (the
"Agreement"),  is made effective this 30th day of September, 2003, and is by and
between  Solartech,  Inc., a Michigan  corporation  having it principal place of
business at 26101 Harbour Point Drive North, Harrison Township,  Michigan 48045,
("Solartech") and PocketSpec Technologies Inc., a Colorado corporation having it
principal  place of  business at 3225 East 2nd Avenue,  Denver,  Colorado  80206
("PocketSpec").

                                    RECITALS

     WHEREAS,  Solartech is engaged in design,  development and sale of portable
hand held  solar  meters.  Each of the  current  solar  meters  can be viewed on
Solartech's web site  www.solarmeter.com  . (the "Solartech  Meters")  Solartech
also is in the practice of branding all of its meters with its distinctive  mark
"Solarmeter(R)",  which is a trademark owned by Solartech. Certain non-exclusive
rights to use the said  trademark  has been granted to PocketSpec by a trademark
license agreement of even effective date herewith.

     WHEREAS,   PocketSpec   is  in  the  business   of,  among  other   things,
manufacturing and sales of electronic color analyzer  devices,  including by way
of example,  a tanning  industry  product line described as a) an handheld color
measurement device that electronically  generates a TanTone(TM) number.  branded
as Bronz(check).  In connection this tanning industry product,  PocketSpec is in
development of software packages for marketing to the tanning  industry.  One of
the software  applications  contemplated  by PocketSpec is the creation of solar
devices  that  work on the  principals  and with  all or part of the  technology
embodied in the Solartech  Meters.  PocketSpec has requested from Solartech that
it have  certain  exclusive  rights  to  further  develop  and  use as its  own,
differing applications of the technology developed and embodies in the Solartech
Meters.  In addition,  and due to the close  relationship  between Solartech and
PocketSpec,  contemplated,  PocketSpec  has also  requested that it be granted a
non-exclusive  distribution  right to buy and sell the  Solartech  Meters in the
United  States of America and  Worldwide,  Except in the United  Kingdom,  where
PocketSpec has requested an exclusive distribution agreement.

     WHEREAS,  Solartech has granted to PocketSpec the exclusive  limited use of
the  technology  embodied  in  the  Solartech  Meters,  subject  to  the  terms,
conditions and royalty rights of Solartech contained in this Agreement.



<PAGE>



     WHEREAS, Solartech has granted to PocketSpec the non-exclusive distribution
rights to buy and sell the Solartech  Meters in the United States of America and
Worldwide,  Except in the United  Kingdom,  where  PocketSpec will the exclusive
right to  distribute  the  Solartech  Meters,  all  subject to the  pricing  and
purchase terms set forth in this Agreement.

                                    AGREEMENT

     NOW, THEREFORE, Solartech and PocketSpec agree as follows:

1.   DEFINITIONS As used in this  Agreement,  the following terms shall have the
     meanings indicated:

     1.1. "Technology"  shall mean all rights owned or otherwise  controlled  by
          Solartech in, to or under technical  information,  know-how,  process,
          procedure,  composition, device, method, formula, protocol, technique,
          software,  design,  drawing or data relating to the  Solartech  Meters
          which are not covered by Intellectual  Property Rights,  but which are
          necessary for the practice and full  utilization  of inventions at any
          time disclosed or claimed by Solartech. The development rights granted
          to  PocketSpec  in this  Agreement  relate  only  to:  the  Technology
          embodied in the Solartech  Meters,  (excluding the Version 8.0 UVC and
          future UVC Versions), but limited to Non-Portable  Applications of the
          Technology.  The  rights  to  distribute,  buy  and  sell  granted  to
          PocketSpec in this Agreement  relate to the Solartech Meters which are
          Portable  Applications.  Technology  also  includes:  all tangible and
          intangible  results and items arising out of,  developed in connection
          with  or   constituting   the  Results  of  each  party's   respective
          development,  including all ideas, Inventions,  discoveries,  designs,
          know-how, notes, memoranda,  Documentation, and copyrighted materials,
          and all  intellectual  Property rights  constituting,  embodied in, or
          pertaining to any of the foregoing.

     1.2. "Portable  Applications"  shall mean the current  Solartech Meters and
          future  meters,  which are battery  powered and complete all functions
          within the device(s), but have no ability to export the data generated
          from  their  use,  such  as  the  Med/Hr  number  in the  case  of the
          Solarmeter(R) Version 7.0, other than visual.

     1.3. "Non-Portable   Applications"   shall  mean  any  number  of  possible
          configurations,  including: a) the current Solartech Meters and future
          meters,  which are battery  powered and complete all functions  within
          the device(s)  including internal (on-board) display of data, but also
          have  electronic  means to export the data  generated  from their use,
          such as the Med/Hr number in the case of the Solarmeter(R)Version 7.0,
          which could be wireless,  connected wire, any means of transmission of
          the data without wired connection;  b) any built device or assembly of
          devices  the  embody  all or part of the  Technology  embodied  in the
          current Solartech Meters and future meters, using a battery, wired, or
          wireless  power  source,  which  may  all or  part  of the  Technology
          functions within the device(s)  including internal  (on-board) display
          of data, but also have  electronic  means to export the data generated
          from  their  use,  such  as  the  Med/Hr  number  in the  case  of the
          Solarmeter(R)Version 7.0, which could be wireless, connected wire, any
          means of  transmission  of the data without wired  connection;  c) any
          other  technology  designed and built that gathers data similar to the
          Solartech  Meters,  but relays the data by electronic  means to export
          the data  generated  from their use,  such as the Med/Hr number in the
          case  of  the  Solarmeter(R)Version  7.0,  which  could  be  wireless,
          connected  wire, any means of  transmission  of the data without wired
          connection;

     1.4. "Device" means products built by PocketSpec  which embody all or parts
          of the Technology described above.

     1.5. "Effective  Date"  shall mean the date of transfer  by  PocketSpec  to
          Solartech of the PocketSpec's common stock, which is January 30, 2003.

     1.6. "Rules of Construction".  As used in this Agreement, all terms defined
          in the  singular  shall  include  the plural,  and vice versa,  as the
          context may require. The words "hereof," "herein," and "hereunder" and
          other words of similar import refer to this Agreement as a whole.  The
          word  "including"  when used herein is intended to be exclusive and is
          not intended to mean "including,  without limitation." The headings of
          the several sections of this Agreement are intended for convenience of
          Reference  only and are not  intended to be a part of or to affect the
          Meaning or interpretation  of this Agreement.  This Agreement has been
          negotiated  and drafted by the parties with  assistance by counsel and
          Shall be fairly  interpreted in accordance  with its terms and without
          any  rules  of  construction  relating  to  which  party  drafted  the
          Agreement being applied in favor or against either party.

2.   GRANT OF TECHNOLOGY (LICENSE)

     2.1. Grant.  Subject to the terms and conditions  stated herein,  Solartech
          hereby grants to PocketSpec  an exclusive,  royalty-bearing  right and
          license  to  the  Non-Portable  Technology,  as  defined,  for  use by
          PocketSpec  in the United  States of America  and  Worldwide  with use
          including  by way of example,  but not limited to:  manufacture,  have
          manufactured,  use, offer to sell, sell and import and export products
          designed by PocketSpec,  using the  Non-Portable  Applications  of the
          Technology, as Defined.

     2.2. Ownership.  PocketSpec  acknowledges  and agrees that Solartech is and
          shall remain the sole and exclusive owner of the  Technology,  subject
          to the rights of PocketSpec.

          2.2.1. Technology License Fee.

               2.2.1.1. Equity in PocketSpec.  In  consideration  for the rights
                    and licenses  granted  hereunder  have been  approved by the
                    board of directors of PocketSpec,  PocketSpec  shall deliver
                    to Solartech  200,000 shares of its restricted  common stock
                    in one certificate of 200,000 shares.  The valuation is $.12
                    per share or $24,000.00,  and Solartech agrees that proceeds
                    received  from the sale of the stock will be 100% taxable to
                    Solartech.  Solartech  agrees  it will  not sell  more  than
                    50,000  shares every 3 months  commencing  February 1, 2004,
                    under SEC Rule 144.

               2.2.1.2.  Royalty.  For the  life of this  Agreement,  PocketSpec
                    shall pay to Solartech a royalty in the amount of $10.00 for
                    every  Device  sold  by   PocketSpec,   with  the  following
                    exception: In lieu of Royalty,  PocketSpec may purchase from
                    Solartech the Erythemal  Detector used in the  Solarmeter(R)
                    Version 7.0 for $45.00 each,  plus  shipping.  Each of these
                    purchased  will satisfy  $10.00 of Royalty  obligation.  The
                    said  dedectors  would be intended to be used in the devices
                    built by PocketSpec using Solartech's technology.

3.   Document and Product Delivery. As part of this Agreement, and to the extent
     possible,   Solartech   shall  make   available  to   PocketSpec   existing
     documentation  relating to design and manufacturing of the Solartech Meters
     and the  following  materials  as part of this  Agreement,  except  for the
     Erythemal Detector componentry :

     3.1. One of the Version 5.0  Solarmeter(R)and two of the complete component
          parts to the same Version 5.0

     3.2. Four  of the  Version  7.0  Solarmeter(R)and  eight  of  the  complete
          component parts to the same Version 8.0

     3.3. Design Documents. Solartech shall make available documents relating to
          hardware  and  software  for  Solartech's  Device,  including  without
          limitation  the  following  documents:  mechanical  drawings,  bill of
          materials,  source  code for all  software  related  to the  Solartech
          Meters, and schematics,  Except for the Erythemal Subassembly Detector
          componentry :

     3.4. Manufacturing  Documents.  Solartech  shall make  available  documents
          relating to the manufacture of the Solartech Meters to the extent such
          documents exist, including without limitation: documents of materials,
          suppliers,  all  phases of  manufacturing,  Except  for the  Erythemal
          subassembly Detector componentry.

4.   Records,  Reports  and  Payment  of  Royalties.  During  the  term  of this
     Agreement and for five (5) years thereafter, PocketSpec shall keep complete
     and accurate records of the sale of the in sufficient  detail to enable the
     royalties  payable to Solartech  under Section 2.2.1.2 of this Agreement to
     be  determined.  Within  thirty  (30)  days  after  the end of each  fiscal
     quarter,  which end on the last day of January,  April,  July and  October,
     during which units using the  technology  granted under this Agreement have
     been sold,  PocketSpec  shall furnish to Solartech a written report setting
     forth the number of such Devices sold in such  just-ended  fiscal  quarter,
     together with royalties payable to Solartech pursuant to Section 2.2.1.2.

5.   Audit Rights.  PocketSpec shall permit  Solartech,  or  representatives  of
     Solartech  which are reasonably  acceptable to  PocketSpec,  at Solartech's
     expense, to periodically examine  PocketSpec's books,  ledgers, and records
     during  regular  business  hours for the sole  purpose  of, and only to the
     extent  necessary,  to verify  reports  furnished to Solartech  pursuant to
     Section 2.2.1.2;  provided that Solartech  delivers to PocketSpec a written
     notice of Solartech's  intention to conduct an inspection not less than ten
     (10)  business  days  before  the  intended  date of such  inspection;  and
     provided  further that only one (1) such inspection may be conducted during
     any calendar six (6) month period.  In the event that amounts due Solartech
     are determined to have been underpaid by an amount greater than ten percent
     (10%) of the amount  actually  due,  PocketSpec  shall pay the cost of such
     examination.   Any  royalty   payment  not  paid  on  or  before  the  date
     corresponding to thirty (30) days after the end of the calendar quarter for
     which such royalties are due and payable hereunder shall accrue interest at
     a rate  equal to one  percent  (1%) per  calendar  month or,  if less,  the
     maximum rate permitted  under  applicable law.  Notwithstanding  the above,
     each report delivered by PocketSpec to Solartech  pursuant to Section 14.7,
     shall be deemed correct and accurate,  and Solartech shall have no right to
     inspection records relating thereto, or otherwise challenge the accuracy of
     either  such  report  or the  records  relating  thereto,  after  the third
     anniversary of the date of delivery of such report to Solartech.

6.   DEVELOPMENT

     6.1. Trademark   Branding.   PocketSpec   agrees   to   place   appropriate
          Solarmeter(R) trademark on all of the Devices.

7.   Ownership and Rights in Technology.

     7.1. PocketSpec  shall own all  right,  title and  interest  in  Technology
          developed (Devices) using the Technology,  subject only to the Royalty
          obligations,  and it may  apply  for  any  patent  protection,  at its
          expense.

     7.2. All Technology  shall be deemed to be Confidential  Information of the
          party (or parties) whose employee(s) and consultant(s) developed, made
          or  otherwise  created  such  Technology  and shall be  subject to the
          restrictions set forth in Article 9. below.

     7.3. Use of Third Party Developers.  Due to the confidential  nature of the
          Subject Matter,  in the event  PocketSpec uses a third party developer
          or  manufacturer,  PocketSpec shall require such third party developer
          or manufacturer to execute confidentiality agreements.

     7.4. Regulatory Approvals and Testing.  PocketSpec shall be responsible for
          obtaining  necessary  regulatory  approvals and authorizations for the
          Device(s) developed as a result of this Agreement, if needed.

8.   REPRESENTATIONS, WARRANTIES AND COVENANTS

     8.1. Representations,  Warranties  and  Covenants of  Solartech.  Solartech
          Represents, warrants and covenants that: (I) Solartech is the sole and
          exclusive  owner of all right,  title and interest in the  Technology;
          (ii) the  Technology  is free  and  clear  of any  lien,  encumbrance,
          security interest and restriction on license;  (iii) Solartech has not
          previously  granted,  and  will  not  grant  during  the  term of this
          Agreement,  any  right,  license  or  interest  in,  to or  under  the
          Technology,  or any portion  thereof,  which is inconsistent  with the
          rights  granted to PocketSpec  herein;  (iv) to the best of Solartech'
          knowledge as of the Effective Date, the Solarmeter(R)does not infringe
          any  intellectual  property right of any third party; (v) there are no
          actions,  suits,  investigations,  claims or  proceedings  pending  or
          threatened in any way relating to the Technology;  (vi) Solartech is a
          Corporation,  duly  organized  validly  existing and in good  standing
          under the laws of the  State of  Michigan;  and  (vii) the  execution,
          Delivery and  performance of this Agreement have been duly  authorized
          by all necessary corporate action on the part of Solartech.

     8.2. Representations,  Warranties and Covenants of  PocketSpec.  PocketSpec
          represents,   warrants  and  covenants   that:  (i)  PocketSpec  is  a
          corporation,  duly  organized  validly  existing and in good  standing
          under  the laws of the  State  of  Colorado;  and (ii) the  execution,
          delivery and  performance of this Agreement have been duly  authorized
          by all necessary corporate action on the part of PocketSpec.

9.   CONFIDENTIAL INFORMATION

     9.1. General. PocketSpec and Solartech shall keep confidential the methods,
          processes and techniques  and all  information,  knowledge,  know-how,
          trade practices, and trade secrets divulged,  disclosed, or in any way
          communicated between themselves.

     9.2. Nondisclosure.   Solartech   and   PocketSpec   each  agree  that  all
          information  contained in documents  marked  "confidential"  which are
          received  by one  party  from the  other  party,  and all  information
          indicated to be Confidential  Information in Section 9. (collectively,
          "Confidential  Information")  shall be received in strict  confidence,
          use only for the express purposes set forth in this Agreement, and not
          disclosed by the  recipient  party (except as required by law or court
          order),  its agents or employees  without the prior written consent of
          the other party, unless such Confidential Information:  (i) was in the
          public domain at the time of disclosure, (ii) later became part of the
          public domain through no act or omission of the recipient  party,  its
          employees,  agents,  or  permitted  successors  or assigns,  (iii) was
          lawfully  disclosed to the recipient  party by a third party having no
          obligation  to the  disclosing  party,  (iv) was already  known by the
          recipient  party  at the  time of  disclosure,  (v) was  independently
          developed  by  the  recipient   without  use  of  or  access  to  such
          Confidential  Information  or (vi) is  required to be  disclosed  to a
          government agency.

     9.3. Protection of Confidential  Information.  Each party's  obligations of
          confidentiality,  non-use and  nondisclosure set forth in this Section
          shall be  fulfilled by using at least the same degree of care with the
          other party's  Confidential  Information as it uses to protect its own
          confidential information. This obligation shall continue in full force
          and effect  during the term of this  Agreement  and  thereafter  for a
          period of three (3) years.

10.  INFRINGEMENT BY THIRD PARTIES

     10.1.General.  PocketSpec  shall  notify  Solartech  if it  learns  of  any
          possible  infringement  by any third party of the  Technology.  In the
          event  that  Solartech  does  not  file  suit  against  a  substantial
          infringer of such patents or other rights  granted  herein  within six
          (6)  months  after  receipt  of  such  notification  from  PocketSpec,
          PocketSpec  shall have a right,  but no  obligation,  to  enforce  any
          patent licensed hereunder on behalf of itself and Solartech. Solartech
          shall  provide all  reasonable  assistance  requested by PocketSpec in
          connection  with  any  action  taken  by  PocketSpec  to  enforce  the
          Technology and Trademark,  including without  limitation joining legal
          action  initiated  by  PocketSpec  as  a  party.  In  the  event  that
          PocketSpec takes such, PocketSpec shall retain for its own benefit all
          recoveries obtained from such action, after reimbursement of Solartech
          for its costs  and  expenses,  if any,  incurred.  Such to the  extent
          Solartech  joins any legal action  initiated by PocketSpec,  Solartech
          and PocketSpec shall split equally all costs, expenses and recoveries.
          Cooperation.  In any  suit or  dispute  involving  an  infringer,  the
          parties shall cooperate fully, and upon the request and at the expense
          of the party  bringing  suit,  the other party shall make available to
          the party  bringing  suit, at reasonable  times and under  appropriate
          conditions  all  relevant  personnel,  records,  papers,  information,
          samples, specimens, and the like in its possession.

11.  INDEMNIFICATION

     11.1.General.  PocketSpec shall hold harmless and indemnify Solartech,  its
          officers, employees and agents from and against any claims, demands or
          causes  of  action  whatsoever,  including  without  limitation  those
          arising  on  account  of any  injury or death of  persons or damage to
          property caused by, or arising out of, or resulting from, the exercise
          or  practice  of  the  rights  and  licenses   granted   hereunder  by
          PocketSpec,  its Affiliates or their  officers,  employees,  agents or
          representatives, except to the extent that any such claims, demands or
          causes  of  action  arise as a result  of  Solartech's  negligence  or
          misconduct.

     11.2.PocketSpec   agrees   that  no  product  or   software   bearing   the
          Solarmeter(R)  shall in any way be used to  encourage  or endorse  the
          exceeding  of  manufacture's  suggested  maximum  operating  time  for
          tanning beds. Use of the Solarmeter(R) may be used in PocketSpec's web
          sites, its literature and other written  documentation and promotional
          materials.

12.  TERM AND TERMINATION

     12.1.Term. The term of this Agreement  shall commence on the Effective Date
          and  continue in full force and effect for a period of ten (10) years,
          and shall be extended for an additional  ten (10) years if the Devices
          are still being built.  This  Agreement  may be  terminated  by mutual
          agreement of the parties at any time.

     12.2.Termination  of Royalty  Payment:  Should  Solartech no longer wish to
          build the  Erythemal  Detector used in the  Solarmeter(R)  Version 7.0
          that can be bought for $45.00 in lieu of  Royalty,  the  inconvenience
          could be significant and  consequently,  the Royalty payments would be
          suspended  forever,  unless another source for the same is provided at
          the $45.00  price in the same  quality,  within  thirty  (30) days the
          decision to no longer build and provide to  PocketSpec  the  Erythemal
          Detector used in the Solarmeter(R) Version 7.0. In the event of such a
          decision, all documents and confidential materials that Solartech used
          to have the Erythemal  Subassembly  Detector Componentry made shall be
          immediately provided to PocketSpec.

     12.3.Accrued Rights.  Expiration or termination of this Agreement shall not
          release either party from any obligation theretofore accrued.

13.  DISTRIBUTION AGREEMENT:

     13.1.Solartech has granted to  PocketSpec  the  non-exclusive  distribution
          rights to buy and sell the  Solartech  Meters in the United  States of
          America and Worldwide,  Except in the United Kingdom, where PocketSpec
          will the exclusive  right to  distribute  the  Solartech  Meters,  all
          subject to the following pricing and purchase terms:

          13.1.1. PocketSpec may purchase any of the Solartech  Meters now shown
               on the web site of www.solarmeter.com,  or hereafter shown, for a
               per device  cost of $58.00,  plus the actual  component  costs of
               Solartech,  which shall be adjusted  every six months  during the
               term of this  Agreement,  with the first  adjustment on August 1,
               2003,  and on  the  1st  day of  every  sixth  month  thereafter.
               Solartech shall notify PocketSpec of any cost adjustments  within
               ten (10) days after each adjustment date or no adjustment will be
               possible until the next six month period.  The current  component
               costs for each of the  Solartech  products  are 5.0  $18.96;  6.0
               $36.22; 6.5 $43.80; 7.0 $43.80; 8.0 $46.67.

          13.1.2. PocketSpec shall pay for shipping costs to Solartech.

          13.1.3. PocketSpec shall be responsible for any sales taxes.

          13.1.4.  PocketSpec  is  an  authorized   reseller  for  any  warranty
               coverage.

          13.1.5.  PocketSpec may deposit money with Solartech if it wishes,  in
               $500 denominations,  and then instruct Solartech who and where to
               ship the  products  to. In this event,  Solartech  shall bill the
               cost for the product , plus shipping from the deposit  amount and
               fax a statement to  303.393.1700  with the shipping  information.
               PocketSpec  shall  issue a check  to  Solartech  for the  billing
               amount in order to maintain the deposit amount.

          13.1.6. Solartech shall periodically provide and update its retail and
               wholesale price list to PocketSpec.

          13.1.7. PocketSpec may promote in any way its distribution agreement.

          13.1.8.  Solartech  shall provide to PocketSpec its customer list when
               PocketSpec has its software and non-portable devices for sale.

14.  MISCELLANEOUS

     14.1.Governing Law. This Agreement  shall be governed by, and construed and
          interpreted,  in  accordance  with the laws of the  State of  Michigan
          without reference to principles of conflicts of laws.

     14.2.Compliance  with Laws.  Each party shall  perform  this  Agreement  in
          compliance  with all  applicable  federal,  national,  state and local
          laws,  rules and  regulations  and shall indemnify the other party and
          its  customers  for loss or damage  sustained  because of such party's
          noncompliance with any such law, rule or regulation.  Each party shall
          furnish to the other party any  information  requested  or required by
          that party during the term of this Agreement or any extensions  hereof
          to enable  that party to comply with the  requirements  of any U.S. or
          foreign federal, state, and/or governmental agency.

     14.3.Limitation of Liability.  IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR
          INCIDENTAL,  CONSEQUENTIAL,  INDIRECT, OR SPECIAL DAMAGES OF THE OTHER
          PARTY ARISING OUT OF THIS AGREEMENT, UNDER ANY THEORY OF LIABILITY.

     14.4.Force Majeure.  Neither party shall be held  responsible for any delay
          or failure in  performance  hereunder  caused by  strikes,  embargoes,
          unexpected  government  requirements,  civil or military  authorities,
          acts of God,  earthquake,  or by the  public  enemy  or  other  causes
          reasonably  beyond such party's control and without such party's fault
          or negligence.

     14.5.Independent Contractors.  The relationship of Solartech and PocketSpec
          established  by this  Agreement  is that of  independent  contractors.
          Nothing in this  Agreement  shall be  constructed  to create any other
          relationship  between  Solartech and  PocketSpec.  Neither party shall
          have any right,  power or  authority  to  assume,  create or incur any
          expense, liability or obligation, express or implied, on behalf of the
          other.

     14.6.Assignment.  This Agreement  shall inure to the benefit of the parties
          successor  and  assigns.  Assignment  does not  relieve  assignor  its
          respective obligations, without written agreement of the non assigning
          party.

     14.7.Notices.  Any required notices  hereunder shall be given in writing by
          certified mail or overnight  express  delivery service (such as FedEx)
          at the address of each party at the above addresses,  or to such other
          address or as either party may  substitute by written  notice.  Notice
          shall  be  deemed  served  when  delivered  or,  if  delivery  is  not
          accomplished by reason or some fault of the addressee, when tendered.

     14.8.Modification;  Waiver.  This Agreement may not be altered,  amended or
          modified in any way except by a writing  signed by both  parties.  The
          failure of a party to enforce any provision of the Agreement shall not
          be construed  to be a waiver of the right of such party to  thereafter
          enforce that provision or any other provision or right.

     14.9.Severability.  If any  provision of any  provision  of this  Agreement
          shall be found by a court to be void,  invalid or  unenforceable,  the
          same shall be reformed to comply  with  applicable  law or stricken if
          not so conformable, so as not to affect the validity or enforceability
          of this Agreement.

     14.10. Entire Agreement. The parties hereto acknowledge that this Agreement
          sets forth the  entire  Agreement  and  understanding  of the  parties
          hereto as to the  subject  matter  hereof,  and  supersedes  all prior
          discussions, agreements, and writings in respect hereto.

     14.11. Facsimile  Signatures:  This Agreement shall be binding if signed by
          one part and sent to the other party by facsimile.

     IN WITNESS  WHEREOF,  each party hereto has had this Agreement  executed by
there duly authorized representative.



Solartech, Inc., a Michigan corporation



By: /s/ Steven J. Mackin
---------------------------
Steven J. Mackin, its President



PocketSpec Technologies Inc.



By: /s/ F. Jeffrey Krupka
---------------------------
F. Jeffrey Krupka, its President