DEBT
FORGIVENESS AGREEMENT 


 


This
DEBT FORGIVENESS AGREEMENT (“Agreement”) is made effective as of June. 30, 2021, by and between Arvana Inc.
(“Company”) and Zahir Dhanani (“Creditor” and together with the Company, the “Parties”). 


 


WHEREAS,
the Company owes Creditor certain payables for services rendered as a former officer and director of the Company, and for amounts
expended in his official capacity on behalf of the Company, in the aggregate amount of two hundred and six thousand three hundred
and one dollars and seventy-one cents ($206,301.71) as of the effective date of this Agreement (‘Debt”)
comprised as follows:


 


	Payables	Date
    Incurred	Date
    Recorded	Currency	Total
	Consulting
    fee	01/31/2012	01/31/2012	Canadian	5,000.00
    
	Traveling
    expenses (020912ZD)	02/09/2012	02/29/2012	Canadian	7,975.08
    
	Traveling
    expenses (020912ZD-2)	02/09/2012	02/29/2012	Canadian	8,910.80
    
	Consulting
    fee	02/09/2012	02/29/2012	Canadian	5,000.00
    
	Traveling
    expenses (032112ZD-1)	03/21/2012	03/31/2012	Canadian	9,010.50
    
	Traveling
    expenses (032112-2)	03/21/2012	03/31/2012	Canadian	12,903.55
    
	Consulting
    fee	03/31/2012	03/31/2012	Canadian	5,000.00
    
	Consulting
    fee	04/30/2012	04/30/2012	Canadian	5,000.00
    
	Traveling
    expenses (050712ZD)	05/07/2012	05/31/2012	Canadian	11,256.29
    
	Consulting
    fee	05/31/2012	05/31/2012	Canadian	5,000.00
    
	Traveling
    expenses (062512ZD)	06/25/2012	06/30/2012	Canadian	16,664.06
    
	Consulting
    fee	06/30/2012	06/30/2012	Canadian	5,000.00
    
	Traveling  expenses
    (Zip)	07/19/2012	07/31/2012	Canadian	11,877.14
    
	Traveling  expenses
    (Rob)	07/19/2012	07/31/2012	Canadian	11,877.14
    
	Traveling  expenses
    (072012CZ)	07/20/2012	07/20/2012	Canadian	5,562.60
    
	Consulting
    fee	07/31/2012	07/31/2012	Canadian	5,000.00
    
	Traveling
    expenses	08/07/2012	08/31/2012	Canadian	2,850.29
    
	Consulting
    fee	08/31/2012	08/31/2012	Canadian	5,000.00
    
	Traveling
    expenses (110712ZY)	09/07/2012	09/30/2012	Canadian	5,440.44
    
	Consulting
    fee	09/30/2012	09/30/2012	Canadian	5,000.00
    
	Traveling
    expenses (100212ZD)	10/02/2012	10/31/2012	Canadian	2,156.63
    
	Traveling
    expenses (100212ZD-2)	10/02/2012	10/31/2012	Canadian	3,679.96
    
	Consulting
    fee	10/31/2012	10/31/2012	Canadian	5,000.00
    
	Consulting
    fee	11/30/2012	11/30/2012	Canadian	5,000.00
    
	Consulting
    fee	12/31/2012	12/31/2012	Canadian	5,000.00
    
	Consulting
    fee	01/31/2013	01/31/2013	Canadian	5,000.00
    
	Consulting
    fee	02/28/2013	02/28/2013	Canadian	5,000.00
    
	Consulting
    fee	03/31/2013	03/31/2013	Canadian	5,000.00
    
	Consulting
    fee	04/30/2013	04/30/2013	Canadian	5,000.00
    
	Consulting
    fee	05/23/2013	05/31/2013	Canadian	3,710.00
    
	 	 	 	Canadian	193,874.48
    
	 	 	 	Fx
    at June 30, 2021	0.8068
	 	 	 	USD	156,417.93


 


	Expenses
    (2nd qtr.)	06/30/2011	06/30/2011	USD	19,024.21
	Expenses
    (3rd.  qtr.)	09/30/2011	09/30/2011	USD	8,026.79
    
	Expenses
    (4th  qtr.)	12/31/2011	12/31/2011	USD	10,551.18
    
	Debt
    assignment (Haafiz)	01/01/2012	01/31/2012	USD	                  (37,602.18)
    
	Expenses
    (1st qtr.)	03/21/2012	03/31/2012	USD	7,652.17
    
	Expenses
    (2nd qtr.)	06/30/2012	06/30/2012	USD	2,749.46
    
	Hotel
    expenses (Senatus)	08/16/2012	08/31/2012	USD	928.48
    
	Hotel
    expenses (Senatus)	08/25/2012	08/31/2012	USD	470.63
	Hotel
    expenses (Senatus)	08/30/2012	08/31/2012	USD	480,86
	Debt
    assignment (Zahir)	12/31/2016	12/31/2016	USD	37,602.18
	 	 	 	USD	49,883.73
	Total	 	 	 	206,301.71


 


WHEREAS,
the Creditor has determined to forgive the outstanding Debt in accordance with the terms of this Agreement. 


 


NOW,
THEREFORE, in consideration of the premises and mutual covenants contained herein and for other good and valuable consideration,
the receipt and legal sufficiency of which are hereby acknowledged, the Parties agree as follows: 


 


1.    Creditor
hereby waives, forgives, and cancels all obligations owed by the Company to the Creditor that constitute the Debt as of June 30,
2021.


 


2.    The
Parties hereby represent and warrant to each other that this Agreement is a valid and binding obligation on each of the Parties.
Furthermore, Creditor represents to Company that it has not transferred, assigned, or otherwise conveyed or alienated any of Creditor’s
right, title, or interest in or to the Debt prior to entering into this Agreement.  


 


3.    This
Agreement shall be binding upon and inure to the benefit of the Parties and their successors and permitted assigns, and is not
for the benefit of, nor may any provision hereof be enforced by, any other person or entity. 


 


4.    The
Parties shall execute and deliver, or cause to be executed and delivered, any and all such other instruments and shall take all
actions as may be necessary to effect the transaction contemplated by this Agreement. 


 


5.    This
Agreement shall be construed, and the rights and obligations of the Parties under this Agreement shall be determined, in accordance
with the internal laws of the State of Utah, without application of any state’s conflict of law principles. 


 


6.    Each
part of this Agreement is intended to be severable. Should any term, covenant, condition, or provision of this Agreement prove
to be unlawful, invalid, or unenforceable, such illegality, invalidity, or unenforceability shall not affect the remaining provisions
of this Agreement, which shall remain in full force and effect and shall remain binding upon the Parties. 


 


7.    This
Agreement constitutes the entire agreement between the Parties pertaining to the subject matter hereof and supersedes any and
all prior agreements, representations, and understandings of the Parties, written or oral. The terms of this Agreement shall not
be modified or amended except by subsequent written agreement of the Parties. This Agreement may be executed in counterparts,
each of which shall be deemed to be an original, but all of which, when taken together, shall constitute one and the same instrument. 


 


[SIGNATURES
ON THE FOLLOWING PAGE]


 


 



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IN WITNESS
WHEREOF, the undersigned have caused this Agreement to be duly executed as of the date first above written. 


 


 


 Arvana
Inc. (“Company”)


 


 


/s/
Ruairidh Campbell


Name:
Ruairidh Campbell


Title:
President


 


Date:
June 30, 2021


 


 


Zahir
Dhanani (“Creditor”)


 


 


/s/
Zahir Dhanani


Name:
Zahir Dhanani


 


Date:
June 30, 2021


 






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