VOTING AGREEMENT






  Exhibit 4.6


 
  VOTING AGREEMENT

  
   

  
  This Voting Agreement (the "Agreement") is entered into effective as
  of the ___ day of __________, 2006, by and among Northtech Corp., a Nevada
  incorporated company (the "Company"), Lubrication Partners L.P., a
  Texas limited partnership, ("LPLP") and Lubrication Partners, a joint
  venture ("LPJV")(LPLP and LPJV together the "Shareholders"):

  
  RECITAL

  
  WHEREAS the Shareholders and the Company desire to enter into this Voting
  Agreement to provide that the Shareholders will vote all of the shares of
  stock of the Company now owned or hereafter acquired by each of the
  Shareholders for John T. Jaeger, Jr., Allan McArtor, Tom Plaskett, Michael
  McMillan and Ben DuPont, and two nominees as agreed by the Company and the
  holders of Preferred Shares of the Company as directors of the Company.

  NOW, THEREFORE, in consideration of the mutual promises and covenants
  herein, and for good and valuable consideration, the receipt and adequacy of
  which is hereby acknowledged, the parties hereby agree as follows:

  1. Election of Directors.

  
	The Shareholders agrees to vote all shares of preferred stock of the
    Company ("Preferred Stock") and common stock of the Company ("Common
    Stock") now owned or hereafter acquired by such Shareholders in each and
    every election of Messrs. John T. Jaeger, Jr., Allan McArtor, Tom Plaskett,
    Michael McMillan and Ben DuPont ("Named Directors"), and two nominees
    as agreed by the Company and the holders of Preferred Shares of the Company
    (the "Preferred Nominees") to the Board of Directors of the Company.
	The Shareholders shall not vote for the removal of John T. Jaeger, Jr.,
    Allan McArtor, Tom Plaskett, Michael McMillan and Ben DuPont, and two
    nominees as agreed by NorthTech and the holders of Preferred Shares.
	The Company agrees to take all actions required to ensure that the
    rights given to the parties hereunder are effective and that they enjoy the
    benefits thereof. The Company will at all times in good faith assist in the
    carrying out of the provisions of this Agreement and in the taking of all
    such actions as may be necessary or appropriate in order to protect the
    rights of the parties hereunder against impairment.

    


  
  2. Termination. This Agreement, and all rights and obligations
  hereunder shall become effective on the date first set forth above, and shall
  terminate on the earlier of: 

  

  
	three years thereafter; 
	the Shareholders ceasing to own together an aggregate of 30% or more of
    the issued and outstanding share capital of the common stock of the Company;
    or
	as to any Named Director, (i) the death of such Named Director, or (ii)
    the failure or refusal of such Named Director to serve as directors of the
    Company, or such Named Director fails to adequately perform his duties as a
    director as determined by a majority of the other directors, including the
    Preferred Nominees.


  
  4. Notices. All notices, requests, consents, and demands shall be in
  writing and shall be deemed to have been sufficiently given if sent, postage
  prepaid, by registered or certified mail, return receipt requested, or by
  personal delivery to:

 







	
  If to NorthTech: 
	
   
	
  NorthTech Corp. 

	 	 	
  1917 West 4th Avenue, Suite 421

	 	
   
	
  Vancouver B.C. V6J 1M7

	 	
   
	
  Attention: Cecelia Pineda

	 	
   
	
  Fax No.: (604) 689-4087






 

                                                                                                                                                                                                                                                                                                                                                                                                                          
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  and to the Shareholders at the addresses listed in on the signature page
  hereto; or to such other address as may from time to time be furnished in
  writing to the other parties hereto.

  4. Specific Performance. The parties agree that their rights under
  this Agreement are unique and cannot be satisfied by the award of monetary
  damages. Accordingly, the parties shall, in addition to any other remedies
  available to them at law or in equity, have the right to enforce their rights
  hereunder by actions for specific performance to the extent permitted by law.

  5. Entire Agreement: Amendments and Waivers. This Agreement
  constitutes the full and entire understanding and agreement between the
  parties with regard to the subjects herein. This Agreement may only be amended
  if agreed to in writing by the Company and the Shareholders.

  6. Transferees and Assignment. This Agreement and the rights and
  obligations of the parties shall inure to the benefit of, and be binding upon,
  successors and assigns of the Company. The obligations of the Shareholders
  hereunder are personal obligations and any transferee of shares of Common
  Stock or Preferred Stock from the Shareholders are not bound by, or subject to
  the terms of, this Agreement.

  7. Governing Law. All questions concerning the construction,
  validity, enforcement and interpretation of this Agreement shall be governed
  by and construed and enforced in accordance with the internal laws of the
  State of Delaware, without regard to the principles of conflicts of law
  thereof. Each party agrees that all legal proceedings concerning the
  interpretations, enforcement and defense of the transactions contemplated by
  this Agreement (whether brought against a party hereto or its respective
  affiliates, directors, officers, shareholders, employees or agents) shall be
  commenced in the state and federal courts sitting in the City of New York,
  Borough of Manhattan (the "New York Courts"). Each party hereto hereby
  irrevocably submits to the exclusive jurisdiction of the New York Courts for
  the adjudication of any dispute hereunder or in connection herewith or with
  any transaction contemplated hereby or discussed herein (including with
  respect to the enforcement of any term the Agreement), and hereby irrevocably
  waives, and agrees not to assert in any suit, action or proceeding, any claim
  that it is not personally subject to the jurisdiction of any such court, or
  such New York Courts are improper or inconvenient venue for such proceeding.

  IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of
  the date first set forth above.

 




 
 	 NORTHTECH CORPORATION 

    ____________________________________

 By: 

      Name: Cecelia Pineda

      Title: President and CEO
	 	 
	 	 	 
	 Shareholders:	 	 
	 	 	 
	LUBRICATION PARTNERS, L.P.	 	LUBRICATION PARTNERS, a Joint   
   Venture
	    
   By: EFO GenPar, Inc.

    Its: General Partner 
	 	

   

    By: Lubrication Partners, L.P.

    Its: Managing Venturer

   

    By: EFO GenPar, Inc.

    Its: General Partner
	

    By: _______________________________	 	

    By: _______________________________


 


 

                                                                                                                                                                                                                                                                                                                                                                                                                          
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 	    Larry Wallace, President	 	    Larry Wallace, President