LICENSE AGREEMENT
EXHIBIT 10.1
THIS LICENSE AGREEMENT (“Agreement”), dated this 5TH day of December, 2016, by and between XXXXXX INTERNATIONAL, LTD., having its principal place of business at Route 34 and Xxxxxxxxx Xxxx, Xxxx Xxxxxxxx, Xxx Xxxxxx 00000 XXX (hereinafter referred to as “Licensor”) and SECURE SUPPLIES SE Asia LLC, having its principal place of business at 65 / 2 moo Soi Bangtao, 14 Cherng Talay Thalang Xxxxxx Xxxxxxxx 00000, SECURE SUPPLIES HK LLC, having its principal place of business at 3905 Two Exchange Square, 0 Xxxxxxxxx Xxxxx Xxxxxxx Xxxx Xxxx, SECURE SUPPLY USA, having its principal place of business at 0000 X Xxxx Xx. Xxx. 0000, Xxxx of Wilmington, Xxx Xxxxxx Xxxxxx, Xxxxxxxx, 00000, XXX and SECURE SUPPLIES MEXICO LLC, 000- 00XX Xxxxxx, #000, Xxxxxx, Xxxxxxxxxx 00000, XXX and their subsidiaries (hereinafter collectively referred to as “Licensee”).
Exclusive distribution, use, lease and sale License for Hydrogen Powered CSRV Engines and Power Generators for the countries and territories of the United States of America, Canada and Mexico.
BACKGROUND
WHEREAS, Licensor owns and/or has the right to license certain Patent Rights and Technical Information (as hereinafter defined) relating to Licensed Products used (as hereinafter defined) in the design and construction of internal combustion engines and power generators incorporating spherical rotary valves (the “Xxxxxx Spherical Rotary Valve System”) (“CSRV”);
WHEREAS, Licensor desires to grant to Licensee certain rights under such Patent Rights and Technical Information to distribute, use, sell and lease the Licensed Products in the Countries and Territories (as hereinafter defined); and
WHEREAS, Licensee desires the rights to distribute, use, sell and lease the Licensed Products in the Countries and Territories in accordance with the terms and conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the premises of the performance of the undertakings herein, it is agreed by and between the parties hereto as follows:
ARTICLE I – DEFINITIONS
In this Agreement, including recitals:
1.1 “CSRV Valve System” shall mean a cylinder head or heads attached to an internal combustion engine manufactured in accordance with the Patent Rights and/or Technical Information of the CSRV System.
1.2 “CSRV Valve Seal” shall mean a valve seal for use with the CSRV Rotary Valve Sphere in the CSRV System.
1.3 “CSRV Rotary Valve Sphere” shall mean a spherical rotary valve used in the CSRV Valve System in accordance with the Technical Specifications.
1.4 “CSRV Components” shall mean the parts that when assembled comprise the Licensed Product.
1.5 “Xxxxxx Co-Generation System” shall mean a device consisting of an Engine linked to a Xxxxxx Generator.
1.6 “Dollars” and “$” shall mean the official currency of the Government of the United States of America.
1.7 “Engine” or “Engines” shall mean all Xxxxxx internal combustion engine(s) employing the CSRV System utilizing hydrogen as the fuel to operate.
1.8 “Field of Use” shall mean use of the Xxxxxx Co-Generation System as the power source for the generation of electrical energy and/or for the power source for compression, pumping, pressurization and distribution of any gas or fluids for all applications, and/or for the power source and storage operations of hydrogen.
1.9 “Generator” shall mean a Xxxxxx patented device, which produces electricity having an engine as its power source.
1.10 “Improvement” shall mean any improvement, change or modification to the Engines, Generators, Xxxxxx Co-Generation System, the CSRV System, the CSRV Valve Seal and/or CSRV Rotary Valve System, which may be developed, created or acquired by either party to this Agreement, but only to the extent that the same comes within the scope of one or more claims in the Patent Rights.
1.11 “Licensed Product” shall mean the Xxxxxx Co-Generation System incorporating the Engines, the Xxxxxx Generators, and any other CSRV Products, Patent Rights and/or Technical Information in its design and manufacture incorporating the components in Sections 1.1, 1.2, 1.3 and 1.4.
1.12 “Licensee” shall mean the Licensee and “Licensor” shall mean Licensor as specified on the title page of this Agreement.
1.13 “Patent Rights” shall mean the patents and patent applications, as listed in Appendix 1.13, and all patents which may be issued pursuant to such patent applications, together with any continuations or continuations-in-part thereof, and all patents issuing thereon or therefrom including reissues, patents of addition and any registration or configuration patents corresponding thereto.
1.14 “Regulatory Approval” shall mean, with respect to the countries and territories of the United States of America, Canada and Mexico and all government approvals necessary for Licensee to use the Licensed Product.
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1.15 “Regulatory Authority” shall mean, with respect to the countries and territories of the United States of America, Canada and Mexico and the governmental authority responsible for granting Regulatory Approval.
1.16 “Technical Information” shall mean all information imparted by Licensor to Licensee, together with all proprietary information, trade secrets, skills and experience, recorded and unrecorded, accumulated from time to time during the term of this Agreement, relating to a Licensed Product and all designs, drawings, specifications, know-how and the like, owned by Licensor, insofar as the same related to a Licensed Product.
1.17 “Technical Specifications” shall mean the specifications and performance parameters developed by Licensor for the Licensed Product.
1.18 “Territory” shall mean the countries and territories of the United State of America, Canada and Mexico.
ARTICLE II – LICENSE GRANTED
2.1 LICENSE GRANTED TO LICENSEE
Subject to the terms and conditions set forth herein, the Licensor grants an Exclusive Distribution, Use, Sale and Leasing License for the countries and territories of the United States of America, Canada and Mexico to distribute, use, sell and lease the Licensed Product, manufactured by Licensor and sold and supplied exclusively to Licensee for use of Hydrogen as its fuel. Falling within the scope of the patent rights and/or technical specifications with the territories and with respect to the Field of Use. This License will continue to sustain its exclusivity provided the Licensee purchases a minimum of 10 MW of products per year.
The Licensee shall be prohibited from manufacturing Xxxxxx Co-Generation Systems, the Xxxxxx generators or engines, components thereof and any other CSRV products.
As a condition of this License, the Licensee must purchase all CSRV products, parts and components from Licensor and/or its assigns and from no other entity.
2.2 LIMITATION OF LICENSES GRANTED
Licensee shall have no right to manufacture or sublicense the Licensed Product or components of the Licensed Product, the Patent Rights and/or Technical Information.
2.3 IMPROVEMENTS
If Licensee has heretofore brought about or shall hereafter during the term of this Agreement or within two (2) years after the expiration of this Agreement bring about any Improvement on the Licensed Product, Licensee shall promptly disclose such Improvement to Licensor. If such Improvement is approved for patent, Licensor shall have the first option within the time prescribed by law to file a patent application thereon in Licensor’s name. The expense of filing, securing and maintaining patent protection on such Improvements shall be borne by Licensor and the Licensee will have a royalty-free license to use them. If Licensor shall elect not to file any such patent application, then Licensee shall have the option to do so in its own name and at its own expense.
Licensee agrees to grant and hereby grants to Licensor an exclusive, royalty-free license together with the right to grant sublicenses to other licensees under each of said patent applications and any patents issuing as set forth in this Section.
2.4 PATENT MARKINGS
Licensee shall not alter, remove, obscure or cover patent markings or any other writing or printed words identifying Licensor as owner of the pertinent patents and/or patent applications.
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ARTICLE III – TECHNICAL COOPERATION AND APPROVALS
3.1 TECHNICAL COOPERATION
Other than for existing Xxxxxx CSRV products, should Licensee request that Licensor design and develop any new Xxxxxx CSRV applications, such technical assistance will be performed pursuant to the terms of a separate engineering contract between the parties.
3.2 REGULATORY APPROVALS
For the full term of this Agreement, Licensee assumes complete responsibility, at Licensee’s sole cost and expense, for obtaining Regulatory Approval, where required, from appropriate governing Regulatory Authorities, for the use of Licensed Products.
Licensor agrees to provide Licensee with all reasonable assistance and cooperation in the preparation and submission of any application for Regulatory Approval.
ARTICLE IV – CONFIDENTIAL INFORMATION
4.1 Licensee shall use Technical information and Technical Specifications obtained heretofore or hereafter from Licensor for the sole purpose of using Licensed Product under this Agreement.
4.2 Licensee agrees to hold in confidence any and all Technical Information and Technical Specifications disclosed, directly or indirectly, to Licensee by Licensor under this Agreement except that such obligation does not extend to: (a) Technical Information and Technical Specifications which at the time of disclosure are in the public domain; (b) Technical Information and Technical Specifications which after disclosure is published or otherwise becomes part of the public domain through no fault of the Licensee (but only after, and only to the extent that, it is published or otherwise becomes part of the public domain); (c) Technical Information which Licensee can prove was in its possession (as evidenced by Licensee’s written records) at the time of disclosure and was not acquired, directly or indirectly from Licensor or from a third party under an obligation of confidence; and (d) Technical Information and Technical Specification which Licensee can prove was received by it (as evidenced by Licensee’s written records) after the time of disclosure hereunder from a third party who did not require Licensee to hold it in confidence and who did not acquire it, directly or indirectly, from Licensor under an obligation of confidence.
4.3 Licensee agrees, upon request by Licensor, to obtain from its officers, employees, agents and other persons having access to Confidential Information, a duly binding agreement to maintain such information in confidence, each such agreement must be in a form reasonably acceptable to Licensor.
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ARTICLE V – PAYMENTS
EXCLUSIVE LICENSE FEE
This Distribution, Use, Sale and Lease Exclusive License fee is $75,000,000 USD (Seventy Five Million US Dollars).
Based on the size of this project and order presented to the Company and the vast potential expansion of hydrogen applications, Company management has agree to forgive the exclusive license fee of $75,000,000 USD and work with Secure Supplies HK LLC to move this project forward in an expedited fashion.
5.1 PAYMENTS AND ROYALTIES
Upon execution of this agreement, the Licensee shall pay a one-time fee of $1,000,000 USD to Licensor.
A royalty of $50 USD will be paid per engine or gen set sold to Licensee, to the Xxxxxx Trust regardless of the size or type of CSRV engine.
Licensor shall proceed with the process of modifying of a 100 to 150 KW CSRV gen set to demonstrate the successful operation of Secure Supply HK LLC HH2 Gas POD and Injection Ignition system for commercial use.
Licensee shall deliver one 6-cylinder fuel injection system and one gas POD for testing and demonstration for scale up to CSRVv12 and CSRVv16 1 mw to 5 mw Models.
5.2 Sublicensing.
No Sublicense will be sold without the written permission from Licensor and must be executed by Licensor. 50% of Sublicense Fee shall be paid to Licensor. Any Sublicense must be executed by Licensor and Licensee.
5.3 CSRV PRODUCT PAYMENTS
A 50% down payment on all CSRV products shall be paid to the Licensor with each order presented. The balance due on each order shall be paid at the time the order has been staged for delivery from Licensor’s manufacturing plant.
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ARTICLE VI – PATENT ENFORCEMENT
6.1 Licensee shall immediately inform Licensor of any actual or potential infringement of the Patent Rights by Licensee or any third party, which may come to Licensee’s attention. It shall be the responsibility of the Licensor at its own expense and solely at Licensor’s discretion (which shall not be obligated to exercise) to terminate any such potential actual infringement of any of the Patent Rights. If Licensor shall elect not to pursue, Licensee may at its sole cost and expense, and with Licensor’s approval, take such action to terminate such infringement and Licensor agrees to reasonably cooperate with Licensee in pursuing such action.
ARTICLE VII – REPRESENTATIONS
7.1 Licensor represents and warrants as follows:
(a) Licensor is a duly organized, validly existing Delaware corporation and the corporate charter of the Licensee has never been revoked or suspended.
(b) All Technical Information delivered prior to the date of execution hereon has been, and all Technical Information delivered hereafter will be, to the best of Licensor’s knowledge, substantially accurate and complete with respect to material matters.
(c) Licensor is the rightful owner of the Patent Rights and has the exclusive right to license all of the Patent Rights.
(d) Licensor has the power and authority to execute, deliver and perform its obligations under this Agreement, and neither the execution nor delivery of this Agreement or the performance of its obligations hereunder will constitute a breach of the terms or provisions of any contract or agreement to which it is a party.
7.2 Licensee represents and warrants as follows:
(a) Licensee is a duly organized, validly existing corporation in USA and the corporate charter of the Licensee has never been revoked or suspended.
(b) Licensee has the power and authority to execute, deliver and perform its obligations under this Agreement and neither the execution nor the delivery of this Agreement nor the performance of its obligations hereunder will constitute a breach of the terms or provisions of any contract or agreement to which it is a party.
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(c) Licensee has the financial capability to pay the consideration that is required by Article V, noting Xxxxxx company management has agreed to forgive the exclusive license fee of $75,000,000 USD replaced by a royalty fee of $50 USD, that will be paid per engine or gen set sold to Licensee, to the Xxxxxx Trust regardless of the size or type of CSRV engine.
7.3 OBLIGATIONS OF LICENSEE – Licensee will use its best efforts to:
(a) Execute all such tasks as may be necessary to bring about the speedy use of Licensed Products consistent with good business practice; and
(b) Ensure that all steps within its power are undertaken with all reasonable speed to ensure that the Licensed Products comply with relevant governmental regulations in the Field of Use in the Territory.
7.4 LIMITATION OF LICENSOR’S WARRANTIES:
(a) Nothing contained in this Agreement shall be construed as a warranty or representation by Licensor as to the validity or scope of any patent including the Patent Rights. Furthermore, no warranty or representation is made by Licensor that the use by Licensee of Licensed Products will be free of infringement of any patent or other rights of persons not a party hereto. Licensor shall not be obliged to defend, indemnify or hold Licensee harmless against suit, claim, demand or action based on actual or alleged infringement of any patent or other rights belonging to a person or entity not a party to this Agreement. Any such suit, claim, demand or action based on actual or alleged infringement by Licensee shall not relieve Licensee from its performance of its obligations hereunder.
(b) Licensor makes no representations, extends no warranties of any kind, express or implied, and assumes no responsibility whatsoever with respect to the use by Licensee or its vendors of products incorporating, or made by use of, Licensed Products, Patent rights and/or Technical Information furnished under this Agreement.
7.5 INDEMNIFICATION BY LICENSEE AND INSURANCE
Licensee shall indemnify and hold Licensor harmless from and against any and all expenses including attorney’s fees, claims, demands, liabilities or money judgments for death or bodily injury arising from the use of the Licensed Product by Licensee. Licensee shall give Licensor notice as soon as practicable of any claim or action to which the foregoing provision applies. Licensor shall have the right, but not the obligation, to participate in any compromise, settlement or defense of any such claim or action.
7.6 MUTUAL INDEMNITIES
Each of the parties hereto shall indemnify and save harmless the other of, from and against any losses, damages and costs (including legal fees and expenses) which the other may suffer or incur by reason of a breach of this Agreement.
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7.7 INSURANCE
Insurance shall be purchased by Licensee or Sublicensee immediately when CSRV products are sold to any customers anywhere in the world. The insurance shall cover the origin of where the CSRV products are sold and placed; the insurance amount shall be determined by the amount of CSRV products sold and placed. Licensor bears no responsibility and is held harmless in the use and sale of CSRV products manufactured and sold anywhere in the world.
ARTICLE VIII – DURATION AND TERMINATION
8.1 Subject to the provisions of Section 8.4 hereof, all rights and obligations under this Agreement shall expire upon the expiration of the last to expire patent of the patent Rights and any Improvement Patents added thereto.
8.2 If either Licensee or the Licensor commits a material breach of any provision of this Agreement, and such breach is not cured within thirty (30) days after the date on which notice of breach is sent to the breaching party, the non-breaching party shall have the right to request to terminate this Agreement. If the breaching party disagrees with the request of termination, such request of termination shall be taken to a mutually agreeable juristic for binding arbitration (Refer to ARTICLE XIV) except that if the breach is related to the failure of the Licensee to pay any sum that is due to Licensor and such breach is not cured within thirty (30) days of the date on which payment was due, then Licensor shall have the right, without notice to Licensee, to pursue its claims in the state or federal courts in the State of New Jersey having jurisdiction, or alternatively, to terminate this Agreement.
8.3 This Agreement shall terminate effective immediately upon:
(a) The filing by Licensee of an involuntary petition in bankruptcy, the entry of a decree or order by a court agency or supervisory authority having jurisdiction in the premises for the appointment of a conservatory, receiver, trustee in bankruptcy or liquidation for Licensee in any insolvency, readjustment of debt, marshaling of assets and liabilities, bankruptcy or similar proceedings, or the winding up or liquidation of its affairs, and the continuance of any such petition, decree or order undismissed or unstated and in effect for a period of sixty (60) consecutive days; or
(b) The consent by Licensee to the appointment of a conservator, receiver, trustee in bankruptcy or liquidation in any solvency, readjustment of debt, marshaling of assets and liabilities, bankruptcy or similar proceedings of or relating to Licensees, or relating to substantially all of its property, or if Licensee shall admit in writing its inability to pay its debts generally as they become due, file a petition to take advantage of any applicable insolvency, reorganization, or bankruptcy statute, make an assignment for the benefit of its creditors or voluntarily suspend payment of its obligations; or
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8.4 Termination shall not release either Licensee or Licensor from any obligation arising prior to such termination or any requirement pursuant to ARTICLE IV, V and Sections 7.3, 7.5, 7.6, 7.7 and 17.2 of this Agreement.
8.5 In the event of any termination of this Agreement, other than because of Licensee’s default, Licensee shall be entitled to use Licensed Products for which commitments to customers have been made at the time of such termination.
8.6 Any termination of this Agreement shall be without prejudice as to any obligation of either party to the other accruing prior to or at such termination. Applicable royalties shall be payable under Section 5.2 of ARTICLE V with respect to income from the use of all Licensed Products which were manufactured or were in the course of manufacture prior to such termination.
ARTICLE IX – WAIVER
9.1 No provision of this Agreement shall be deemed to have been modified by any act of either party, its agents or employees, or by the failure to object to any act of the other party which may be inconsistent herewith, or otherwise, except by a subsequent agreement in writing signed by both parties. No waiver of a breach committed by either party in one instance shall constitute a waiver or a license to commit or continue breaches in other or like instances.
ARTICLE X – LIMITATIONS OF RIGHTS AND AUTHORITY
10.1 No right or title whatsoever in the Patent Rights or Technical Information is granted by Licensor to Licensee, or shall be taken or assumed by Licensee, except as is specifically set forth or granted in this Agreement.
10.2 Neither party shall in any respect whatsoever be taken to be the agent or representative of the other party and neither party shall have any authority to assume any obligation for the other party or to commit or bind the other party in any way.
10.3 Neither party shall at any time heretofore or hereafter publicly state or imply that the terms and conditions specified herein, or that the relationships between Licensor and Licensee, are in any way different from those specifically set forth in this Agreement. If requested by one party, the other party shall promptly supply copies of all public statements and of all promotional material relating to this Agreement and to Licensed Products.
ARTICLE XI – FORCE MAJEURE
11.1 Neither party shall be liable for failure to perform or delay in performing obligations set forth in this Agreement and Licensor and Licensee shall not be deemed in breach of their obligations, if, to the extent and for so long as such failure or delay in breach is due to natural disaster or cause reasonably beyond the control of that party. If a party desires to invoke this Article it shall notify the other promptly of such desire and shall use reasonable efforts to resume performance of its obligations as soon as reasonably possible. However, if performance by a party becomes impossible for more than twelve (12) consecutive months by reason thereof, this Agreement may be terminated by either party giving thirty (30) days written notice upon consensus.
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ARTICLE XII – INJUNCTIVE RELIEF FOR BREACH: SEVERABILITY AND ENFORCEABILITY
12.1 The parties agree that a party may not be adequately compensated by damaged at law for a breach or threatened breach by the other party of any of the provisions of this Agreement, and that the other party shall be entitled to injunctive relief and specific performance in connection therewith, in addition to all other remedies.
12.2 Each of the covenants contained in this Agreement shall be construed as separate covenants, and if any court shall finally determine that any such covenants are too broad as the area, activity or time set forth therein, said area, activity or time shall be deemed reduced to whatever extent the court deems reasonable and such covenants shall be enforced as to such reduced area, activity or time, without limiting the scope or enforceability of the remaining provisions of those sections.
12.3 If any provision of this Agreement is declared invalid by a court of last resort or by any court from the decision of which an appeal is not taken within the time provided by law, then and in such an event, this Agreement will be deemed to have been terminated only as to the portion thereof which related to the provision invalidated by that judicial decision, but this Agreement, in all other respects, will remain in force.
12.4 It is specifically agreed that no provision that is in any manner violates the antitrust laws of The United States of America as now or hereafter enacted or construed, is intended or will be considered to be incorporated into this Agreement or will be binding upon the parties.
ARTICLE XIII – LIMITATIONS OF ASSIGNMENT OF LICENSEE
13.1 The rights, duties and privileges of the parties hereunder shall not be transferred or assigned, either in whole or in part.
ARTICLE XIV – GOVERNING LAW / JURISDICTION
14.1 This Agreement shall be governed by and construed and enforced in accordance with the laws of The United States of America as to patents only and in all other respects with the laws of the State of New Jersey. Each party hereby submits to the jurisdiction of the state or federal courts in the State of New Jersey in the event of any claims arising under this Agreement.
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ARTICLE XV – ENTIRE AGREEMENT
15.1 This Agreement sets forth the entire agreement and understanding by and between Licensor and Licensee as to the subject matter hereof and it supersedes all documents, verbal consents and understandings made before the execution of this Agreement and none of the terms of this Agreement shall be amended or modified except in written document signed by Licensor and Licensee.
15.2 In the event of an inconsistency between any terms of this Agreement and any translation thereof into another language, the English language version shall control.
15.3 Should any portion of this Agreement be declared null and void, the remainder of this Agreement shall remain in full force and effect.
ARTICLE XVI – NOTICES
16.1 Any notice, consent or approval required under this Agreement shall be in English in writing, and shall be delivered to the following addresses (a) personally by hand, (b) by Certified Mail, postage prepaid, with return receipt requested, or (c) by telefax, confirmed by Certified Mail.
If to the Licensor:
Xxxxxx International, Ltd.
0000 Xxxxxxx 00 xxx Xxxxxxxxx Xxxx
Xxxx Xxxxxxxx, XX 00000
If to the Licensee:
Secure Supplies SE Asia LLC
65 / 2 moo Soi Bangtao
14 Cherng Talay Thalang
Xxxxxx Xxxxxxxx 00000 xxxxxxxxxxxxxxx0@xxxxx.xxx
Mb+ 66 83 647 3443 xxx.xxxxxxxxxxxxxx.xxx
All notices shall be deemed effective upon the date delivered. If either party desires to change the address to which notice is sent to such party, it shall so notify the other party in writing in accordance with the foregoing.
ARTICLE XVII – MISCELLANEOUS
17.1 HEADINGS AND REFERENCES
Headings in this Agreement are included herein for ease of reference only and have no legal effect. References herein to Sections or Attachments are to Sections and Attachments to this Agreement, unless expressly stated otherwise.
17.2 RESTRICTION ON DISCLOSURE OF TERMS AND PROVISIONS
(a) This Agreement shall be distributed solely to: (I) Those personnel of Licensor and Licensee who shall have a need to know its contents; (II) those persons whose knowledge of its contents will facilitate performance of the obligations of the parties under this Agreement; (III) those persons, if any, whose knowledge of its contents is essential in order to permit Licensee or Licensor to place or maintain or secure benefits under policies of insurance; and (IV) as may be required by law, regulation or judicial order.
(b) In the event disclosure is required by law, regulation or judicial order, the disclosing party shall request that any disclosure be kept secret and shall attempt to minimize disclosure of the financial terms of this Agreement. Any party may publicly announce the existence of this Agreement the manner in which the parties shall operate, and the areas of responsibility of each party. Except as legally required, no party may disclose the amount of payments or royalty rates without the consent of the other party. The parties will consult with each other prior to any press release to this Agreement. Notwithstanding the foregoing, Licensee hereby, acknowledges its understanding that Licensor is required to file a copy of this License Agreement with the U.S. Securities and Exchange Commission within four days after it is executed.
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IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed as of the date first above written in duplicate by their duly-authorized representatives.Form
Distribution, use, lease and sale License for Xxxxxx CSRV Products in the countries and territories of the United States of America, Canada and Mexico or as approved by Xxxxxx International in writing.
| ATTEST: | XXXXXX INTERNATIONAL, LTD. | ||
| /s/ Xxxxx Xxxxxxx | /s/ Xxxxxx X. Xxxxxx | ||
| Xxxxx Xxxxxxx | Xxxxxx X. Xxxxxx, President and CEO | ||
| ATTEST: | SECURE SUPPLIES HK LLC (Parent) | ||
| /s/ Supannee Saentaveesuk | By: | /s/ Xxxxxx Xxxxxxxxx | |
| Xxxxxx Xxxxxxxxx, President and CEO | |||
| ATTEST: | SECURE SUPPLIES SE ASIA LLC | ||
| /s/ Supannee Saentaveesuk | By: | /s/ Xxxxxx Xxxxxxxxx | |
| Xxxxxx Xxxxxxxxx, CEO | |||
| ATTEST: | SECURE SUPPLY USA LLX | ||
| /s/ Supannee Saentaveesuk | By: | /s/ Xxxxxx Xxxxxxxxx | |
| Xxxxxx Xxxxxxxxx, CEO | |||
| ATTEST: | SECURE SUPPLIES MEXICO LLC | ||
| /s/ Supannee Saentaveesuk | By: | /s/ Xxxxxx Xxxxxxxxx | |
| Xxxxxx Xxxxxxxxx | |||
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Appendix 1.13
Patents
| U.S. Patent 4,944,261, issued July 31, 1990, |
| "Spherical Rotary Valve Assembly for an Internal Combustion Engine" |
| U.S. Patent 4,953,527, issued September 4, 1990, |
| "Spherical Rotary Valve Assembly for an Internal Combustion Engine" |
| U.S. Patent 4,976,232, issued December 11, 1990, |
| "Valve Seal for Rotary Valve Engine" |
| U.S. Patent 4,989,558, issued February 5, 1991, |
| "Spherical Rotary Valve Assembly for an Internal Combustion Engine |
| U.S. Patent 4,989,576, issued February 5, 1991, |
| "Internal Combustion Engine" |
| U.S. Patent 5,048,979, issued September 17, 1991, |
| "Self Adjusting Wheel Bearing Assembly" |
| U.S. Patent 5,109,814, issued May 5, 1992, |
| "Spherical Valve" |
| U.S. Patent 5,361,739, issued November 8, 1994, |
| "Spherical Rotary Valve Assembly for use in Rotary Valve Internal Combustion Engine" |
| U.S. Patent 5,601,405, issued February 11, 1997, |
| "Valve Apparatus for Steam Turbines" |
| U.S. Patent 6,293,098B1, issued September, 25, 2001, |
| "Methods and Apparatus for Joining Pressurized Exhaust Manifold Sections" |
| U.S. Patent 6,308,676B1, issued October 30, 2001 |
| "Cooling System for Rotary Valve Engine" |
| U.S. Patent 6,666,458B2, issued December 23, 2003, |
| "Valve Seal for Rotary Engine" |
| U.S. Patent 6,668,785B1, issued December 30, 2003, |
| "Piston Head for Internal Combustion Engine" |
| U.S. Patent 6,718,933B1, issued April 13, 2004, |
| "Valve Seal for Rotary Valve Engine" |
| U.S. Patent 6,779,504B2, issued August 24, 2004, |
| "Spherical Rotary Intake Valve for Engine Assembly" |
| U.S. Patent 6, 779,925B2, issued August 24, 2004, |
| "Bearing Assembly" |
| U.S. Patent 6,789,516, issued September 14, 2004. |
| "Rotary Valve & Valve Seal Assembly for Rotary Valve Engine having Hemispherical Combustion Xxxxxxxx" |
| U.S. Patent 6,880,511B1, issued April 19, 2005, |
| "Seal Pressure Regulator" |
***** Please note this will include all Worldwide Patents for Secure Supplies LLC and Secure Supplies Subsidiaries to Use, which some are Not Listed.
