DEVELOPMENT AND LICENSE AGREEMENT
Exhibit
10.9
This
Development and License Agreement (“Agreement”)
is
entered into effective as of May 15, 2006, by and between Spectre
Gaming, Inc.,
a
Minnesota corporation and having a principal place of business at 00000 00xx
Xxxxxx X., Xxxxxxxxxxx, Xxxxxxxxx 00000 (“Spectre”),
and
Global
Gaming Group, Inc.,
a
Nevada corporation and having a principal place of business at 0000 Xxxx Xxxxxxx
Xxxx Xxxxx 00, Xxx Xxxxx, Xxxxxx 00000 (“G3”).
INTRODUCTION
A. Spectre
is in the business of developing casino-style redemption games, or
“amusement-with-prize” games, at adult-entertainment facilities in the United
States.
B. G3
has
certain unique skills and abilities with respect to the development of
customized game content (“Content”).
C. SPECTRE
desires to retain G3 as an independent contractor to develop Content for at
least 20 new video-redemption games for Spectre’s use pursuant to the terms and
conditions of this Agreement.
D. G3
is
ready, willing and able to undertake the development of Content for
video-redemption games for Spectre and agrees to do so under the terms and
conditions set forth in this Agreement.
AGREEMENT
Now,
Therefore,
in
consideration of the facts and premises set forth above, and for other good
and
valuable consideration the receipt and sufficiency of which are hereby
acknowledged, the parties agree as follows:
1. Creation
and Development of Games.
G3 will
create and deliver to Spectre Content for 20 new video-redemption games pursuant
to the following delivery schedule, assuming that Spectre is not the cause
of
any delay pertaining thereto:
Date
|
Number
of Games
|
March
31, 2006
|
7
|
May
31, 2006
|
7
|
July
31, 2006
|
6
|
For
purposes of this Agreement, the term “video-redemption
games”
means
a
game in which the user xxxxxx money and, if the player wins, the game dispenses
or displays a coupon or other representation of value that is redeemable for
cash or merchandise, where (a) the retail value of the merchandise receivable
upon the redemption of any such coupon or other representation of value is
materially greater than the value of cash receivable upon such redemption,
(b)
the maximum wholesale value of merchandise available from a single play of
the
game is no more than the maximum value allowed by law in that particular
jurisdiction, and (c) the game is not a “Class II,” “Class III,” or a
bingo-based, electronic pull-tab, or charitable game (as those terms are defined
in the Indian Gaming Xxxxxxxxxx Xxx, 00 X.X.X. § 0000), or is not otherwise a
gaming device. All Content for video-redemption games delivered to Spectre
by G3
under this Section 1 or Section 5 below shall be referred to as “Games.”
Notwithstanding
any of the foregoing, G3 is under no obligation to provide license for more
than
10 Games until such time as Spectre has placed a minimum 500 “video-redemption
games” in the field. For the purposes of this requirement, a Game will be deemed
“placed” upon presentment to G3 by Spectre of a validly executed invoice (“Valid
Invoice”) from Bally (or other equivalent manufacturer) indicating their binding
intent to manufacture the hardware (Game Hardware and Platform”) for such Game.
To be acceptable to G3, the Valid Invoice MUST contain specific delivery dates
for all manufactured applicable Game Hardware and Platforms.
2. Deliverables.
All
Games delivered pursuant to this Agreement shall consist of at least the
following components: graphics, audio, math and pay tables (collectively, the
“Deliverables”).
Upon
G3’s delivery of the Games pursuant to this Agreement, the Deliverables must
conform to the “Specifications” described and defined in Section 3 below. Except
as set forth in Section 11 below, G3 will not be obligated to port (i.e.,
modify) the Games to any operating platform.
3. Specifications.
a. Development
of Specifications.
G3 and
Spectre will jointly develop mutually acceptable final specifications for the
Games and the Deliverables (the “Specifications”).
Any
change in the Specifications after their adoption will be accomplished pursuant
to paragraph b (Change in Specifications) below. If the parties cannot agree
to
Specifications for any or all of the Games and their related Deliverables
(including a change in the Specifications pursuant to paragraph b below), either
party will have the right to terminate this Agreement upon three days notice,
subject to Spectre’s continuing royalty payment obligation pursuant to Section 7
below.
b. Change
in Specifications.
If at
any time following acceptance of Specifications pertinent to one or more Games
and their related Deliverables, Spectre should desire a change in G3’s
performance hereunder or in the software relevant to the Games or their related
Deliverables that would materially alter the Specifications therefor, Spectre
will provide G3 with a proposal specifying the desired changes. Thereafter,
G3
will provide Spectre with a written response to each such proposal within ten
business days after receipt Spectre’s proposal. G3’s written response will
include a statement of the availability of G3’s personnel and resources as well
as any impact the proposed changes will have on the delivery dates for Games.
G3
reserves the right to refuse to implement any or all such changes for any
business reason (subject, however, to Spectre’s right of termination set forth
in paragraph (a) above).
4. Acceptance
and Testing.
a. Initial
Testing.
Upon
receipt of each Game and the Deliverables related thereto, Spectre will have
90
days to perform such tests as Spectre may in its discretion determine to be
necessary or appropriate for the purpose of ensuring that each component of
the
Game and its Deliverables operates in accordance with the related Specifications
(the “Acceptance
Tests”).
b. Non-Performing
Component.
If any
component of a Game or its Deliverables fails any applicable Acceptance Test,
Spectre will give written notice to G3 of such failure, describing with
reasonable specificity the nature of such failure. Upon receipt of such written
notice, G3 will have thirty days thereafter to discuss corrective action with
Spectre and to modify, correct or enhance such the non-performing component
so
that it conforms to the applicable Specifications. After delivery of any
modification, correction or enhancement to a failing component, Spectre will
have 30 additional calendar days in which to conduct Acceptance Tests for such
component.
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c. Right
to Terminate.
If any
component that has been modified in connection with paragraph b. above fails
to
pass any additional Acceptance Tests as contemplated thereunder, Spectre will
have the right to terminate this Agreement upon three days notice, with no
further obligation or liability to G3.
d. Deemed
Acceptance.
If
Spectre fails to give notice to G3 pursuant to this Section within 90 days
of
receipt of a Game that such Game or any of its Deliverables has either passed
or
failed any applicable Acceptance Tests, such Game and its Deliverables will
be
deemed to have been accepted by Spectre.
5. Additional
Games.
By
mutual agreement, the parties may increase the number of Games that G3 will
create and deliver to Spectre hereunder (which shall become “Games” pursuant to
Section 1), and determine the delivery dates for such Games; provided,
however,
that if
Spectre notifies G3 that Spectre desires G3 to create and deliver up to ten
additional Games, G3 will not unreasonably withhold its consent and agreement
to
so create and deliver those Games, with Specifications reasonably determined
by
Spectre. G3 shall be entitled to reasonably withhold such consent based upon
Spectre’s failure to meet its latest placement forecast as provided to G3 prior
to the execution of this Agreement.
6. License.
a. Initial
License.
G3
hereby grants Spectre, for the entire term of this Agreement, an exclusive
license to: (i) utilize and commercially exploit the Games delivered hereunder,
together with all software, trademarks, service marks and other
intellectual-property rights comprising any part of the Games, in
adult-entertainment centers in the United States in “video redemption games”
only, as that term is defined above.; and (ii) manufacture, and contract
for the manufacture of the Games within “video redemption games” only, as that
term is defined above. The license granted hereunder shall extend to Spectre’s
contract manufacturers retained by Spectre for the purpose of manufacturing
”video redemption games” only, as that term is defined above, embodying the
Games. This license shall only be applicable to Games placed by Spectre on
a
recurring “per game per day” basis. Sale of the Games may be agreed to by mutual
consent of the parties.
b. Post-Termination
License.
Upon
the expiration or early termination of this Agreement, the foregoing license
described in clause (i) of paragraph a. above shall automatically continue
for
purposes of providing Spectre with the rights required to continue operating
as
contemplated in Section 7b below; provided,
however,
that
this post-termination license shall expire upon five days’ advance written
notice to Spectre of its failure to comply with the royalty-payment obligations
under Section 9, so long as such failure has not been cured by such
date.
7. Term
and Effect of Termination.
a. Term.
Subject
to earlier termination under Section 8 below, this Agreement shall begin as
of
the date hereof and last for a term of three years hereafter.
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b. Effect
of Termination.
If this
Agreement expires without renewal or extension by the parties (or is otherwise
terminated in accordance with any other provision hereunder), then, for so
long
as Spectre complies with the royalty provisions set forth in Section 9, Spectre
shall have the right to continue utilizing and commercially exploiting the
gaming devices embodying the Games that are then-currently placed in the
locations of Spectre’s customers and are subject to revenue-sharing or
participation arrangements (or similar arrangements not involving an outright
sale of such gaming devices), for so long as permitted under Section 6b above.
In addition, Spectre customers that have purchased any ”video redemption games”
embodying the Games prior to the expiration or termination of this Agreement
shall have the right to continue utilizing and commercially exploiting the
”video redemption games” embodying the Games.
8. Early
Termination.
The
parties may terminate this Agreement prior to the expiration of its three-year
term as follows: (a) by mutual written agreement; (b) except as set forth in
clause (c), upon a party’s material breach of this Agreement, a non-breaching
party may terminate this Agreement upon 30 days advance written notice to the
breaching party; provided,
however,
that
such breach shall not have been cured prior to the end of such 30-day notice
period; (c) Spectre may terminate this Agreement immediately, and with no
further obligation to G3 in the event that G3 fails to meet the delivery
deadlines for Games set forth in Section 1 (or as may be determined pursuant
to
Section 5) by more than 30 business days, with such failure being through no
fault of Spectre; and (d) Spectre may terminate this Agreement pursuant to
Section 3a or 4c, with no further obligation to G3, other than to continue
to
make Royalty Payments pursuant to Section 7 for all Games that will continue
to
be commercially exploited post-termination of the Agreement.
9. License
Fee and Royalty Payments.
a. License
Fee.
In
consideration for the license granted hereunder, Spectre agrees to pay G3 a
non-refundable license fee, in the aggregate amount of $240,000 (the
“License
Fee”),
payable as follows: (i) $20,000 will be due on June 1, 2006, and
(ii) $20,000 will be due on the first business day of each calendar month
thereafter, through and including May 1, 2007.
b. Royalty
Payments.
i. As
additional consideration for the license granted hereunder, Spectre agrees
to
pay G3 monthly royalty payments based on the average daily Spectre Gross Profit
from all gaming devices embodying a Game that are operated during that
particular month (“Royalty
Payments”),
in
amounts determined according to the following schedule:
Average
Spectre Gross Profit
per
Game per Day ($)
|
Royalty
Payment
(%
of Spectre Gross Profit)
|
Up
to $10
|
10%
|
Over
$10 and up to $20
|
20%
|
Over
$20 but less than $25
|
25%
|
$25
or more
|
30%
|
ii. For
purposes of this Agreement the term “Spectre
Gross Profit”
means,
with respect to the gaming devices embodying Games that are operated during
a
particular calendar month, all revenue generated by those gaming devices during
such month, less any and all costs and expenses for that month directly
associated with the ownership or operation of those devices (specifically
including but not limited to debt service payments on such video-redemption
games, reasonably required peripheral equipment, repairs, maintenance, update
costs and allocable labor costs, royalties and fees payable by Spectre to Bally
Gaming, Inc., sales, use and property taxes in any way related to the device),
including a pro
rata
share of
all costs and expenses of that month allocable to that kind of gaming device
in
general. For clarity, the parties agree that expenses appropriately classified
as “sales, general and administrative” under generally accepted accounting
principles shall not be expenses deducted in determining Spectre Gross
Profit.
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iii. In
addition to the foregoing, for purposes of this Agreement the language
“per
Game per Day”
means,
with respect to gaming devices embodying a Game that are operated during a
particular calendar month, the (A) the amount of Spectre Gross Profit resulting
from all such devices, if any, divided by (B) the product of (1) the number
of
days during the calendar month during which such gaming devices were in
operation multiplied by (2) the number of such gaming devices.
iv. Royalty
Payments with respect to any calendar month will be payable in arrears, within
15 days of the end of such calendar month. From the total Royalty Payment due
for each calendar month there shall be subtracted the sum of all License Fee
payments made by Spectre to G3 prior to the date of the Royalty Payment, which
payments have not previously been subtracted from prior Royalty Payments made
under this Agreement; provided,
however,
that
after the first Royalty Payment made hereunder, the sum of all License Fee
payments made by Spectre to G3 that are subtracted from any subsequent Royalty
Payment shall not exceed 50% of the actual Royalty Payment made to G3 for the
prior month. Together with each Royalty Payment made hereunder, Spectre will
provide written evidence of the manner in which such Royalty Payment was
calculated, in a format acceptable to G3. Royalty Payments shall be made in
check or by wire, as reasonably requested by G3.
10. Intellectual-Property
Rights.
G3 shall
retain ownership of all text, graphics, video, audio, source code, other
software, all documentation related to such computer programs and files, all
media upon which any such computer programs, files and documentation are
located, and all related material used or developed by G3 in connection with
its
performance under this Agreement, including all United States and international
copyrights and other intellectual-property rights therein.
11. Support
and Technical Services.
G3 will
provide Spectre with technical assistance in the process of porting the Games
and Deliverables to Spectre’s operating platform of choice, when and as
reasonably requested by Spectre. In addition, during the course of any
Acceptance Testing by Spectre, G3 will provide reasonable consulting, reasonable
technical assistance, reasonable error-correction services, and reasonable
support, including but not limited to reasonable efforts to design, code and
implement programming changes to the Games and Deliverables to correct
reproducible errors therein so that such items conform to the Specifications.
The various services, technical assistance and support that G3 is obligated
to
provide hereunder are collectively referred to as “Services.”
When
Services are required hereunder, G3 will provide Services through qualified
personnel.
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12. Additional
Covenants.
The
parties agree to the following covenants:
a. Utilization
of G3 Games.
From
and after the date of G3’s first delivery of Games hereunder, Spectre agrees to
utilize Games in no fewer than 75% of its routes in the United States;
provided,
however,
that if
G3 fails to meet the delivery deadlines for Games set forth in Section 1 (or
as
may be determined pursuant to Section 5) by more than ten business days, then
Spectre shall not be obligated to abide by this covenant.
b. Video
Lottery Terminals.
If (i)
any particular gaming jurisdiction in which Spectre has placed video-redemption
games in operation subsequently legalizes VLTs, as defined below, and (ii)
no
other third party has at that time been granted rights to any of the
Games/Content licensed hereunder for utilization in VLT gaming devices in that
jurisdiction, then Spectre shall thereupon have the exclusive right to license
the Games/Content for such VLT use from G3 for commercial exploitation in that
jurisdiction. Any such rights received by Spectre pursuant to this paragraph
will be subject to the parties’ mutual written agreement to a royalty model. If
the condition set forth in clause (ii) above is not met because G3 shall have
previously granted rights to the applicable portion of the Games/Content
licensed hereunder for utilization in VLT gaming devices to another party,
then
G3 will substitute like Content in like quantity for Spectre’s use, assuming the
parties can agree on a royalty rate for such use.
For
purposes hereof, “VLT” means a video or electromechanical game of skill or
chance that accepts xxxxxx, sponsored by an agency of a state government and
controlled by such state’s lottery, and is classified by the applicable state
agency as a “video lottery terminal.”
13. Representations
and Warranties.
a. Representations
and Warranties by G3.
G3
represents and warrants to Spectre as follows:
i. G3’s
work
product hereunder, including the Games and the Deliverables, will comply with
the Specifications therefore, to the best of G3’s ability to do so;
ii. for
a
period of 180 days after acceptance, any computer programs related to the Games
and Deliverables developed by G3 in connection with this Agreement will operate
in reasonable conformance with the Specifications for such items (though
Spectre’s sole remedy in the event of a breach of this warranty shall be for G3
to make reasonable efforts to rectify any non-conformance);
iii. neither
this Agreement, the Games, Deliverables, the Services, nor any component of
the
foregoing will violate or in any way infringe upon the rights of third parties,
including property, contractual, employment, trade secrets, proprietary
information and non-disclosure rights, or any trademark, copyright or
patent
rights;
iv. G3
has
the right to grant Spectre the license rights provided hereunder, and during
the
term hereof G3 will enforce and maintain in full force and effect all rights
to
the Games and Deliverables;
v. as
of the
date hereof, and as of each date on which a Game is delivered to Spectre
pursuant hereto there is and shall be no claim, litigation or proceeding pending
or threatened against G3 with respect to the use of any component of the Games
or their Deliverables, alleging infringement of any third party’s
intellectual-property rights;
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vi. the
Services will be performed in a professional, workmanlike manner consistent
with
the highest industry standards applicable to similar services; and
vii. this
Agreement and G3’s execution and delivery hereof have been duly authorized by
all necessary corporate action and, assuming the valid execution and delivery
hereof by Spectre, represents the valid and binding agreement of
G3.
b. Representations
and Warranties by Spectre.
Spectre
represents and warrants to G3 that this Agreement and Spectre’s execution and
delivery hereof have been duly authorized by all necessary corporate action
and,
assuming the valid execution and delivery hereof by G3, represents the valid
and
binding agreement of Spectre.
14. Confidential
Information.
a. Covenant.
Each
party agrees not to use, disclose, sell, license, publish, reproduce or
otherwise make available the Confidential Information of the other party except
and only to the extent necessary for its performance under this Agreement and
as
otherwise required to be disclosed pursuant to applicable law (specifically
including any obligations of Spectre to disclose information pursuant to the
Securities Act of 1933 or the Securities Exchange Act of 1934). Each party
agrees to secure and protect the other party’s Confidential Information in a
manner consistent with the maintenance of the other party’s confidential and
proprietary rights in the information (but at a minimum at a level consistent
with industry practice) and to take appropriate action by instruction or
agreement with its employees, consultants or other agents who are permitted
access to the other party’s Confidential Information to satisfy its obligations
under this Section. Each party’s obligation contained in this Section will
survive the expiration or termination of this Agreement.
b. Definition.
“Confidential
Information”
means
a
party’s information, not generally known by non-party personnel, used by the
party or which is proprietary to the party or the disclosure of which would
be
harmful to the party. Confidential Information includes but is not limited
to
the following types of information (whether or not reduced to writing or
designated as confidential): (i) information that is proprietary to a party
or
proprietary to others and entrusted to a party, whether or not constituting
a
trade secret, (ii) the terms and conditions of this Agreement, the payments
made
hereunder and a party’s performance hereunder; (iii) information concerning
purchasing, accounting, marketing, selling, products and services of a party,
and the financial performance of a party. As used herein, “Confidential
Information” shall not include information which is generally publicly known or
which a party independently obtains from a source that is not under an
obligation of confidentiality to the other party.
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15. Mutual
Indemnification.
Each
party will indemnify and hold the other harmless (including payment of
reasonable attorneys’ fees and costs, and other related costs and expenses),
including the other party’s corporate affiliates, and any employee, officer,
director, agent and representative thereof, against all liabilities and
obligations, whether directly or in connection with third parties, arising
from
the indemnifying breach of the terms of this Agreement. The parties’
indemnification obligation hereunder will survive the expiration or termination
of this Agreement.
16. No
Assignment.
G3 will
not assign or subcontract the whole or any part of this Agreement without
Spectre’s prior written consent, which shall not be unreasonably
withheld.
17. Dispute
Resolution.
a. The
parties will, to the greatest extent possible, endeavor to resolve any disputes
relating to the Agreement through amicable negotiations. Failing an amicable
settlement, any controversy, claim or dispute arising under or relating to
this
Agreement, including the existence, validity, interpretation, performance,
termination or breach of this Agreement, will finally be settled by binding
arbitration before a single arbitrator (the “Arbitration
Tribunal”)
which
will be jointly appointed by the parties. The Arbitration Tribunal shall
self-administer the arbitration proceedings utilizing the Commercial Rules
of
the American Arbitration Association (“AAA”);
provided,
however,
the AAA
shall not be involved in administration of the arbitration. The arbitrator
must
be a retired judge of a state or federal court of the United States or a
licensed lawyer with at least ten years of corporate or commercial law
experience from a law firm with at least ten attorneys and at least an AV rating
by Martindale Xxxxxxx. If the parties cannot agree on an arbitrator, either
party may request the AAA to appoint an arbitrator which appointment will be
final.
b. The
arbitration will be held in Las Vegas, Nevada. Each party will have discovery
rights as provided by the Federal Rules of Civil Procedure within the limits
imposed by the arbitrator; provided,
however,
that
all such discovery will be commenced and concluded within 60 days of the
selection of the arbitrator. The parties intend that any arbitration will be
concluded as quickly as reasonably practicable. Once commenced, the hearing
on
the disputed matters will be held four days a week until concluded, with each
hearing date to begin at 9:00 a.m. and to conclude at 5:00 p.m. The arbitrator
will use all reasonable efforts to issue the final written report containing
award or awards within a period of five business days after closure of the
proceedings. Failure of the arbitrator to meet the time limits of this Section
will not be a basis for challenging the award. The Arbitration Tribunal will
not
have the authority to award punitive damages to either party. Each party will
bear its own expenses, but the parties will share equally the expenses of the
Arbitration Tribunal. The Arbitration Tribunal shall award attorneys’ fees and
other related costs payable by the losing party to the successful party as
it
deems equitable. This Agreement will be enforceable, and any arbitration award
will be final and non-appealable, and judgment thereon may be entered in any
court of competent jurisdiction.
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18. General
Provisions.
a. Status
as Independent Contractor.
It is
understood and agreed that G3 will be acting only in the capacity of an
independent contractor insofar as this Agreement is concerned, and not as a
partner, co-venturer, agent, employee, franchisee or representative of Spectre.
Spectre is interested only in the results obtained under this Agreement; the
manner and means of G3’s performance hereunder is within G3’s control and
discretion. G3 will be solely liable for all remuneration, compensation, or
other payments which may be due to G3 employees, and Spectre will have no
obligation with respect to any employees of G3. G3 is responsible for all
expenses incurred in G3’s business operations including but not limited to
federal, state and local taxes, FICA and FUTA payments, licenses, permits and
registration charges, expenses of maintenance, travel, lodging, equipment,
insurance and other expenses incidental to G3’s business. Neither party shall
have authority to enter into agreements of any kind on behalf of the other
or
otherwise to bind or obligate the other to any third party in any manner
whatsoever.
b. Applicable
Law and Forum.
This
Agreement will be governed and construed in accordance with the laws of the
State of Nevada without regard to the conflicts-of-law principles thereof.
Any
action or suit related to this Agreement will be brought only in the state
or
federal courts sitting in Las Vegas, Nevada.
c. Notices.
Any
written notice required or permitted under this Agreement will be delivered
by
hand or by registered or certified mail, postage prepaid and return receipt
requested, to the President or Chief Financial Officer of the respective party
at the address in the opening paragraph of this Agreement.
d. Waiver.
No
waiver by a party of any breach by the other of any of the provisions of this
Agreement will be deemed a waiver of any preceding or succeeding breach of
the
same or any other provisions hereof. No such waiver will be effective unless
in
writing and then only to the extent expressly set forth in writing.
e. Entire
Agreement.
This
Agreement, including all future determinations hereunder (e.g., the finalization
of Specifications under Section 3, and additional Games under Section 5),
constitutes the entire agreement between the parties.
f. Modifications.
No
modification of this Agreement will be effective unless in writing and signed
by
both parties.
g. Severability.
If any
provision of this Agreement is invalid or unenforceable under any statute or
rule of law, the provision is to that extent to be deemed omitted, and the
remaining provisions will not be affected in any way.
h. Counterparts
and Delivery.
This
Agreement may be executed in counterparts, all of which taken together shall
constitute one agreement binding on all parties. Facsimile and electronically
transmitted signatures shall be valid and binding to the same extent as the
delivery of original signatures.
i. Time
of the Essence.
Time is
of the essence for this Agreement and each and every provision
hereof.
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j. Survival.
Notwithstanding any other term of this Agreement, the following Sections will
forever survive the termination of this Agreement: 10, 13, 14, 15, 17 and 18.
Upon any termination or expiration resulting in Spectre continuing to utilize
the license granted under Section 6b, the provisions of Section 9b, in addition
to the foregoing provisions identified in the previous sentence, will survive
during the pendency of such license.
k. Press
Release.
Neither
party shall issue (or cause to be issued) any press release regarding this
Agreement (or any portion of it) without the express written consent of the
other.
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In
Witness Whereof,
and in
acknowledgment that the parties hereto have read and understood each and every
provision hereof, the parties have executed this Development and License
Agreement to be effective as of the date first set forth above.
Global Gaming Group, Inc.: | ||
|
|
|
By: | /s/ Xxxxxx X. Xxxxxxxxx | |
Xxxxxx X. Xxxxxxxxx |
||
Print Title: President |
Spectre
Gaming, Inc.:
|
||
|
|
|
By: | /s/ D. Xxxxxx Xxxx | |
D. Xxxxxx Xxxx, President |
||
Signature
Page - Development and License Agreement
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