AMENDMENT # 1 TO PATENT AND TECHNOLOGY LICENSE AGREEMENT BETWEEN SOON HOCK LIM AND GLOBAL MOBILETECH, INC.
EXHIBIT 10.39
AMENDMENT # 1
TO
PATENT AND TECHNOLOGY LICENSE AGREEMENT
BETWEEN
SOON XXXX XXX
AND
This Amendment to that certain Patent and Technology License Agreement dated December 15, 2011, (the “License Agreement”), is made this 23rd day of March, 2012.
BETWEEN:
SOON XXXX LIM (“SHL”)
Unit M, Suite 807 Allway Gardens
Tsuen Wan, NT
Hong Kong
AND:
0000 Xxxxx Xxxxxx, Xxxxx 000
Xxxxxxx, XX 00000
XXX
WHEREAS, the parties wish to amend certain terms of the License Agreement.
THEREFORE, the parties agree as follows:
1. CLAUSE 1
This clause shall be amended to read as follows:
“Territory” shall include China, Thailand, Indonesia, Philippines, Malaysia, Vietnam, India and South Korea.
2. CLAUSE 4
This clause shall be amended to read as follows:
4.1
GMT, on its behalf and on behalf of its Affiliate or Sub-Licensee, shall pay SHL the following:
4.1.1
A one time license fee in the amount of $1,050,000 payable in the manner described in Schedule A annexed hereto.
4.1.2
One percent (1%) of GMT’s gross sales due and payable on or before each anniversary of the Effective Date of this Agreement or a minimum royalty payment of US$100,000 annually, whichever is the higher.
4.1.3
All amounts payable by GMT to SHL must be paid in United States funds without deductions for taxes, assessments, fees or charges of any kind.
3. ENTIRE AGREEMENT
This Amendment, together with the License Agreement, constitutes the final, complete and exclusive statement of the agreement between the parties pertaining to their subject matter and supersedes any and all prior and contemporaneous understandings or agreements of the parties.
4. MODIFICATION
This Amendment may be supplemented, amended or modified only by the mutual agreement of the parties. No supplement, modification or amendment of this Amendment shall be binding unless it is in writing and signed by both parties.
5. INCONSISTENCY
In the event of any conflict between this Amendment and the License Agreement, the terms of this Amendment shall govern.
Soon Xxxx Xxx
By:
/s/ Soon Xxxx Lim
By:
/s/ Xxxxxxx Xxx Xxx Looi
-------------------------
----------------------------------
Xxxxxxx Hoi Fah Looi
Director
SCHEDULE B
Payment of License Fee
The one time license fee of US$1,050,000 shall be paid as follows:
1)
740,740 shares of restricted common stock of Global MobileTech, Inc. at $0.54 per share or $400,000 in the aggregate shall be issued to SHL within thirty (30) days from December 15, 2011
2)
1,000,000 shares of restricted common stock of Global MobileTech, Inc. at $0.30 per share or $300,000 in the aggregate shall be issued to SHL upon signing this Amendment Agreement #1.
3)
US$200,000 cash payable within thirty (30) days from December 15, 2011
4)
US$150,000 cash payable within sixty (60) days from the date of this Amendment Agreement #1.
