Exhibit 10.50
ASSIGNMENT AND CONSENT AGREEMENT
This Assignment and Consent Agreement (this "Agreement") is made and
executed as of the 17'x' day of November, 2003, by and among Xxxxxx Xxxxxxx, an
individual, and Xxxxxxx Group, as assignor (collectively, "Assignor"),
Environmental Friendly Materials, GMBH, a German company, as assignee
("Assignee") and HomeCom Communications, Inc. ("Licensor").
Whereas, Assignor is the licensee and Licensor is the licensor under that
certain License Agreement (the "License Agreement"), a fully executed copy of
which is annexed hereto, as Exhibit A, pursuant to which, among other things,
Assignor acquired the non-exclusive license (the "License") to manufacture and
distribute Hybrid Non-Isocyonate Polyurethane binders and related components for
chemically resistant industrial plants and floor coverings (the "Product"); and
Whereas, Assignor desires to assign to Assignee and Assignee desires to
acquire from Assignor, all right, title and interest of Assignor as licensee
under and pursuant to the License Agreement ("Assignor's Interest"), on and
subject to the terms and conditions hereinbelow set forth;
Now, Therefore, in consideration of the sum of Ten and 00/100 ($10.00)
Dollars is hand paid, and other good and valuable consideration, the receipt
whereof is hereby acknowledged, the parties hereto hereby agree as follows:
1. Recitals. The recitals set forth above are hereby incorporated into the
body of this Agreement by reference, as if set forth at length in detail herein.
2. Assignment. Assignor, as and from the date hereof, hereby sells,
assigns, transfers and conveys to Assignee, all of Assignor's right, title and
interest as licensee under and pursuant to the License Agreement.
3. Assumption. Assignee, as and from the date hereof, hereby assumes the
right, title, interest and obligations of Assignor under and pursuant to the
License Agreement.
4. Successors and Assigns. This Agreement shall be binding upon and inure
to the benefit of the parties hereto and their respective designees, affiliates,
successors and assigns.
IN WITNESS WHEREOF, this Assignment and Consent Agreement has been duly
executed and delivered by Assignor and by duly authorized officers of the
Assignee as of the date first set forth above.
ASSIGNOR:
XXXXXXX GROUP
By: /s/
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Xxxxxx Xxxxxxx
/s/
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Xxxxxx Xxxxxxx, individually
ASSIGNEE:
ENVIRONMENTAL FRIENDLY MATERIALS, GMBH,
a German company
By: /s/
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Name/Title: H.-X. Xxxxxxxxx Geschaftsfuhrer
Consent to Assignment
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This Agreement is being executed by Licensor solely to acknowledge the consent
by Licensor (i) to the assignment to Assignee of Assignor's Interest (as
hereinabove defined), and (ii) to recognize Assignee as the licensee under the
License Agreement as and from the date of this Agreement.
HOMECOM COMMUNICATIONS, INC.
By: /s/ Xxxxxxx Xxxxxxxx
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Name/Title: V.P. Lic. Tech. Div.
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