First Amendment to Master License Agreement
EXHIBIT
10.2
First
Amendment
to
This
First Amendment dated as of September 3, 2008 to Master License Agreement dated
as of October 25, 2006 between XIOM Corp. (“XIOM”) and Extreme Mobile Coatings,
Inc. (as successor to A&C Coatings, LLC) (“Extreme”).
WHEREAS,
XIOM and Extreme are parties to that certain Master License Agreement dated
as
of October 25, 2006 (the “License Agreement”);
WHEREAS,
XIOM and Extreme wish to amend Section 4(a) of the License
Agreement;
NOW,
THEREFORE, in consideration of the mutual covenants contained herein and for
other good and valuable consideration, the parties hereto hereby agree as
follows:
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1.
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Section
4(a) is hereby amended to read in its entirety as
follows:
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“Obligations
of A&C.
In
consideration of the licenses granted hereunder, during the Term of this
Agreement, A&C covenants and agrees as follows:
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a.
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To
establish, as a minimum performance condition of this
Agreement:
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i.
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at
least ten (10) Franchisees by December 31, 2009,
and
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ii.
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at
least ten (10) Franchisees each year thereafter. Only Franchisees
in good
standing shall count towards satisfaction of the above minimum performance
conditions. A Franchisee in good standing shall be defined as a powdercoat
business operated by a Franchisee that for any three quarters of
four
quarters in a calendar year, either (a) completes one job of a minimum
value of $5,000 or (b) purchases 500 pounds of XIOM
coatings.”
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IN
WITNESS WHEREOF, the parties have executed this First Amendment as of the date
first written above.
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XIOM
Corp.
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By:
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Name:
Xxxxxx Xxxxxxx
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Title:
President
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Extreme
Mobile Coatings, Inc.
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By:
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Name:
Xxxxx X. Xxxxxxx
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Title:
Executive Vice President
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