EXHIBIT 99.2
STRATEGIC ALLIANCE AGREEMENT
THIS STRATEGIC ALLIANCE AGREEMENT made 10 Sept., 2003 between Delta-Envirotech,
Inc. a corporation located at 0000 Xxxxx Xxxxxx Xxxxxx, Xxxxx 000 Washington, D
C 20036 USA (hereinafter called Delta), and ZAFF International Ltd, a company
located at X. X. Xxx 000 Xxxxxx 00000, Xxxxx Xxxxxx, Sulaimaniah Area
(hereinafter called ZAFF).
RECITALS
WHEREAS: Delta has environmental technologies for the recycling of soil and
wastewater for industrial and civil applications and access to technology for
desalination and has extensive experience in the development of environmental
cleanup and recycling processes; and
WHEREAS: ZAFF has a number of companies, establishments, and commercial agencies
and unique capabilities, products or services and access and knowledge of
significant environmental projects on the territory of the Kingdom of Saudi
Arabia and the Gulf area that require these environmental technologies;
NOW, THEREFORE: WHEREAS, each of the Parties hereto, having carefully assessed
the capabilities and interest of the other and the Parties have agreed to make a
common approach for the purpose of securing the environmental projects
hereinafter called the "Business Interest".
NOW, THEREFORE: in consideration with the mutual covenants and promises made
herein, it is therefore agreed by the Parties:
1. Purpose. The Parties form this Strategic Alliance to jointly develop the
business interest in common. Each of the Parties will assist in the
securing the business interest through a coordinated effort of the
participants.
2. Contributions. Each of the Parties will contribute to the Strategic
Alliance their capabilities in the selected target markets and the use of
contacts and access for development of the business interest. Delta will
provide technology, equipment and required technical support for the
projects. ZAFF will identify projects, provide access to the appropriate
organizations and provide permits and all other governmental permissions
required for clean up activities.
3. Acquisition of Business Interest. Delta will acquire and hold in his own
name, but on behalf of the Parties, the business interest. The Parties will
participate in the activities as above and revenues deriving from the
business interest as agreed on a project by project basis and after
deduction of all expenses incurred by the Parties in securing and executing
the Business Interest. The Parties will jointly develop the project costing
and levels of markups prior to the submittal of the project proposal.
4. Term. This Agreement shall for an indefinite period unless terminated by
mutual assent of all the Parties.
5. Confidentiality. The Parties hereby agree that they will not circumvent
each other, communicate with, or otherwise contact parties that have been
disclosed to them under proprietary identification classification unless
expressly authorized in writing by the Party who made the proprietary
disclosure.
6. This Agreement shall in no way be construed as a partnership agreement or
agency, giving the undersigned Parties a claim against any separate,
personal or business dealings, ventures, assets or liabilities of any Party
to this Agreement. Any partnership, cooperation, or joint venture
agreements deemed desirable shall be entered into and governed by separate
agreements between the Parties.
7. Both Parties agree that this Alliance Agreement is signed with the
intention of developing the business relationship into a future joint
venture in order to enable the two Parties address the business
opportunities in a efficient, and effective manner. Terms and conditions of
such joint venture to be mutually negotiated at a later stage.
In witness whereof the Parties have signed and sealed this Agreement.
ZAFF INTERNATIONAL LTD.
/s/ S. Xxxx Xxxxxxxx (atty in fact) 10 Sept. 2003
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Signature Date
DELTA-ENVIROTECH, INC.
/s/ Xxxxx Xxxxxxx 10 Sep. 2003
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Signature Date
WITNESS: Seal:
Xxxx X. Xxxxxxx
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Name:
Signature /s/ Xxxx X. Xxxxxxx Date 10 Sept. 2003
Witness: Seal:
Xxxxx X. Xxxxx
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Name:
Signature /s/ Xxxxx X. Xxxxx Date 10 Sept. 2003
