TERMINATION AGREEMENT
This
Termination Agreement (the "Agreement"), effective as of January 30, 2006,
is
entered into by and between N2T, Inc. ("N2T") and Oakley, Inc. ("Oakley")
(each
a “Party” and collectively the “Parties”).
RECITALS
WHEREAS,
N2T and Oakley are
parties to certain Aircraft Lease dated December 18, 2003 as amended from
time
to time by certain amendments thereto (collectively, the "Original
Lease")
with
respect to certain aircraft referenced thereto;
WHEREAS,
the Parties have
executed a new Aircraft Lease Agreement (the "New Lease") effective as
of
January 30, 2006 (the "Effective Date") with respect to certain aircraft
referenced thereto
(the
"Aircraft").
NOW,
THEREFORE, it is hereby agreed as follows:
1. Definitions.
Capitalized terms used herein and not otherwise defined shall have the
meanings
given such terms under the New Lease.
2. Termination
of the Original Lease.
The
Parties hereby agree that the Original Lease is terminated as of the Effective
Date of the New Lease and shall have no further force or effect following
the
Effective Date, except for provisions that specifically survive the termination
under the terms thereunder.
3. Application
of the New Lease.
N2T and
Oakley hereby agree that any issue arising out of or in connection with
the
lease of the Aircraft, including, but not limited to, rent payments and
aircraft
expenses on or after the Effective Date shall be resolved, calculated or
adjusted in accordance with the provisions under the New Lease.
4. Entire
Agreement.
This
Agreement constitutes the entire agreement and understanding between the
Parties
and supersedes all prior negotiations and agreements, written and oral,
relating
to the subject matter hereof, and shall be binding upon the Parties, their
successors, assigns and legal representatives.
5. Counterparts:
This
Agreement may be executed in several counterparts that together shall be
originals and constitute one and the same instrument.
6. Governing
Law.
This
Agreement may be interpreted and enforced according to the substantive
laws of
the State of California without application of its conflicts or choice
of law
rules.
IN
WITNESS
WHEREOF, the Parties have executed this Termination Agreement effective
as of
the date set forth above.
|
Oakley,
Inc.
|
N2T,
Inc.
|
|
By:
Xxxxxx
Xxxxx, Vice President, Business Development
Date:
|
By:
Xxx
Xxxxxxx, President
Date:
|
