LICENSE AGREEMENT
THIS AGREEMENT, is made as of March 24, 2005, by and between H2O
Group Inc. ("H2O" and/or "LICENSOR"), a Utah Corporation with offices located at
0000 Xxx Xxxx Xx. Xxxxx Xxxxx, Xxxx 84765), and Global Health Trax Inc., a
Nevada Corporation with offices located at 0000 Xxx Xxxxxx, Xxxxx, XX 00000-0000
("LICENSEE").
RECITALS
WHEREAS, on July 13, 2001, the United States Patent and Trademark Office
issued a Notice of Recordation of Assignment Document relating to the assignment
of United States Letters Patent entitled "Supply Tank for Toilet", patent number
6237164 (the "U.S. Patent") by Xxxxxx X. XxXxxxxxxx et al. to H2O, through which
assignment, the Patent was assigned to X0X.
XXXXXXX, X0X owns certain trademark rights in the "Xxxxxxxxxx.xxx" domain
name and
WHEREAS, H2O owns certain know-how, trade secret information, ideas,
developments, methods, systems, innovations, improvements, and processes
hereinafter defined and collectively referred to as the "Proprietary
Information"; and
WHEREAS, GHT desires to acquire comprehensive operational exclusive
licenses from H2O in the technology described the U.S. Patent, the Trademark
Application, and the Proprietary Information;
NOW, THEREFORE, in consideration of the mutual covenants and promises
contained herein, the parties intending to be bound hereby agree as follows:
1. Definitions: As used in this Agreement
1.1 "Licensed Patents" means Foreign & Domestic Patents and
applications based upon the technology described in the U.S.
Patent and any improvements, reissues, renewals and extensions
thereof which LICENSOR now owns or have or may hereafter during
the term of this Agreement own or have.
1.2 "Licensed Products" means any and all products and technology,
the manufacture, use, or sale of which incorporates or involves
the use of any invention in the country of manufacture, use, or
sale which is covered by any claim of one or more of the claims
under the U.S. Patent or Licensed Patents or which incorporates
or makes use of Proprietary Information.
1.3 "Licensed Technology" means the technology described in the U.S.
Patents and included in the Proprietary Information that is not
yet the subject of the Licensed Patents.
1.4 "Licensed Trademarks" means the "Hydroflush" xxxx which is the
subject of the Trademark Application or any similar, additional,
or replacement xxxx used in connection with the Licensed
Products with respect to which LICENSOR has any proprietary
rights.
1.5 "Proprietary Information" means and includes all know-how, trade
secret information, conceptions, data, test results,
confidential information or technology, improvements and
innovations, information, drawings, knowledge, sketches,
documents, and writings describing or recording such information
known or developed by LICENSOR and pertaining to the technology
disclosed and claimed in the U.S. Patent.
1.6 "Comprehensive operational exclusive licenses" means and
includes control of all existing assets of Licensor including
authority to develop additional assets which may have value to
the Licensor.
2. LICENSE GRANTS.
2.1 In consideration of good and valuable consideration as set forth
hereinafter, LICENSOR does hereby grant to LICENSEE and
exclusive license under the Licensed Patents and the Licensed
Technology to make, use, and sell the Licensed Products in all
countries including the Territory of North and South America and
any other country or location which has not been made an
exclusive to any other party as of the date of this agreement
(the "Territory").
2.2 The Licensor agrees that should an existing exclusive agreement
be rescinded the Licensor will provide either additional
exclusive Countries, locations, or access as may be in the best
interest of the Licensor.
2.3 The Licensor warrants that only one exclusive agreement
currently exists with another party as of the date of this
agreement. That exclusive agreement includes Japan and Taiwan
and is bound by terms and conditions of performance to be
measured at March 31, 2005 for fulfillment.
2.4 Conditioned upon the prior written approval of LICENSOR, which
consent shall not be withheld unreasonably, LICENSEE shall have
the right to grant sublicenses of the same scope as the licenses
granted to LICENSEE pursuant to this Section 2, subject to the
rights, obligations and terms and conditions set forth in this
Agreement, provided each sublicense shall agree in writing to
assume the obligations of this Agreement to LICENSOR with
respect to LICENSEE.
2.5 LICENSOR hereby warrants that it is the owner of the entire
right, title, and interest in and to the Licensed Patents and
that it has the right to grant the license hereby granted.
3. Payment and Royalties.
3.1 LICENSEE shall pay to LICENSOR at the address set forth in
Section 8 hereof or at such other address as LICENSOR designates
pursuant to Section 8 hereof, in accordance with the provisions
of this Section 3, an initial licensing fee of $150,000, payable
upon consummation of this agreement or in three equal
installments with the first payment upon consummation of this
agreement and each remaining payment by the thirtieth (30th) day
thereafter, or as mutually agreed upon but the full amount is to
be paid in full no later than June 30, 2005.
3.2 In the event that LICENSEE fails to make the payment due in
accordance with this Section 3.1, the license granted hereunder
shall be terminable by LICENSOR upon 15 days' written notice to
LICENSEE, subject to LICENSEE's right to cure prior to the
expiration of the 15-day period.
3.3 LICENSEE shall pay LICENSOR at the address set forth in Section
G pursuant to Section 8 hereof, in accordance with the
provisions of this Section 3, royalties equal to 7% net sales on
Licensed Products sold by LICENSEE or any of its sublicenses
(the"Royalty").
3.4 For the purpose of the calculations of Royalties payable
pursuant to this Section 3.2, a "sale" shall deemed to have been
effected and payable in accordance with the following:
3.4.1 A "sale" of Licensed Products shall be deemed to
have been effected on the date of actual dispatch
(Invoice shipped) by LICENSEE, its agents,
representatives, distributors, consignees,
wholesalers, retailers, vendees, or its
sublicensees hereunder of any Licensed Product to
purchaser(s) thereof. Licensed Products used as
samples to assist in LICENSEE's marketing efforts
and for testing purposes shall not be deemed
"sales".
3.4.2 All Royalties due by LICENSEE to LICENSOR shall be
paid every ninety (90) calendar days after the
last month in which sales have been effected. All
payments to LICENSOR hereunder are to be made in
US Dollars at address set forth in Section 8
hereof.
3.4.3 LICENSEE or its sublicensees shall be entitled to
a credit against future Royalties owed in an
amount equal to the Royalty times any units of
Licensed Products returned to LICENSEE or its
sublicensees.
3.4.4 It is expressly understood and agreed by the
parties hereto that all computations relating to
determination of the amounts of Royalties due and
payable pursuant to this Agreement shall be made
in accordance with recognized and generally
accepted accounting principles as reflected in the
practice of certified independent public
accountants in the United State of America.
3.4.5 On or before the date on which each Royalty
payment is due and payable pursuant to this
Agreement, LICENSEE shall furnish to LICENSOR a
written statement concerning the computation of
Royalties payable to LICENSOR in respect of the
applicable month for which payment is being made.
Each such statement shall contain information in
sufficient detail to permit the accuracy of each
Royalty payment due and payable pursuant to this
Agreement to be readily determined, and, in
particular, shall set forth the following:
(i) The number of Licensed Products which
have been sold during the period in
respect of which such statement is
rendered.
(ii) The amount of Royalties due by LICENSEE
pursuant to this Agreement in respect of
the period for which said statement is
rendered.
(iii) The Amount of credits for returned units
of the Licensed Products against
Royalties payable by LICENSEE.
3.4.6LICENSEE and its sublicensees hereunder shall keep full, clear, and
accurate records with respect to Licensed Products for which Royalties for
past and future manufacturer, sale, or use of Licensed Products are or may
be due and payable pursuant to this Agreement. LICENSOR shall have the
right twice a calendar year, at its expense, through a firm of independent
certified public accountants, or through such other qualified personnel as
may be acceptable to both parties hereto, providing LICENSEE's acceptance
shall not be unreasonably withheld, at any time during business hours to
examine and audit upon reasonable notice all such records and such other
records and accounts as may, under recognized accounting practices, contain
information bearing upon the amount of Royalties due and payable pursuant
to this Agreement. LICENSEE agrees to correct promptly any errors or
omissions disclosed by such examination or audit and tender payment of any
unpaid but earned Royalties that are disclosed to be due as a result of
such audit. Neither such right to examine and audit nor the right to have
such adjustment made shall be affected by any statement to the contrary
appearing either on checks or otherwise, unless such statement appears in a
letter, signed by LICENSOR and delivered to LICENSEE, expressly waiving
such right.
3.4.7LICENSOR recognizes that the statement required under Section 3 of this
Agreement may contain confidential sales information of LICENSEE. LISENSOR
agrees not to disclose to unrelated third parties the amount of the payment
made by LICENSEE under Section 3 without the prior written permission of
LICENSEE. LICENSOR shall have no obligation under this Section with respect
to any of the above information that is or becomes publicly known other
than through a breach of this Section by LICENSOR or is received from a
third party as a matter of right.
4. Confidentiality of Proprietary Information; Covenant Not to Compete
4.1 LICENSOR, LICENSEE acknowledge that certain aspects of the
technology licensed herein may never issue as a patent, and may
not otherwise enter the public domain, and further acknowledge
that such technology that is not patented or otherwise in the
public domain may constitute a valuable trade secret of a party.
Each party agrees that it will hold in confidence all
information of the other party which is disclosed to it under
conditions wherein the disclosure is designated as containing
confidential information, whether such disclosure is made orally
or in writing. It is expressly agreed that the Licensed Patents
and the Licensed Technology, to the extent that information
relating thereto is not in the public domain by publication or
otherwise, shall be considered as the sole property of and a
trade secret of LICENSOR. It is expressly agreed that inventions
and improvements related to the Licensed Patents and the
Licensed Technology and made by LICENSEE's employees, to the
extent that they are not in the public domain by publication or
otherwise, shall be considered as a trade secret of LICENSEE.
Each employee of party who receives confidential information of
the other party shall agree in writing not to disclose or
communicate such information to any unauthorized person.
4.2 The provisions of Section 4.1 above notwithstanding, LICENSOR recognizes
that LICENSEE may wish to publicize certain aspects of subject matter of
the Licensed Patents and the Licensed Technology that LICENSOR considers or
could consider to be a trade secret, for the purpose of marketing the
Licensed Products and processes licensed hereunder. If LICENSEE wishes to
make a publication of information that LICENSOR may consider a trade
secret, LICENSEE will request in writing, including electronic mail,
LICENSEOR's permission therefore at least 5 days prior to such publication.
If LICENSOR does not respond to LICENSEE within such 5-day period,
LICENSOR's permission shall be deemed to have been granted. Routine
marketing efforts such as available tests of the licensed product,
literature, testimonials, professional assessments, public assessments,
pictures or representations of the product are not considered proprietary
or requiring Licensor approval for dissemination.
4.3 LICENSEE undertakes to continue to take all reasonable and necessary
precautions and actions to maintain in secrecy of the accumulated body of
knowledge, skill, discoveries, developments, tests, and procedures
constituting the Proprietary Information. LICENSEE further undertakes that
it will not disclose the Proprietary Information to any third party that
such third party will receive and maintain in strict confidence all such
information disclosed to it by LICENSEE and that such third party will take
all reasonable precautions to prevent unauthorized use or disclosure of
such information to others. In no event, however, shall either LICENSOR or
LICENSEE disclose the Proprietary Information to any third party for a
purpose which is, or which it has reasonable grounds to believe is,
inconsistent with or in violation of its obligations to LICENSOR under this
Agreement.
4.4 LICENSEE undertakes to receive and protect, and to maintain in strict
confidence, all Proprietary Information disclosed to it by LICENSOR, as
well as all flow sheets, drawings, descriptions, specifications, operating
data, technical data, and the like furnished by LICENSOR which pertains to
or discloses any Proprietary Information, trade secrets, or any patent
application filed with respect thereof. Without limiting the foregoing,
LICENSEE agrees that it will not, without LICENSOR's prior written consent,
disclose any Proprietary Information or such other confidential information
to any third party or permit any third party to visit any facility where
LICENSEE's activities pursuant to this Agreement are conducted, unless such
third party has agreed in writing to the confidentiality provisions set
forth in this Section 4. LICENSEE will make all further necessary and
reasonable efforts to insure that its employees, agents, consultants, and
any other persons to whom it is necessary to disclose the Proprietary
Information, will hold such Proprietary Information in strict confidence.
LICENSEE covenants that it will use the Proprietary Information and other
confidential information furnished by LICENSOR to it only pursuant to and
in strict compliance with this Agreement, only for the purpose of its
activities under this Agreement. LICENSEE further agrees that it will not,
without LICENSOR's prior written consent, use for its own benefit (other
than for the purpose permitted by this Agreement) or for the benefit of
another, reproduce or copy, or permit the reproduction or copying, of any
physical, mechanical, electrical, or electronic medium in which the
Proprietary Information is recorded. LICENSEE's covenants in this Section 4
shall continue during the term of this Agreement and for 10 years after the
termination hereof.
4.5 LICENSOR agrees that it will not compete with LICENSEE in the sale of
Licensed Products in the Territory and will not sell, market, provide
consulting services, or in any way attempt to participate in the
commercialization of any other product in the Territory that competes with
the Licensed Products.
4.6 The foregoing covenants of LICENSEE shall not apply to any Proprietary
Information which: (i) LICENSEE can show by documentation was known to it
or in its possession prior to disclosure by LICENSOR and was not acquired
directly or indirectly from LICENSOR; (ii) LICENSEE acquired from a third
party who had no duty of confidentiality to LICENSOR with respect to such
information and who did not acquire such information directly or indirectly
from LICENSOR; (iii) become or became at any time a part of the public
domain, by publication or otherwise, without any breach by LICENSEE of a
duty of confidentiality to LICENSOR; or (iv) is approved for release by
prior written authorization of LICENSOR.
4.7 In addition to any other right or remedy, LICENSOR shall be entitled to
obtain equitable relief to enjoin LICENSEE from violating its respective
covenants in this Agreement.
4.8 LICENSEE and LICENSOR will maintain adequate levels of insurance for their
operations.
5. Filing Requirements. LICENSOR agrees to maintain patent. Failure by
LICENSOR to fulfill the requirements of this Section 5 shall be deemed a
material breach of this Agreement and grounds for immediate termination of
this Agreement by LICENSEE.
6. Term and Termination.
6.1 Except as otherwise provided in this Agreement, this Agreement shall extend
from the date of execution through December 31, 2006 and shall be
automatically renewed in two year increments through December 31, 2018.
6.2 Licensor and Licensee mutually agree that if the product should be proven
ineffective or obsolete at anytime within the first twelve months, the
Licensee is able to terminate the lease. Under this circumstance, the
Licensee may continue to have manufactured and continue selling product as
it may choose to do so until all costs have been recovered. No royalties or
other fees to Licensor will be considered until after all costs of
development have been recovered. No other agreement by the Licensor after
terminating this lease will infringe upon the Licensee's right to recover
its costs. A quarterly reporting will be provided to Licensor of total
costs and collections against it if this provision is enacted by the
Licensee.
6.3 In the event of a failure by LICENSEE to make any payment in full and in a
prompt manner as provided and required in Section 3 of this Agreement, or
in the event of any other material breach of this Agreement by LICENSEE, if
such failure or other material breach is not corrected within 60 days after
written notice complaining thereof is given to LICENSEE, this Agreement and
the licenses granted to LICENSEE and others sublicensed pursuant to this
Agreement may be terminated forthwith by LICENSOR upon furnishing written
notice to that effect to LICENSEE.
6.4 In the event that LICENSEE becomes insolvent, or admits in writing its
inability to pay its debt as they mature, make an assignment for the
benefit of creditors, or be declared bankrupt, or go into liquidation or
receivership, or become a party to a dissolution proceeding or be admitted
to any statutory procedure for the settlement of its debts, LICENSOR shall
have the right and option upon written notice to LICENSEE to terminate
forthwith this Agreement and the licenses granted to others sublicensed
pursuant to this Agreement.
6.5 In the event of termination by LICENSOR of this Agreement under this
Section 6, LICENSEE shall forthwith, at its own expense, transfer to
LICENSOR all right, title, and interest in and to the Licensed Patents that
may belong to LICENSEE pursuant to this Agreement.
6.6 In the event of breach of this Agreement by LICENSEE based on failure to
make adequate and/or timely Royalty payments or failure to make timely
reports as required hereunder, LICENSEE agrees that such default is
material and LICENSOR in such event may at its option terminate this
license upon 30 days written notice. In the event of termination of this
Agreement by LICENSOR under the provisions of this Section 6.5, LICENSEE
agreed to cease and desist in the manufacture, and/or use, and/or sale of
Licensed Products, in those countries where Licensed Patents are in force.
LICENSEE further agrees that LICENSOR may obtain an injunction in any court
of competent jurisdiction against LICENSEE to effectuate the provisions of
this Section and that LICENSEE hereby consents to LICENSOR obtaining such
injunction.
6.7 This Agreement is terminable at the option of the LICENSOR, upon thirty
(30) day written notice by the LICENSOR to LICENSEE, in the event that the
LICENSEE has not sold the number of units of Licensed Products set forth
below (and paid LICENSOR the Royalties thereon) as set forth below
(i) An aggregate of 10,000 units of Licensed Products
during the first twenty-one month term of this license
Agreement.
(ii) An aggregate of 30000 units of Licensed Products
during the second twelve month (annual) term of this license
Agreement ending December 31, 2007.
(iii)An aggregate of 100,000 units of Licensed
Products during the third and subsequent annual terms of this
license Agreement.
If no aggregate for minimum sales is reached, the parties agree
to arbitration as set forth in section 10 below.
6.8 The waiver, express or implied, by either party hereto of any rights
hereunder, or failure to perform or breach by the other party hereto, shall
not be deemed as a waiver of any other right hereunder or of any other
breach or failure of such other party hereto, whether of a similar or
dissimilar nature thereto and shall not be deemed a continuing waiver of
any breach or failure hereunder.
6.9 Expiration or termination of this Agreement or the licenses hereunder
pursuant to this Section 6 shall not release either party hereto from any
liability which as of the date of expiration or termination has already
accrued to the party hereto, nor affect in any way the survival of any
right, duty, or obligation of either party hereto which is expressly stated
elsewhere in this Agreement to survive expiration or termination hereof.
7. Miscellaneous Provisions.
7.1 LICENSEE shall engage Xxxxxx XxXxxxxxxx during the term of the licensing
agreement, or as renewed annually, as a consultant to assist LICENCEE in
IAPMO listing, Independent testing, surveys, ongoing patent, and Trademark
work issues, Manufacturing, Marketing and Sales of the product.
7.2 Nothing contained in this Agreement shall be construed as (i) a warranty or
representation by a party hereto as to the validity or scope of any patent;
(ii) a warranty or representation that any manufacture, use, sale, lease,
or other disposition of Licensed Products will be free from infringement of
patents other than those under which and to the extent to which licenses
are granted and in force hereunder; (iii) an agreement to bring or
prosecute actions or suits against third parties for infringement, or
conferring any right to bring or prosecute actions or suits against third
parties for infringement; (iv) conferring by implication, estoppel or
otherwise, upon any party licensed hereunder, any license or other right
under any patents or proprietary information except the licenses and rights
expressly granted hereunder; or (v) an obligation to furnish any technical
information or know-how except as expressly set forth herein.
7.3 LICENSEE shall have newly designed Licensed Products marked with proper
patent notice in accordance with the applicable requirements of the various
countries in which licenses are granted hereunder.
7.4 LICENSOR agrees to make available to LICENSEE such data in document form in
notebooks and records as is within the care, custody and control of
LICENSOR and as it exists and is in LICENSOR's possession on the date of
execution of this Agreement which discloses information directly related to
Licensed Products. At LICENSEE'S written request and sole expense, LICENSOR
shall provide copies of such information within 10 days from the date of
execution of this Agreement. Such documentation and information shall be
supplied hereunder as confidential and proprietary information of LICENSOR
(i.e. as Proprietary Information) and, in addition to protecting such
information as required of LICENSEE and its sublicensees hereunder,
LICENSEE agrees to use such LICENSOR supplied documentation and information
only for the purposes of this Agreement, and LICENSEE undertakes and agrees
promptly to return all such documentation and information upon termination
of this Agreement for any reason. LICENSEE further warrants and covenants
that upon termination of this Agreement for any reason, LICENSEE and its
sublicensees shall forthwith cease and desist all use of such documentation
and information contained therein.
7.5 LICENSEE has full control over the manufacturing of Licensed Products
including where they are manufactured and by whom. LICENSOR agrees to fully
commit its good standing and all resources with existing and future
providers of Licensed Product related materials providers, manufacturers,
expediters and others as requested by LICENSEE. All payment terms for
product shall be negotiated by LICENSEE with assistance from LICENSOR as
requested.
7.6 LICENSOR will approve all manufacturing purchase orders from LICENSEE
within five (5) calendar day, or the purchase order is considered approved.
8. Notice.
Any notice, request, reports, payments, correspondence or statement
hereunder shall be deemed to be sufficiently given or rendered by one party when
sent via electronic mail, postage prepaid, by commercial express mail (e.g.
FedEx, DHL, or UPS) to the other party addressed as follows:
If to LICENSOR: H2O Group Inc. Attention: Xxxxxx XxXxxxxxxx, Chief
Executive Officer 0000 Xxx Xxxx Xx., Xxxxx Xxxxx, Xxxx, 00000 email:
xxxxxxxxxxxx@xxxxxxxxxxx.xxx
With a copy to: Xxxxx X. Xxxxxxx, Esp. Xxxxxx, Xxxxxxx & Xxxxxxx 0 Xxxx
Xxxxx, Xxxxx 000 Xxxxxx, XX 00000 Email: _______________________
If to LICENSEE: Global Health Trax Inc. Attn: Xxxxx Xxxxxxx, CFO 0000 Xxx
Xxxxxx Xxxxx, XX 00000-0000 Email: xxxxxx@xxxxxxxxxxxxxxxx.xxx
or, in any case, to such changed address or person as a party hereto shall have
specified to the other party hereto by written notice. Notice shall be deemed
given when delivered by such electronic or commercial express mail carrier.
9. Modification.
This Agreement sets forth the entire agreement and understanding
between the parties as to the subject matter of this Agreement and merges all
prior discussions between them, and neither parties hereto shall be bound by any
addition to or modification of this Agreement, or by any conditions,
definitions, warranties or representations with respect to the subject matter of
this Agreement, other than as expressly provided in this Agreement or as duly
set forth on or subsequent to the date hereof in writing and signing by a duly
authorized representative of the party to be bound thereof.
10. Applicable Law; Arbitration.
This Agreement and matter connected with the performance thereof
shall be construed, interpreted, applied and governed in all respects in
accordance with the laws of the State of California. LICENSEE hereby agrees that
service in accordance with the provisions of Section 8 above shall be effective
for the purposes of obtaining jurisdiction over LICENSEE. Any dispute arising
out of or in connection with this Agreement or the breach thereof shall be
decided by arbitration to be conducted before the Judicial Arbitration and
Mediation Service (J.A.M.S.) or the American Arbitration Association in San
Diego County, California.
11. Entire Agreement
This Agreement supersedes any and all Agreements, whether oral or
written, between the parties hereto, and contains all of the covenants and
Agreements between the parties. Each party to this Agreement acknowledges that
no representations, inducements, promises or agreements, orally or otherwise,
have been made by any party, or anyone acting on behalf of any party, which are
not embodied herein, and that no other agreement, statement or promise not
contained in this Agreement shall be valid or binding. Any modification of this
Agreement will be effective only if it is in writing and signed by the parties
hereto.
12. Partial Invalidity.
If any provision in this Agreement is held by a court of competent
jurisdiction to be invalid, void, or unenforceable, the remaining provisions
shall nevertheless continue in full force and effect without being impaired or
invalidated in any way.
13. Attorneys Fees.
If any action in law or equity, including an action for declaratory
relief, is brought to enforce or interpret the provisions of this Agreement, the
prevailing party shall be entitled to reasonable attorney's fees and costs,
which may be set by the court in the same action or in separate action brought
for that purpose, in addition to any other relief to which that party may be
entitled.
14. Assignment; Binding Nature
This Agreement shall not be assigned by LICENSEE without the prior
written consent of LICENSOR. LICENSOR may assign this Agreement without the
approval of LICENSEE. This Agreement shall be binding upon and inure to the
benefit of the parties hereto and their respective representatives, heirs,
successors, and approved assignees.
IN WITHNESS WHEREOF, the parties hereto have caused this Agreement to
be duly executed as of the date first above written.
H2O GROUP INC. GLOBAL HEALTH TRAX INC.
By:/s/Xxxxxx XxXxxxxxxx X. XxXxxxxxxx By:/s/Xxxxxxx X. Xxxx
Xxxxxx XxXxxxxxxx X. XxXxxxxxxx, Xxxxxxx X. Xxxx
Chief Executive Officer Chief Executive Officer
By:/s/Xxxxx X. Xxxxxxx
Xxxxx X. Xxxxxxx
Chief Financial Officer
