DATED 15th DECEMBER 2003 3DM Worldwide plc -and- Global Tech International Inc
DATED 15th DECEMBER 2003
3DM Worldwide plc
-and-
Global Tech International Inc
#
THIS SUPPLEMENTAL AGREEMENT is made on 15th December 2003
BETWEEN:
(1) 3DM WORLDWIDE Plc, a company incorporated in England and Wales (No.03443456) whose registered office is at 1 Des Roches Square, Witan Way, Witney, Oxfordshire OX8 6BE, England ("3DMW")
(2) GLOBAL TECH INTERNATIONAL INC of 000 Xxxx Xxx Xxxxxx Xxxx Xxxxxxxx XXX ("GT")
WHEREAS
1.
3DMW has a Licence from Transence Technologies plc ("Transence") relating to certain rights licensed by Transence to 3DMWW ("the Principal Licence")
2.
Transence and 3DMWW have agreed to extend the scope of this patent and know-how Licence,
3.
With the approval of Transence, 3DMWW has granted GT certain sub licence rights ("the Sub licence")
4.
3DMWW and GT now agree to extend those sub licence rights in line with the extension of rights under the Principal Licence and with the consent of Transence
IT IS AGREED as follows:
1.
INTERPRETATION
1.1
In this Agreement:-
"Effective Date"
means the date of execution of this
Agreement;
"Principal Licence"
means the licence agreement dated
13 December 2000 and made
between TRANSENSE and 3DM
TECHNOLOGIES INC (3 copy of
which has been initialled by on behalf
of the Parties for the purpose of
identification and is appended as
Schedule 2 to this Agreement) which
was novated to 3DMW by a Novation
Agreement dated September 2002
and as varied by a Supplemental
Agreement dated 2003;
"Sub Licence"
means the Licence agreement dated
22nd November 2003 and made
between 3DMWW and GT
1.2
Save as expressly provided herein to the contrary, any defined terms used in this Agreement shall have the meanings ascribed to them in the Principal Licence.
2.
AMENDMENTS TO THE LICENCE AGREEMENT
2.1
In consideration of the payment by GT to 3DMWW of one hundred thousand pounds, as of the Effective Date the Sub Licence shall be amended as follows:-
2.1.1
the definition of "Field of Use" in the Principal Licence and therefore in the Sub licence shall be deleted and replaced with the following:
"Field of Use"
shall mean the field of tyre pressure and
tyre pressure monitoring systems that are
either located on the wheel or attached to
the wheel (such as an attachment behind
the valve) save in each case for the
Excluded Fields of Use;
2.1.2
the definition of "In-wheel System" shall be deleted.
3.
GENERAL
3.1
The Sub Licence shall be confirmed in all other respects.
3.2
This Agreement shall be governed by and construed in accordance with English Law.
1.1
Each of the Parties submits to the non-exclusive jurisdiction of the English courts and waives any objection to proceedings in such court on the grounds of venue or that the proceedings have been brought in an inconvenient forum.
IN WITNESS whereof this Agreement has been executed as a Deed the day and year first above written.
EXECUTED as a Deed by )
Global tech International Inc )
Acting by
EXECUTED as a Deed by the parties this day and year first above mentioned
EXECUTED as a Deed by
) /s/ Xxxxx XxXxxxx
GLOBAL TECH INTERNATIONAL INC
)
by the hands of-
)
President
EXECUTED as a Deed by
)
3DM WORLDWIDE PLC
)
by the hands of:-
)
Director
/s/ X. Xxxxxx
Secretary
/s/ Xxxxxxxxxxx Xxxxxxxxxx-Xxxxxxxx
