EXHIBIT 10.15
XXXXX-XXXXX
COMMERCIAL TRANSACTION
1997
-------------------------------------------
CONVEYANCE OF ALTERNATIVE REFRIGERATION,
COOLING AND AIR PURIFICATION SYSTEMS
----------------------------------------------
We, Xxxxxxx X. Xxxxx, P.O. Box 00 - Xxxx Xxxxxx, Xxxxxxxxxx, Xxxxxxx XXX 05826,
and Xxxxxxx X. Xxxxx, RR1 - Box 14, Craftsbury, Vermont, USA 05826, for
financial and other consideration received on this date, said consideration
recognized and acknowledged by us as being full, adequate and complete, do
hereby voluntarily and knowingly execute this legal instrument with the express
intention of effecting the absolute, full and forever release, relinquishment,
transfer and conveyance to Xxxxxxx X. Xxxxx, 000 Xxxxxxx Xxxxxx, Xxxxxxx,
Xxxxxxxxxxx, XXX 06095, of any and all equitable rights, titles and interests,
and any and all other rights, titles, patents and interests, of any kind or sort
whatsoever, related to or connected in any way, shape or form, to the business,
pursuit or commercial enterprise of developing, refining, manufacturing,
marketing and/or profiting from any and all alternative energy systems and
functions, and specifically, any and all systems, processes and functions that
utilize atmospheric air to cool, refrigerate and/or purify enclosures, said
herein-referenced rights, titles, patents and interests held by us individually
and/or held by Natural Cool, Inc., a Vermont corporation, and/or Natural Cool,
Ltd., a Connecticut corporation, two separate entities of which we are the sole
possessors and stockholders, and each corporate entity is being conveyed by us
in its entirety to Xxxxxxx X. Xxxxx, along with any and all of our residual and
remaining attendant private interests.
All manner of personal and corporate rights, titles and interests referenced
herein and ever possessed and enjoyed by us in and to any and all of the
property, patents, proprietary processes and knowledge, and any and all
commercial activity and matter referenced herein, are conveyed fully and
completely to Xxxxxxx X. Xxxxx of 000 Xxxxxxx Xxxxxx, Xxxxxxx Xxxxxxxxxxx, XXX
00000.
This legal instrument incorporates by reference the full and unfettered right to
exploit and commercially profit from the unrestricted use and application of
U.S. Patent Number 5,144,816, as evidenced and issued to Xxxxxxx X. Xxxxx on
September 8, 1992, and herein conveyed and assigned to Xxxxxxx X. Xxxxx.
We, Xxxxxxx X. Xxxxx and Xxxxxxx X. Xxxxx, warrant that we will fully defend,
protect indemnify and save harmless Xxxxxxx X. Xxxxx, his successors, heirs and
assigns, from any and all adverse claims that may be made by any party against
said legal title herein conveyed.
We unequivocally and without reservation intend this legal instrument to fully
and completely bind us, our heirs, our legal representatives and all assigns.
For consideration paid to us on this date, we further agree to not act to
circumvent, by any direct or indirect means, the letter and spirit of this
conveyance. We agree to refrain, cease and desist from any discussion,
dissemination or disclosure of any' information, knowledge or matter related in
any way to the business and commercial activity referenced herein and further
related to the entire body of rights and interests conveyed by us on this date.
IN WITNESS WHEREOF, this legal instrument is affirmed and executed on March 1,
1997, by our free acts and deeds.
/s/ Xxxxxxx X. Xxxxx
---------------------------------
Xxxxxxx X. Xxxxx
/s/ Xxxxxxx X. Xxxxx
----------------------------------
Natural Cool, Ltd.
Xxxxxxx X. Xxxxx, its President
/s/ Xxxxxxx X. Xxxxx
------------------------------------
Natural Cool, Inc.
Xxxxxxx X. Xxxxx, its President
THIS COMMERCIAL CONVEYANCE HAS BEEN ACCEPTED AND ASSENTED TO IN ITS ENTIRETY BY:
/s/ Xxxxxxx X. Xxxxx
--------------------------------------
Xxxxxxx X. Xxxxx
3/1/97
---------------------------------------
Date
