Exhibit 3.2
Assignment of General Licensing Agreement
ASSIGNMENT
OF
GENERAL LICENSING AGREEMENT
---------------------------
This ASSIGNMENT OF GENERAL LICENSING AGREEMENT (this "Assignment
Agreement") is made by WORLD ENVIRONMENTAL TECHNOLOGIES, INC., a Louisiana
corporation ("Licensee") to ECOLOQUIP, INC., a Texas corporation ("Assignee").
WITNESSETH:
FOR AND IN CONSIDERATION of the sum of ten dollars and other good and
valuable consideration, the receipt and sufficiency of all of which are hereby
acknowledged and confessed by Licensee, Licensee does hereby BARGAIN, SELL,
CONVEY, TRANSFER, and ASSIGN to Assignee the rights and license granted by
Ecoloquip, Inc. and Xx. Xxxxx Xxxxxxx to Licensee under and pursuant to that
certain General Licensing Agreement dated September 11, 2002 (the "General
Licensing Agreement"), a true and correct copy of which is attached hereto as
Exhibit "A" and incorporated herein for all purposes.
Licensee hereby represents and warrants to Assignee that Licensee has
not heretofore assigned, conveyed, pledged or otherwise hypothecated any rights
or privileges granted to it under and pursuant to the General Licensing
Agreement, that no payments or other obligation have heretofore accrued to
Ecoloquip, Inc. and Xx. Xxxxx Xxxxxxx pursuant to the General Licensing
Agreement, that the General Licensing Agreement has not been amended or
modified, and that the General Licensing Agreement is in full force and effect
as of the date of execution of this Assignment Agreement.
This Assignment Agreement, including, without limitation, all of the
representations and warranties made hereunder, shall inure to the benefit of
Assignee and its successors, legal representatives and assigns.
The undersigned officer of Licensee executing this Assignment
Agreement of behalf of Licensee represents and warrants to Assignee, that he has
been duly authorized by resolution of the board of directors of Licensee to
execute and deliver this Assignment Agreement of behalf of License.
This Assignment Agreement shall be construed and enforced in accordance
with the laws of the State of Texas, without regard to any of its conflict of
laws provisions which might otherwise confer the laws of another jurisdiction.
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EXECUTED as of the date of the acknowledgment hereinbelow, but
effective as of September 12, 2002.
WORLD ENVIRONMENTAL TECHNOLOGIES, INC.
By:________________________
Xxxx Xxxxxxxxxx,
President
STATE OF ___________ )(
)(
COUNTY OF __________ )(
This instrument was acknowledged before me on the ______ day of
__________________, 2002, by Xxxx Xxxxxxxxxx, as President of WORLD
ENVIRONMENTAL TECHNOLOGIES, INC., a Texas corporation , on behalf of said
corporation.
_______________________________
Notary Public, State of Texas
_______________________________
Typed of Printed Name
My Commission Expires:__________
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