Exhibit 10.4
INTERNATIONAL BUSINESS CONTRACT
THIS CONTRACT is made and entered into as of 15th FEB 2008 between:
XXX MOTORS INC -ex: Leozone Inc. (as "PARTY A")
0000-00, Xxxxxxx-Xxxx, Xxxxxxxx-Xx, Xxxxx, Xxxxx
And
XXX MOTORCARS (THAILAND) CO.,LTD. (as "PARTY B")
000/0 Xxx 0 Xxxxxxx Xx.,
Xxxxxxx, X,Xxxxx, Xxxxxxxxxxx 00000
Xxxxxxxx
WITNESSETH
Based on preliminary MOU, This International Business Contract (hereinafter
referred to as "IBC') is made and entered into as of 15th Feb, 2008 by and
between XXX MOTORS INC, a corporation duly organized and existing under the laws
of Republic of Korea and having its principal office at 1004-13, Docksan-Dong,
Gumcheon-Gu. Seoul, Korea(hereinafter referred to as "PARTY A") and XXX
MOTORCARS (THAILAND)CO.,LTD., a corporation duly organized and existing under
the laws of Thailand and having its principal office at 000/0 Xxx 0 Xxxxxxx Xx,
Xxxxxxx, X. Xxxxx, Xxxxxxxxxxxx 00000 Thailand.(hereinafter referred to as
"PARTY B").
WHEREAS, PARTY A engages in the development, manufacture and sale of Electric
Vehicles (hereinafter "EV") and possesses certain technical information related
to EV; and
WHEREAS, PARTY B currently sales many different models of vehicle and is
interested in cooperative relationship with Party A; and
WHEREAS, BOTH PARTIES wish to clarify international business contract with
regards to the contents discussed and consented on 15th Feb 2008 and their
further business relationship.
NOW, THEREFORE, inconsideration of the foregoing premises and the mutual
covenants and conditions contained herein, both parties agree as follows:
1. COOPERATION AND INVESTMENTS
Xxx Motorcars (Thailand ) Co.,Ltd.-LMT has follow: Party B has 51%, Party A has
49% of shares, both parties have 2 executives to be member of Board of Director,
and party B will name its CEO. And both parties agree to pay contribution to
capital investment of USD 100,000.- each by middle of March 2008. Additional
investment terms would be decided later.
The Parties agree to exert all efforts to fulfill their jobs assigned as seen in
a table below to implement the Project.
Job Assignment for Party A
--------------------------
- To develop and finish working prototype of 3-wheels Electric Motorcycle
(1st Project) by end of March 2008 and delivery to LMT.
- To help of mass production of 1st Project.
- An offer all the Xxx Motors pro ducts and solution parts (Motor ,
Controller, Charger etc,.) to L MT and also provide technical support and
instruction to after sales service technicians.
- To help homologations in Thail and.
Job Assignment for Party B
--------------------------
- Preparation of a business plan of the Project with cash flow manag ement
and import 2units of 3-wheels electric motorcycles and p rocess it's mass
production in Thailand (Alloy chassis and PIastic Parts etc,.)
- To analysis of profitability of the projects and progress sales and export.
- To distribute Xxx Motors' Products and open dealers and after sales service
centers.
- To open web-site by end of April 2008.
- To register and process homologations of products for Thailand
Both Parties will do their best effort to make significant progress.
2. PRODUCTS
Party A and Party B agree to manufacture and sales electric vehicles in
Thailand. 1st Project of 3-wheel Electric Motorcycle for Thai police department
with price about USD 8,000-. First year sales estimation is 500-units minimum in
Thailand.
2nd Project- Development of "Electric TokTok-Bajai Taxi" for Thailand Market
and also for International Markets.
Party B can sales all the Xxx motors products in Thailand and both companies
cooperate new project for Thailand or world.
3. SALES
The LMT will have sole agent-ship for Xxx Motors products in Thailand. Both
parties will do their best efforts to export products from the LMT.
4. MISCELLANEOUS
- Both Parties agree to keep in strict confidence and not to disclose or
reveal the Confidential Information to anyone other than Relevant Persons on an
as needed basis.
Both Parties agree that this IBC is not intended to be a complete statement
of their agreement with respect to the Business cooperation and is not binding
upon the Parties.
\s\ Jung Xxxx Xxx \s\ Ekasit Kunanantakul
----------------- -----------------------
Xx. Xxxx Xxxx Xxx Xx. Xxxxxx Xxxxxxxxxxxx
Legal Representative Legal Representative
Xxx Motors Inc. Xxx Motorcars (Thailand) Co., Ltd.
(THE "PARTY A") (THE "PARTY B")
DATE: 15th Feb 2008 DATE: 15th Feb 2008
