NORTH CAROLINA A&T STATE UNIVERSITY MATERIALS MONITORING TECHNOLOGIES, INC. LICENSE AGREEMENTLicense Agreement • August 24th, 2006 • Material Technologies Inc /Ca/ • Industrial instruments for measurement, display, and control • North Carolina
This Agreement is made by and between North Carolina A&T State (hereinafter referred to as “NCAT”), a constituent institution of the University of North Carolina System and an educational institution organized under the laws of North Carolina, and having its principal office at 1601 East Market Street, Greensboro, North Carolina 27411, and Materials Monitoring Technologies, Inc. (“hereinafter referred to as “LICENSEE”), a corporation having its principal place of business at 2109 Palm Avenue, Tampa, Florida 33605. WHEREAS, Dr. Mannur Sundaresan, et al have discovered an invention(s) entitled Sensor Array System and System for Damage Location Using a Single Channel Continuous Acoustic Emission Sensor, and NCAT owns all rights, title, and interest in and to the invention and the Patent Rights (as hereinafter defined) pertaining to such invention; and WHEREAS, NCAT has the right to grant licenses to the foregoing invention, and wishes to have the invention perfected and marketed at
Consulting AgreementConsulting Agreement • August 24th, 2006 • Material Technologies Inc /Ca/ • Industrial instruments for measurement, display, and control • California
This Consulting Agreement is made and effective this August 18, 2006, by and between Materials Monitoring Technologies, Inc., offices located at 2109 East Palm Avenue, Tampa, Florida 33605 (“Client”), and Mannur J. Sundaresan, PhD residing at 4212 Shoal Creek Drive, Greensboro, NC 27410 (Consultant) Now, therefore, Consultant and Client agree as follows:
AGREEMENT AND PLAN OF ACQUISITIONAcquisition Agreement • August 24th, 2006 • Material Technologies Inc /Ca/ • Industrial instruments for measurement, display, and control • Florida
This Agreement and Plan of Acquisition (the “Agreement”) is entered into by and between Materials Monitoring Technologies, Inc., a Florida corporation, (“MMTI”), UTEK CORPORATION, a Delaware corporation, (“UTEK”), and Material Technologies, Inc., a Delaware corporation, (“MTNA”). WHEREAS, UTEK owns 100% of the issued and outstanding shares of common stock of MMTI (the “MMTI Shares”); WHEREAS, before the Closing Date, MMTI will acquire the license for the fields of use as described in the License Agreement as described and which are attached hereto as part of Exhibit A and made a part of this Agreement (the “License Agreement”) and the rights to develop and market a proprietary technology for the fields of uses specified in the License Agreement (the “Technology”); WHEREAS, the parties desire to provide for the terms and conditions upon which MMTI will be acquired by MTNA in a stock-for-stock exchange (the “Acquisition”) in accordance with the respective corporation laws of the
