Exclusive License Agreement Between Reach Technologies, Inc. and Wizbang Technologies Inc. for Digital Data Recorders

Contract Categories: Intellectual Property › License Agreements
Summary

Reach Technologies, Inc. grants Wizbang Technologies Inc. the exclusive right to market and sell its Digital Data Recorder product line in seven U.S. states for an initial term from September 22, 2000, to September 30, 2004. Wizbang will pay Reach $16,000 for this license and may renew the agreement for additional three-year periods by mutual consent. Reach may adjust pricing with 30 days' notice. The agreement can be terminated by Wizbang at any time or by Reach for cause. Both parties agree to abide by Washington State law.

Read More Arrow
EX-10.1 6 doc6.txt Exhibit 10.1 LICENSE AGREEMENT THIS AGREEMENT MADE EFFECTIVE AND EXECUTED AS OF SEPTEMBER 22, 2000 (the "Effective Date"). BETWEEN: REACH TECHNOLOGIES, INC ------------------------- Suite ###-###-#### W 12th Ave Vancouver, B.C. V6K 4R2 ("REACH") AND: WIZBANG TECHNOLOGIES INC. --------------------------- Suite 679, 185 - 911 Yates Street Victoria, B.C. Canada V8V 4Y9 ("WIZBANG") WHEREAS: A. REACH (a British Columbia Corporation) is in the business producing Digital Data Recorders; B. WIZBANG (a Washington Corporation) is a corporation specifically created to market REACH'S Digital Data Recorders through the purchase of this Licensing Agreement (the "Transaction"); C. REACH and WIZBANG agree that this Agreement will constitute a binding agreement upon them in respect of the Transaction, such to be on the terms and conditions contained herein; NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the covenants and agreements herein contained, the parties hereto do covenant and agree (the "Agreement") each with the other as follows: 1. REPRESENTATIONS AND WARRANTIES -------------------------------- 1.1 WIZBANG represents and warrants to REACH that WIZBANG has good and sufficient right and authority to enter into this Agreement and carry out its obligations under this Agreement on the terms and conditions set forth herein, and this Agreement is a binding agreement upon WIZBANG enforceable against it in accordance with its terms and conditions. 1.2 REACH represents and warrants to WIZBANG that REACH has good and sufficient right and authority to enter into this Agreement and carry out its obligations under this Agreement on the terms and conditions set forth herein, and this Agreement is a binding agreement upon REACH enforceable against it in accordance with its terms and conditions. Exhibit 10.1 2. LICENSE ------- 2.1 WIZBANG and REACH agree that, subject to the terms and conditions of this Agreement, WIZBANG will have the exclusive right to market and sell the Digital Data Recorder licensed product line in North Dakota, South Dakota, Nebraska, Kansas, Montana, Wyoming, and Colorado from REACH . 2.2 The licensed product line consists of 0 to 40 Megabit per second Digital Data Recorders that are configured for laboratory and onsite use. Models consist of laboratory, rack mount and portable versions. See Appendix A for a price list describing the product and options under licence ("the Digital Data Recorder licensed product line"). 2.3 WIZBANG has the exclusive right to distribute and market the Digital Data Recorder licensed product line for an initial period beginning September 22, 2000 expiring September 30, 2004 ("the Term") 2.4 The current price for the REACH licensed product line is disclosed in Appendix A of this License Agreement 2.5 REACH may charge its pricing on 30 days' notice. 2.6 This Agreement may be renewed by mutual agreement between WIZBANG Logic Inc. and Reach Technologies Inc. for additional three-year periods. 2.7 This Agreement may be terminated by WIZBANG at any time upon notice to REACH, and by REACH for cause, which includes the bankruptcy or insolvency of WIZBANG; or the conviction of WIZBANG, its officers or directors, of any crime involving moral turpitude. 2.8 As consideration for this Agreement WIZBANG shall pay $16,000 to REACH. 3. GENERAL ------- 3.1 Time and each of the terms and conditions of this Agreement shall be of the essence of this Agreement. 3.2 This Agreement constitutes the entire agreement between the parties hereto in respect of the matters referred to herein. 3.3 The parties hereto shall execute and deliver all such further documents and do all such acts as any party may, either before or after the execution of this Agreement, reasonably require of the other in order that the full intent and meaning of this Agreement is carried out. 3.4 No amendment or interpretation of this Agreement shall be binding upon the parties hereto unless such amendment or interpretation is in written form executed by all of the parties to this Agreement. 3.5 Any notice or other communication of any kind whatsoever to be given under this Agreement shall be in writing and shall be delivered by hand, email or by mail to the parties at: Exhibit 10.1 Reach Technologies, Inc. Suite 679 - 185-911 Yates Street Suite 122 - 2055 York Avenue Victoria, B.C. Vancouver, B.C. Canada V6K 4Y9 V6J 1E5 Attention: Mike Frankenberger Attention: Glenn Jones or to such other addresses as may be given in writing by the parties hereto in the manner provided for in this paragraph. 3.6 This Agreement may not be assigned by any party hereto without the prior written consent of all of the parties hereto. 3.7 This Agreement shall be governed by the laws of Washington State applicable therein, and the parties hereby attorn to the jurisdiction of the Courts of Washington State. 3.8 This Agreement may be signed by fax and in counterpart. IN WITNESS WHEREOF the parties have hereunto set their hands and seals effective as of the Effective Date first above written. SIGNED, SEALED AND DELIVERED BY SIGNED, SEALED AND DELIVERED BY REACH TECHNOLOGIES, INC. WIZBANG TECHNOLOGIES INC. per: per: /s/ Glenn Jones /s/ Mike Frankenberger - ------------------------------- ----------------------------------------- Authorized Signatory Authorized Signatory Name of Signatory: Glenn Jones Name of Signatory: Mike Frankenberger Title of Signatory: Director Title of Signatory: Director
Exhibit 10.1 APPENDIX A - ----------- WHOLESALE PRICING ----------------- LABORATORY RECORDERS RACK MOUNT RECORDERS Description Part Number List Price Description Part Number List Price 10 Mbps DDR Base DDR-10-L $ 9,100 10 Mbps DDR Base DDR-10-R $ 9,800 20 Mbps DDR Base DDR-20-L $ 11,200 20 Mbps DDR Base DDR-20-R $ 11,900 40 Mbps DDR Base DDR-40-L $ 14,000 40 Mbps DDR Base DDR-40-R $ 14,700 - --------------------------------------------------------- --------------------------------------------------- PORTABLE RECORDERS RECORDER TRANSPORTS Description Part Number List Price Description Part Number List Price 10 Mbps DDR Base DDR-10-P $ 11,900 DAT [12 GByte/8 Mbps] DDR-DAT $ 1,300 20 Mbps DDR Base DDR-20-P $ 14,000 DAT Transport Software DDR-DAT- $ 900 SW 40 Mbps DDR Base DDR-40-P $ 16,800 Exabyte[ 7 GByte/8 Mbps] DDR-EXA $ 1,620 - --------------------------------------------------------- Exabyte Transport Software DDR-EXA- $ 900 SW RECORDER OPTIONS DLT (35 Gbyte/40 Mbps] DDR-DLT $ 6,500 Description Part Number List Price DLT Transport Software DDR-DLT- $ 1,800 SW IRIG-B Time Code Input/Output DDR-IRIG-B $ 2,700 Disk [9 Gbyte / 40 Mbps] DDR-Disk-9 $ 1,080 IRIG-A/B Time Code Input/Output DDR-IRIG-AB $ 3,150 Disk [18 Gbyte / 40 Mbps] DDR-Disk-18 $ 1,530 Software Development Kit DDR-SDK $ 1,000 Disk Transport Software DDR-Disk- $ 900 SW ------------------------