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Technology Purchase Agreement

 

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Title:

Technology Purchase Agreement

Entities:

Icon Development, Inc.

Date:

2005

Size:

14KB total

Price:

$42

ID:

#1275444

 

 

► Purchase & Sale ► Purchase ► Miscellany ► Technology Purchase Agreements

 

 

Start of Preview










TECHNOLOGY PURCHASE AGREEMENT


This Agreement made this 12th day of April, 2005.



BETWEEN:


ICON DEVELOPMENT, INC., a Nevada corporation having a Registered and Records Office located at: 50 West Liberty Street, Suite 880 Reno, Nevada USA, 89501


(hereinafter referred to as the "Purchaser")

OF THE FIRST PART


AND:                           FUSION INOVATIONS a British Columbia corporation

 having a place of business located at:

Burnaby, British Columbia


Canada



(hereinafter collectively referred to as the "Vendor")


OF THE SECOND PART



WHEREAS the Vendor has developed certain information, expertise, know-how,

show-how related to a proprietary software program, marketed under the trade

name Smart Office.  (collectively referred to as the Technology).


AND WHEREAS the Vendor has utilized the Technology to develop and market

this Soft Ware Program.


AND WHEREAS the Vendor wishes to sell and the Purchaser wishes to

                       purchase the Technology and related software programs.



NOW THEREFORE this Agreement witnesses that in consideration of the

premises, and of the mutual covenants and agreements herein contained and other

good and valuable consideration, the receipt and sufficiency of which is hereby

acknowledged the parties hereto have agreed to and do hereby agree as follows:



1.

DEFINITIONS


1.1

In this Agreement, unless a contrary intention appears, the following words and phrases

            shall mean:


a.

Technology means and shall include any Patents and all of the information, data, schematics blueprints, drawings, registered and unregistered trademarks, trade-names, copyrights, designs expertise, and know-how of every nature and kind related to this software program, held by the Vendor either directly or indirectly and shall include any improvements modifications or variations thereto.


            b. "Net Sales Revenue" shall have the meaning as set out in Schedule "A"

 

2.

PURCHASE AND SALE OF ASSETS


0.1

     Upon the terms and subject to the conditions hereof, the Purchaser agrees to

              purchase, and the Vendor agrees to sell, assign and transfer to the Purchaser the

              Technology.


0.2

     The parties shall, enter into such further agreements and execute any and all

            documents as may be necessary and reasonably required to ensure that ownership of the

            Technology vests and remains with the Purchaser.


3.

PURCHASE PRICE


0.1

      The Vendor agrees to sell and the Purchaser agrees to purchase the Technology from the

             Vendor for the following consideration:


a.

The sum of SEVEN THOUSAND FIVE HUNDRED USD ($7,500) USD payable upon execution of this agreement, and


b.

 A royalty of THREE PERCENT (3%)  calculated on the Net Sales Revenue of any product that uses all or any portion of the Technology until, development costs incurred to date have been recovered to a maximum of USD THREE HUNDRED THOUSAND ($300,000) DOLLARS. After which the royalty shall be reduced to ONE (1%) PERCENT; and


 

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