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Royalty Agreement

 

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Title:

Royalty Agreement

Entities:

EarthFirst Technologies Inc.

Date:

2001

Size:

Preview shows 4KB of 16KB total

Price:

$32

ID:

#869241

 

 

► Licensing ► Royalty Agreements
► Energy ► Oil & Gas Operations

 

 

Start of Preview


                                ROYALTY AGREEMENT


This Royalty Agreement is made this ____ day of June, 2000 by and
between BORS International, L.L.C. ("BIL"), Ennotech, Inc. ("Etech"), and
EarthFirst Technologies, Inc. ("EarthFirst").

A. On June ____, 2000, Etech, EarthFirst, and BIL executed that
Technology Assignment and Royalty Agreement. Pursuant to that Agreement and
contemporaneously herewith, Etech has executed an Absolute and Unconditional
Assignment of its rights under tile Original License Agreement and to the BORS
unit and related technology.

THEREFORE, in consideration of the Assignment, the mutual promises set
forth herein, Ten ($10.00) Dollars and other good and valuable consideration,
the parties do hereby agree as follows:

1. FULLY VESTED ROYALTY - The parties agree and acknowledge that
by virtue of Etech's execution of the Assignment, Etech has fully performed and
taken all action necessary to entitle it to the royalty payments called for
hereunder. The royalty payments called for hereunder are therefore fully vested
and no further action, performance or other activity of any kind or nature is
required by Etech and there is no condition to receiving the royalty payments
called for herein. It is the parties' intention that, except as stated below,
there an no sniffs, counterclaims or other basis for withholding of any royalty
due Etech hereunder and that all performance by Etech is fully executed Payments
may be withheld in the event: (i) EarthFirst or Etech violates any provisions of
this Agreement, the Absolute and Unconditional Assignment, or the Technology
Assignment and Royalty Agreement, or (ii) takes action to intentionally
interfere with BIL's business.

2. MONTHLY ROYALTY PAYMENT - BIL hereby agrees that it shall pay
to Etech an amount equal to 2% of the collected gross revenues of BIL on a
monthly basis. Payment for royalties earned in a given month shall be paid by
the 45th day after the last day of that month. By way of example, royalties for
the month of August, 2000 shall be payable by October 15, 2000. it is the
intention of the parties that, as used herein, the "collected gross revenues" of
BIL shall mean all gross receipts of BIL of any kind or nature whether in cash,
in kind or in exchange (without deduction. credit or reduction of any kind),
including proceeds from the sale, lease, use, financing or other disposition of
BORS Lift units, related equipment, services or otherwise. In the case of an
exchange or other non-cash transaction, BIL shall assign a fair market value to
the transaction and the royalty will be paid in cash. At the time the royalty
payment described in this paragraph is made, BIL shall submit a copy of its
internal monthly financial statement and cash receipts journal along with a
certification by BIL's managing member that the royalty calculation is complete,
true and correct. Etech reserves and shall have the right anytime on 10 business
days' notice to review and audit BIL's financial records to confirm the accuracy
and completeness of the payments being made under this Agreement BIL agrees to
make such books and records


<PAGE>

available in Clearwater, Florida and that, if necessary, Etech may contact and
obtain the information directly concerning gross receipts from BIL's independent
accountants or accounting firm. BIL, within 30 days of filing, shall provide
Etech with a copy of its federal income tax return or any other applicable tax
returns. Etech shall keep all information disclosed to it hereunder in strict

 

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