Saleen Automotive, Inc. (fka SLNN)

[DaReal]

8K filed

Item 1.01 Entry into a Material Definitive Agreement.

On June 5, 2015, we, along with Saleen Automotive, Inc., a Nevada corporation, and subsidiaries and Steve Saleen entered into an Intellectual Property License Agreement (the “License Agreement”) with Saleen Motors International, LLC, a Delaware limited liability company (“SMI”), a wholly owned subsidiary of GreenTech Automotive, Inc. and non affiliated subsidiary of Saleen Automotive, Inc., pursuant to which we granted to SMI an irrevocable, fully paid-up (subject to certain royalty fees), sublicensable license during the term of the License Agreement to use all of our intellectual property on an exclusive basis worldwide other than in North America, Europe, Middle East and Australia (as applicable, the “Territory”), to make, promote, sell and otherwise exploit our intellectual property in the Territory. The License Agreement has an initial term of 10 years, with automatic renewal for periods of five years at SMI’s election provided that the number of Saleen branded vehicles sold by SMI in the prior 12-month period is not less than the average number of Saleen-branded vehicles sold by us and our subsidiaries in the most recently available three-year period. The License Agreement may be terminated by mutual written agreement, upon a material breach which remains uncured (with SMI having the right to cure no more than 3 breaches of its obligation to pay royalties) for 15 days after written notice of such breach, or in the event of SMI’s bankruptcy.

In consideration of the license SMI shall pay royalties, within 15 days after the product shipment date and in all events at least quarterly, based on a fee per Saleen-branded vehicle sold by SMI depending on its sales volume as set forth in the License Agreement, and shall pay royalties based on a percentage of SMI’s gross revenues for parts and merchandise (in each case net of discounts, returns, taxes and similar amounts) received on Saleen-branded non-vehicle products.

The parties to the License Agreement, along with GreenTech Automotive, Inc., an affiliate of SMI (“GTA”), also agreed that the $500,000 loan made by GTA to us pursuant to the Securities Purchase Agreement (the “SPA”) and the 10.0% First Lien Convertible Note, each dated April 17, 2015, will be deemed satisfied upon our execution of the License Agreement.

Except for the transactions under the agreements described above and our Joint Branding, Marketing, and Distribution Agreement with WM Industries Corp. (an affiliate of SMI) dated March 2014, the terms of which have been previously disclosed, none of our company nor its subsidiaries had any material relationship with SMI and its affiliates.

http://www.otcmarkets.com/edgar/GetFilingHtml?FilingID=10756755

So they will get a few $$ when WMI is using their Name... LOL