Atlantic Energy Solutions Inc (AESO)

[Gnarlyman]

Here is a big piece of this 8K I think directly affects CognoGroup.

By this Affiliate definition in the GOLQ/RCRT Licensing agreement, I’m pretty sure $AESO is the Affiliate being described. Particularly since they don’t appear to have any others that I can find.

1.3 “Affiliate” means any corporation, firm, partnership or other entity which directly or indirectly controls or is controlled by or is under common control with a Party to this Agreement. For purposes of this definition, “control” means ownership, directly or through one or more Affiliates, of (a) fifty percent (50%) or more of the shares of stock entitled to vote for the election of directors, in the case of a corporation, (b) fifty percent (50%) or more of the equity interests in the case of any other type of legal entity, status as a general partner in any partnership, or (c) any other arrangement whereby a Party controls or has the right to control the Board of Directors or equivalent governing body of a corporation or other entity.
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And here is why it matters: as RCRTs affiliate $AESO would be required to abide by payment requirements of the licensing agreement.

5.2 Payment Dates and Reports. Payments under Section 5.1.2 shall be paid by RCRT within forty-five (45) days after the end of each Fiscal Quarter in which such Net Sales and/or Sublicensing Income are made and payments to RCRT are owed hereunder. Each such payment shall be accompanied by a report showing the Net Sales of each Licensed Product Sold by RCRT or an Affiliate of RCRT, in each country, the applicable royalty rate for such Licensed Product, and a calculation of the amount of royalty, plus all Sublicensing Income received by RCRT or an Affiliate of RCRT, the applicable rate and amount paid to RCRT and its Affiliates therefor.