Form 8-K for SUNVAULT ENERGY, INC.
5-Feb-2014
Entry into a Material Definitive Agreement, Financial Statements and Exhibi
Item 1.01 Entry into a Material Definitive Agreement
Effective December 9, 2013, SunVault Energy, Inc. (the "Company") entered into a Standard Exclusive Licensing Agreement with Sublicensing Terms (the "License Agreement") with the University of South Florida Research Foundation, Inc. ("South Florida Research") pursuant to which the Company has been granted a royalty-bearing worldwide exclusive license to certain patented inventions, as more particularly described in the License Agreement, as follows:
? Patent(s)/patent application(s) identified in the agreement, namely, US Provisional Patent Application for Electrochemical Based Solar Cells with Energy Storage Capacity;
? Any and all United States and foreign patent applications claiming priority to any of the patent(s) and patent application(s)
? Any and all patents issuing from the patent applications, including, but not limited to, letters patents, patents of addition, reissues, examinations, extensions, restorations and supplementary protection certificates.
The Company may also sublicense the licensed patents to third parties upon approval from South Florida Research, subject to the terms and conditions of the License Agreement.
The Company has agreed that the first commercial sale of products to the retail customer shall occur on or before March 31, 2019 or South Florida Research shall have the right to terminate the License Agreement. The Company is also required to meet certain milestones as set out in the agreement and will notify South Florida Research when each milestone is met.
As payment under the License Agreement, the Company has agreed to pay South Florida Research a license issue fee of $3,000 and as further consideration, will issue shares of its common stock equal to $30,000, based on the Company's stock price on the effective date of the License Agreement. The Company will also pay royalties as earned to South Florida Research calculated based on 4% of net sales for licensed product and processes, as more particularly described in the License Agreement.
The Company will be obligated to provide annual minimum royalty payments to be paid in advance on a quarterly basis for each year in which the License Agreement is in effect. Such payments to be advanced on a quarterly basis starting on December 31, 2018 and then each following quarter of March 31, June 30 and September 30.
Item 9.01 Financial Statements and Exhibits
10.1 Standard Exclusive License Agreement with
Sublicensing Terms with University of South Florida
Research Foundation dated December 9, 2013.
