Future Applications. In keeping with the corporate policy described in -------------------- Section 6(a) hereof, the parties intend that potential military applications of the Intellectual Property Rights and the Technology be conducted through Kronos; provided, however, that TSET understands and acknowledges that a contract containing a no-shop provision (the "Military Contract") currently exists between HVI and Bath Iron Works/General Dynamics Corporation ("BIW/GD"), covering certain dimensions of the Technology as specified in Exhibit 7 attached hereto and made a part hereof for all purposes. TSET shall place 250,000 TSET shares in an escrow account (the "Escrow Shares") for distribution to a trust to be established by the Principals (as referenced in Section 4 hereof) (the "Trust") for the purpose of receiving issuance the Escrow Shares in the event the no-shop provision of the Military Contract is adjusted, waived, or renegotiated in such a manner that enables such military applications to be conducted through Kronos. HVI believes in good faith that the Military Contract can be contributed to Kronos within 60 days of the date of this Agreement. Should such contribution not occur within such 60-day period, the Escrow Shares may, at TSET's sole option, be returned to TSET, or TSET may, at its sole option, extend the time period for the Military Contract to be contributed to Kronos, with the Escrow Shares to remain in such escrow account until released to the Trust pursuant to the renegotiation of the Military Contract to enable the Military Contract and all such military applications to be contributed, and the contribution thereof, to Kronos. All parties agree that the release of the Escrow Shares to the Trust shall be the sole compensation for the renegotiation and contribution of the Military Contract and all other military applications of the Intellectual Property Rights and the Technology, with the allocation of the Escrow Shares to the Trust to be specified by HVI and the Principals at the time of the release thereof pursuant to this Section 7.
Appears in 1 contract
Sources: Acquisition Agreement (Tset Inc)
Future Applications. In keeping with the corporate policy described in -------------------- Section 6(a) hereof, the parties intend that potential military applications of the Intellectual Property Rights and the Technology be conducted through Kronos; provided, however, that TSET understands and acknowledges that a contract containing a no-shop provision (the "Military Contract") currently exists between HVI and Bath Iron Works/General Dynamics Corporation ("BIW/GD"), covering certain dimensions of the Technology as specified in Exhibit 7 attached hereto and made a part hereof for all purposes. TSET shall place 250,000 TSET shares in an escrow account (the "Escrow Shares") for distribution to a trust to be established by the Principals (as referenced in Section 4 hereof) (the "Trust") for the purpose of receiving issuance the Escrow Shares in the event the no-shop provision of the Military Contract is adjusted, waived, or renegotiated in such a manner that enables such military applications to be conducted through Kronos. HVI believes in good faith that the Military Contract can be contributed to Kronos within 60 days of the date of this Agreement. Should such contribution not occur within such 60-day period, the Escrow Shares may, at TSET's sole option, be returned to TSET, or TSET may, at its sole option, extend the time period for the Military Contract to be contributed to Kronos, with the Escrow Shares to remain in such escrow account until released to the Trust pursuant to the renegotiation of the Military Contract to enable the Military Contract and all such military applications to be contributed, and the contribution thereof, to Kronos. All parties agree that the release of the Escrow Shares to the Trust shall be the sole compensation for the renegotiation and contribution of the Military Contract and all other military applications of the Intellectual Property Rights and the Technology, with the allocation of the Escrow Shares to the Trust to be specified by HVI and the Principals at the time of the release thereof pursuant to this Section 7.
Appears in 1 contract
Sources: Acquisition Agreement (Tset Inc)