Royalty Report: Energy & Environment, Energy Resources & Svcs, Alternative and Renewable Energy – Collection: 5455

License Grant

Licensor, an executive employee of Licensee, shall transfer all rights, title, and interests in all Confidential Information related to the business of Licensee in existence as of the date of the effective date of this Agreement.   Licensor developed processes, techniques and equipment that were eventually incorporated into the Modular Production Unit, which is the process for which a Patent Application has been filed.

License Property

The technology relates to biodiesel production facilities. alternative fuel, wide variety of recycled vegetable oils (used french fry oil, milk fats, grease trap materials) and identified potentially over 800 million gallons of recycled materials annually which could be used for making biodiesel.

License Grant

Licensor grants to Belgian Licensee a limited, exclusive, non-transferable license and right to market and use the Licensed Technology, including related Improvements and Inventions, to

(1) Market Reactor Skid Units that are (1) operated by Site Users for the sole purpose of producing and/or processing Vegetable Oils, including without limitation aiding in or facilitating the production of degummed vegetable oils, either as standalone units or in connection with the operation of Vegetable Oil Processing Facilities, or in connection with other processes involving or relating to Vegetable Oils, and (2) located within the Licensed Territory.

(2) Include or incorporate the System into Licensee’s process design packages for Vegetable Oil Processing Facilities for the purpose of integrating Reactor Skid Units into or part of Vegetable Oil Processing Facilities or any process or processing equipment comprising a part thereof; will be installed and operated within the Licensed Territory for the sole purpose of making or aiding in the production of oils (triglycerides), including without limitation the production of degummed vegetable oils, either as standalone Units or in connection with or as part of any vegetable oil refining facility or other oils processes.

(3) Assist Site Users in the inspection, installation, testing, startup, operation and maintenance of each Reactor Skid Unit under the terms of this Agreement and each Site User License.

License Property

Licensor has developed and owns the Green D Plus Nano Cavitation Reactor Skid System, a proprietary nano-cavitation system comprised of equipment manufactured to Licensor’s specifications and related proprietary technology and software used in the process of degumming crude vegetable oils and other oils related processes.

Licensor shall provide to Licensee, at the rates and compensation (per man day) specified in this Agreement hereto, any consultation, technical assistance and support services that Licensee may reasonably request from time to time, whether by telephone, in written communications, or in person, in (a) installing, operating or troubleshooting for any Reactor Skid Unit, (b) testing, startup or maintenance of any Unit or any problems associated therewith, and (c) providing training to Licensee and/or any Site User (or any of their respective employees, contractors and representatives).

Field of Use

Belgian Licensee, together with its Affiliates, is a professional engineering firm engaged in the design and construction of vegetable oil extraction, production and refining facilities for third parties and has requested a license for the limited purpose of (1) marketing Green D Plus Nano Cavitation Reactor Skid Units anywhere in the World, except within the territory of Japan; and (2) incorporating the System into Licensee’s process design package for Vegetable Oil Processing Facilities; and (3) integrating Reactor Skid Units supplied by Licensor into Vegetable Oil Processing Facilities designed and/or supplied, and/or constructed by Licensee.

During the term of this Agreement, Licensee shall be entitled to use Licensor’s name, marks and logos in materials prepared or used by Licensee to advertise, promote or market the System or any Reactor Skid Unit under and within the scope of the rights and license granted to Licensee under this Agreement.  During the term of this Agreement, Licensor shall be entitled to use Licensee’s name, marks and logos in materials prepared or used by Licensor to advertise, promote or market the System, Reactor Skid Units.

The Licensor designs and engineers environmentally friendly NANO technology based systems. These systems have potential commercial applications in markets such as vegetable oil refining, renewable fuels, water purification, alcoholic beverage enhancement, algae oil extraction, water-oil emulsions and crude oil yield enhancement.

The Green D+ Plus NANO Refining System uses a patented NANO Refining Technology that is designed to be used in the vegetable oil refining process to process crude or de-gummed vegetable oils such as soybean, rapeseed, and canola into high quality de-gummed oils at lower costs.

License Grant

The Executive agrees that all inventions, innovations, improvements, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information  belong, in instances where such concept, device or technique was developed internally at New NRG, Inc. is owned by New NRG, Inc.  New NRG, Inc., is focused on the production of Biodiesel.

License Property

Biodiesel is a diesel-equivalent fuel made from plant oils. Biodiesel is biodegradable and non-toxic, and produces significantly fewer emissions than petroleum-based diesel when burned. In addition to being used in diesel engines, biodiesel can also be used as a heating fuel in domestic and commercial boilers. Biodiesel can be distributed using today's infrastructure, and its use and production are increasing rapidly. Fuel stations are beginning to make biodiesel available to consumers, and a growing number of transport fleets use it as an additive in their fuel.

License Grant

Licensor conveyed to Licensee the exclusive right to use, improve, sub-License and commercialize the Intellectual Property described herein for a period of ten (10) years from the date hereof for and in consideration of the Agreements, terms, conditions, compensation and obligations contained in this License Agreement.

License Property

Licensor has invented and owns certain processes, techniques and formulas that combine to create a unique method of producing bio-fuels and derivative products, which combined shall be referred to herein as 'Intellectual Property', or 'IP', all of which Licensor represents that it has good and marketable title after assumption of its obligations regarding title to the same by Licensee

A Texas company licensed certain processes, techniques and formulas that combine to create a unique method of producing bio-fuels and derivative products to another Texas company.

Biodiesel is a domestic, renewable fuel for use in diesel engines that is derived from vegetable oils or animal fats, and could be blended with petroleum-based diesel fuel for use in existing diesel engines. Biodiesel is produced by a simple manufacturing process called transesterification, which removes glycerin from the vegetable oil or animal fat. The process leaves two products, biodiesel and glycerin. Biodiesel is an alternative fuel choice to the use of pure petroleum-based diesel.

License Grant

Licensee entered into an Exclusive License Agreement with the Licensor that was effective January 1, 2007 whereby the Licensee has been granted an exclusive License to use the Licensor's corn oil extraction technology, any patent rights pertaining to the COES and the technology, inventions and equipment inherent in the COES.

License Property

In the event the Licensor finances and commissions any extraction systems, the Licensor is to retain the right to purchase and sell the extracted corn oil to any third party up until the time the Licensee commences its own biodiesel production at which time the Licensee shall purchase the corn oil on a take or pay basis at a rate equal to 75% of the then-prevailing preceding month's average spot diesel price until such time as Licensees purchases each relevant extraction systems from Licensor at a rate equal to Licensors cost plus 20%, pays the COES License Fee and begins paying the royalty fee.

Field of Use

The rights granted apply for use in the production and sale of fuels derived from biomass or its precursors.

License Grant

Licensee is granted an exclusive License, in the United States of America, by the Licensor to use the Technology for commercial purposes – related to the recycling, processing, collection, storage, disposal, treatment, utilization or reduction of waste, including Municipal Solid Waste (MSW’’), or waste components or the conversion of the cellulosic biomass product to fuels, chemicals, or other materials or other uses of cellulosic biomass product for the production of energy or otherwise.

License Property

The technology refers to certain proprietary intellectual property, patented processes, and patent pending processes for the volume reduction, separation, recovery, and recycling of various components of waste materials, including without limitation, Municipal Solid Waste (“MSW”), which technology has been reduced to United States Patent No. 6,306,248 (the “U.S. Patent”) and Patent Cooperation Treaty, International Application No, PCT/USO1/50049 (the “PCT”) (collectively, the “UAH Technology”).

Field of Use

The Licensee may utilize the Technology to construct and operate commercial scale MSW processing and recycling facilities in the United States of America in which the cellulosic biomass product of the process Technology is used specifically for the production of fuel grade ethanol.

License Grant

In reliance upon the representations, warranties, covenants, and agreements contained in this Agreement, and upon the terms and subject to the conditions of this Agreement, at the Closing, Seller will, in the manner specified (a) transfer to Purchaser all right, title, and interest to the Device and (b) transfer to Purchaser a copy of the most recent version of the user manual for the Process. All of the assets, rights, and properties of Seller to be transferred to Purchaser are hereinafter collectively referred to as the Contributed Assets.

License Property

Contributed Assets means possession and ownership of, and all other rights of any kind whatsoever, to a process and attendant device, including the plans and specifications thereof, to initiate a chemical reaction in heavy crude oil reservoirs designed to reduce the viscosity of the oil and facilitate its extractions.

Device means the machine or apparatus used to generate electrical power from with-driven machines, together and coupled with diesel powered back-up generators intended to be fueled by Biodiesel, and alternative, ecologically preferred fuel.

Field of Use

The right granted apply to electrical power.