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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 12/22/21 SQL Technologies Corp. S-1 56:7.3M M2 Compliance LLC/FA |
Document/Exhibit Description Pages Size 1: S-1 Registration Statement (General Form) HTML 1.44M 2: EX-3.1 Articles of Incorporation/Organization or Bylaws HTML 27K 3: EX-3.2 Articles of Incorporation/Organization or Bylaws HTML 66K 4: EX-3.3 Articles of Incorporation/Organization or Bylaws HTML 18K 5: EX-3.4 Articles of Incorporation/Organization or Bylaws HTML 76K 6: EX-4.1 Instrument Defining the Rights of Security Holders HTML 14K 7: EX-10.1 Material Contract HTML 229K 16: EX-10.10 Material Contract HTML 29K 17: EX-10.11 Material Contract HTML 44K 18: EX-10.12 Material Contract HTML 76K 19: EX-10.13 Material Contract HTML 143K 20: EX-10.14 Material Contract HTML 87K 21: EX-10.15 Material Contract HTML 48K 22: EX-10.16 Material Contract HTML 21K 23: EX-10.17 Material Contract HTML 84K 24: EX-10.18 Material Contract HTML 44K 25: EX-10.19 Material Contract HTML 21K 8: EX-10.2 Material Contract HTML 32K 26: EX-10.20 Material Contract HTML 39K 27: EX-10.21 Material Contract HTML 21K 28: EX-10.22 Material Contract HTML 34K 29: EX-10.23 Material Contract HTML 31K 30: EX-10.24 Material Contract HTML 23K 31: EX-10.25 Material Contract HTML 33K 32: EX-10.26 Material Contract HTML 38K 33: EX-10.27 Material Contract HTML 52K 34: EX-10.28 Material Contract HTML 75K 35: EX-10.29 Material Contract HTML 65K 9: EX-10.3 Material Contract HTML 26K 36: EX-10.30 Material Contract HTML 48K 37: EX-10.31 Material Contract HTML 47K 38: EX-10.32 Material Contract HTML 88K 39: EX-10.33 Material Contract HTML 66K 40: EX-10.34 Material Contract HTML 72K 41: EX-10.35 Material Contract HTML 68K 42: EX-10.36 Material Contract HTML 25K 43: EX-10.37 Material Contract HTML 70K 44: EX-10.38 Material Contract HTML 57K 45: EX-10.39 Material Contract HTML 27K 10: EX-10.4 Material Contract HTML 28K 46: EX-10.40 Material Contract HTML 35K 47: EX-10.41 Material Contract HTML 82K 48: EX-10.42 Material Contract HTML 46K 49: EX-10.43 Material Contract HTML 44K 50: EX-10.44 Material Contract HTML 32K 51: EX-10.45 Material Contract HTML 43K 11: EX-10.5 Material Contract HTML 20K 12: EX-10.6 Material Contract HTML 23K 13: EX-10.7 Material Contract HTML 70K 14: EX-10.8 Material Contract HTML 34K 15: EX-10.9 Material Contract HTML 43K 52: EX-21.1 Subsidiaries List HTML 15K 53: EX-23.1 Consent of Expert or Counsel HTML 15K 54: EX-99.1 Miscellaneous Exhibit HTML 16K 55: EX-99.2 Miscellaneous Exhibit HTML 16K 56: EX-99.3 Miscellaneous Exhibit HTML 16K
Exhibit 10.6
GE Licensing
Jean K. Testa
Associate General Counsel
1 Research Circle
T [*]
[*]
VIA EMAIL
John P. Campi
Chief Executive Officer
Sky Technologies
4400 North Point Pkwy., Ste.265
Email: [*]
Re: Re-Payment Plan for Trademark License Agreement Number between SQL Lighting & Fans, LLC (“SQL”) and GE Trademark Licensing, Inc. (“GE”), dated June 15, 2011 and all subsequent amendments (“the Agreement”)
Dear John:
This letter serves to memorialize GE’s and SQL’s discussions and mutual agreement related to a repayment plan for SQL’s overdue and outstanding royalties owed under Section 3.3 of the Agreement. Both parties acknowledge that SQL’s royalty payment obligation is $4.4M owed in accordance with table in Section 3.3 plus interest of $0.7M, as calculated in accordance with Section 8.4. These amounts are not in dispute.
GE and SQL acknowledge that SQL has undergone a significant shift in market strategy and products, and GE is willing to accept this repayment plan to remedy any outstanding royalties as well as to restructure any future royalties owed. The parties acknowledge GE will not exercise its rights under the Agreement at this time, including termination under Section 20.1 and cessation of use of the GE trademark under Section 20.10 provided SQL undertakes this repayment plan. However, GE reserves its rights, and all other rights afforded to GE under the Agreement and at law, if SQL does not comply with the below repayment plan on a timely basis.
GE is willing to offer the following terms to restructure and repay the amount owed, and subject to the Contingency Payments below:
Period | Quarterly Amount | Total Year Amount | ||||||
November 2020 - December 2020 | $ | 100,000 | $ | 100,000 | ||||
January 2021- December 2021 | $ | 125,000 | $ | 500,000 | ||||
January 2022- December 2022 | $ | 300,000 | $ | 1,200,000 | ||||
January 2023- December 2023 | $ | 825,000 | $ | 3,300,000 |
Payment Due Dates: The Quarterly Amount due in 2020 is due December 7, 2020. All subsequent Quarterly Amounts are due as follows: March 26 (first quarter), June 26 (second quarter), October 26 (third quarter) and December 26 (fourth quarter).
Contingency Payments: The repayment plan above assumes SQL does not receive any funding rounds. In the event SQL receives significant funding rounds of at least $50MM (fifty million dollars) after the date of this letter, SQL agrees to use a portion of such funding towards paying aged amounts of $2.4MM first and any excess amounts received shall be will be deducted from the later payments due under of the repayment plan.
C:
Example: If SQL received funding in year 2021 in the amount of $50MM, SQL is obligated to pay GE the aged amount of $2.4M upon receipt of funding and the amount due in 2023 shall reflect this payment and only $900,000 will be due in 2023 (in 4 equal quarterly payments of $225,000).
Consequences for late payments: SQL’s failure to make timely payments under this repayment plan will result in a breach of contract and a demand notice for payment will be sent by GE. In the event that SQL does not pay the scheduled amount within 30 business days of notice, GE will be entitled to activate the termination-process per Section 20.1 of the agreement.
This Letter Agreement has been sent via email in accordance with Section 11.1 (c) of the agreement, will be considered confirmed as received with no-bounce back and a follow-up telephone call. Kindly promptly confirm receipt and call Tom Buccellato at [*] to confirm by phone.
If SQL this repayment plan acceptable, please provide your written approval by signing below and return to me by email.
Any further notices under the Agreement should be directed to:
General Electric Company
Attn: GE Licensing Associate General Counsel
1 Research Circle
Email: [*]
Respectfully submitted,
Jean K. Testa
AGREED TO:
By: | /s/ John Campi | ||
Title: | CEO |
C:
C: 2 |
This ‘S-1’ Filing | Date | Other Filings | ||
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Filed on: | 12/22/21 | CORRESP, DRS | ||
12/7/20 | ||||
12/1/20 | ||||
6/15/11 | ||||
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