Product Development And Manufacturing Agreement
The registrations are made at the expense of ICOP DIGITALs. ICOP DIGITAL retains ownership of these applications and registrations for the duration of this agreement and thereafter. TIETECH will execute from time to time, as ICOP Digital deems appropriate, will execute all product transmission or transfer documents and forward them to ICOP DIGITAL and cooperate fully to obtain the authorization or protection of the product that ICOP Digital may find desirable or appropriate. If so, the agreement should include confidentiality clauses; Patents, trademarks, copyrights and other intellectual property protection provisions; non-competitive provisions and non-contractual insurance, guarantees and conditions of application. 2.7 WARRANTY. TIETECH guarantees and ensures that it is strictly in line with the specifications of the Schedule III product, which are attached here and are made by reference to some of them. TIETECH ensures and ensures that it has the necessary and necessary experience of all licenses and authorizations, equipment, facilities and personnel necessary to properly perform manufacturing services in accordance with product specifications, and ensures that it is not a party to another agreement that would conflict or somehow limit its ability to provide manufacturing services. For the duration of the 18-month warranty (according to item 2.8), TIETECH assumes full responsibility for repairing or replacing units in the field, with more than 10% of units having a specific failure mechanism (catastrophic failure). 5.
Each party understands that the confidentiality agreement does not require the other party to disclose information, provide product models or prototypes, or negotiate or enter into an agreement or relationship with the other party. Delivery The delivery date must be indicated, including quantities at each delivery stage, if any. In some cases, technical information and/or manuals may also be required at the time of delivery. The contract should be clear as to the need for such additional information. In some cases, proof of compliance may also be required. The parties should indicate the means and conditions of the delivery. If product control and quality control are required, the agreement should define the inspection and testing procedure. In some cases, a discount may be granted in the event of a delay in delivery.
2.10 CHANGE OF CONTROL. In the event that ICOP Digital is acquired or merged with another organization after paying the full $134 million of NRE DOLLARS and depositing US$1 million to TIETECH, as described in Schedule IV. direct or indirect control of 50% of the company or all or most of the activity or all of the assets is acquired by a third party in connection with the sale or exchange of shares, mergers or consolidations, the sale of assets or a similar transaction, and the company that will succeed it an exemption from this contract; It applies: (a) ICOP DIGITAL or its successor company do not have to bear additional costs other than the balance of the NRE and the cost of acquiring the minimum life production covered in paragraph 2.2, and ICOP Digital provides the organization that is able to comply with this agreement, and b) the successor company is responsible for the three months guaranteed deliveries of products and fixed parts in accordance with paragraph 2.2 above. , the balance of NRNs due to TIETECH and minimum lifetime production requirements (according to paragraph 2.2). TIETECH will then be free to contact the new organization and negotiate a possible continuation of the production of the product. 6.1 TIETECH INDEMNITY.