licenseagreement.htm


    License
Agreement

     

    This
License Agreement (this “Agreement”) is made effective as of April 2, 2008,
between TW Sports, Inc. and Tom Olmstead.

     

    In the
Agreement, the Party who is granting the right to use the licensed property will
be referred to as “Olmstead”, and the party who is receiving the right to use
the license property will be referred to as “TW Sports”.

     

    The
parties agree as follows:

     

    
      	
              1.  

            	
               GRANT OF
      LICENSE.    Olmstead owns the trademark
      WonderWand and the associated products there to.   In
      accordance with this Agreement, Olmstead grants TW Sports an exclusive
      license to use the mark WonderWand and the products listed in Exhibit
      A.  Olmstead retains title and ownership of the
      products.  This grant of license applies to the world wide
      geographical area.

            


    

     

    
      	
              2.  

            	
              EXCLUSIVE RIGHT
      FEE.  In exchange for the exclusive rights to Wonderwand
      and the products listed in Exhibit A, TW Sports agree to pay Olmstead
      $100,000 in Common Stock of TW Sports at $.0015 per
  share.

            


    

     

    
      	
              3.  

            	
              PAYMENT OF
      ROYALTY.  TW Sports will pay to Olmstead a royalty which
      shall be calculated as follows:  5% of the Net Royalty Income
      (as defined below) from any and all products sold under the name
      WonderWand and the products listed in Exhibit
      A.    Net Royalty Income shall be defined total sales
      minus returns and shipping/handling). The royalty shall be paid
      Quarterly.

            


    

     

    
      	
              4.  

            	
              TERM. The Royalty
      Payments shall be due to Stock beginning with the first bona fide
      commercial sale of any Product in the Territory and may, at the discretion
      of Licensee terminate on April 1,
2018.

            


    

     

    
      	
              5.  

            	
              DEFAULTS. If TW Sports
      fails to abide by the obligations of this Agreement, including the
      obligation to make a royalty payment when due, Olmstead shall have the
      option to cancel this Agreement by providing five (5) days written
      notice.   TW Sports shall have the option of preventing the
      termination of this Agreement by taking corrective action that cures the
      default, if such corrective action is taken prior to the end of the time
      period stated above, and if there are no other defaults during such time
      period.

            


    

     

    
      	
              6.  

            	
              ARBITRATION. All
      disputed under this Agreement that cannot be resolved by the parties shall
      be submitted to arbitration under the rules and regulations of the
      American Arbitration Association.  Either party may invoke this
      paragraph after providing 30 days written notice to the other
      party.  All cost shall be divided equally between the
      parties.  Any award may be enforced by a court of
      law.

            


    

     

    
      	
              7.  

            	
              WARRANTIES.  Neither
      party makes any warranties with respect to the use, sale or other transfer
      of the mark WonderWand and the products listed in Exhibit A by the other
      party or by any third party, and TW Sports accepts the products “AS
      IS.”  In no event will Olmstead, be liable for direct, indirect,
      special, incidental, or consequential
damages.

            


    

     

    
      	
              8.  

            	
              COPIES. A copy of this
      agreement and attachment, if any, has the same effect as the
      original.

            


    

    
      	
              9.  

            	
              BREACH AND DISPUTES. Any
      breaching Party shall have Thirty (30) Days from the date of notification
      to cure such breach. Any dispute between the Parties to this Agreement
      shall be resolved through binding arbitration, which shall be governed
      under the rules and regulations of the American Arbitration
      Association.

            


    

    
      	
              10.  

            	
              FORUM, VENUE, and GOVERNING
      LAW. This agreement shall be governed and interpreted under
      Delaware law (without applying its conflict of law principles). Exclusive
      venue for legal proceedings arising hereunder shall be in Clark County,
      Nevada.

            


    

    
      	
              11.  

            	
              ENTIRE AGREEMENT. This
      Agreement supersedes any prior understanding that may have been reached
      between the Parties and encompasses the entire agreement between the
      Parties. The terms of this Agreement are confidential and shall be
      maintained by the Parties in accordance
thereby.

            


    

    
      	
              12.  

            	
              MODIFICATION. This
      Agreement cannot be modified except in writing executed mutually between
      the Parties

            


    

    


    IN
WITNESS WHEREOF, the Parties have signed and executed this Agreement and
have caused this Agreement to becomes effective as of the Effective
Date last executed below.

    


    TW
SPORTS,
INC.                                                       TOM
OLMSTEAD

    


    


    By:/s/
Tom
Olmstead                                                   By:
/s/ Tom Olmstead

            
 
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    Title:
Incorporator