<pre
Exhibit 10.10

                             LICENSE AGREEMENT

THIS LICENSE AGREEMENT is made and entered into this 8th  day of January 2008
(the "Effective Date") by and among RD ASSOCIATES., LTD., a Belize company,
having its principal office in Belmopan, Belize (hereafter "RD") and RPM
TECHNOLOGIES, INC. (hereinafter referred to as "RPM Tech"), a corporation
incorporated in the State of Delaware, having its principal office in Mokena,
Illinois.  RD and RPM Tech are individually referred to in this Agreement as a
"Party" and collectively as "Parties."

WHEREAS, RD and RPM Tech wish to work together on a continuing basis in
licensing technologies to RPM Tech, which the Parties expect will result in
amendments to this Agreement and/or additional license and royalty agreements,
it being the intent of the Parties that, subject to the terms of such amendments
and/or agreements.

NOW, THEREFORE, in consideration of the premises and the mutual covenants
contained herein, the Parties hereto agree as follows:

SECTION I DEFINITIONS

1.1     "Affiliate" shall mean any corporation, partnership, joint venture, or
other entity (i) in which any Party own or controls, or is owned or controlled
by or in common ownership or control with any Party to the extent of holding
directly or indirectly, stock or interest representing more than fifty percent
(50%) of the aggregate stock or other interest entitled to vote on general
decisions reserved to stockholders, partners, or other owners of such entity; or
(ii) if a partnership, as to which a Party (and/or any of its Affiliates) is a
general partner.

1.2     "Confidential Information" shall mean all information not known or
generally available without restrictions on use, including, without limitation,
employees' names and qualifications, know-how, trade secrets, intellectual
property, operational methods, marketing plans or strategies, product
development techniques or plans, processes, designs and design projects,
inventions and research projects and other business affairs, including the terms
and conditions of this Agreement and the negotiations between the Parties with
respect to this Agreement. All Licensed Technology shall constitute Confidential
Information of RD. Notwithstanding the foregoing, information subject to any of
the following exceptions shall not be considered Confidential Information:

(a) information which is or becomes generally available other than as a result
of the breach of this Agreement by any Party;

(b) information, the release of which is expressly authorized in writing by the
Party having the legal right to disclose such information; or

(c) information, which is already lawfully known to or independently developed
by any Party or their Affiliates without the use of any Confidential Information
disclosed hereunder; or

(d) information, which is lawfully obtained from any Third Party.

1.3     "The Formula" shall mean those exact raw materials and their amounts
that make up the roofing tile blend that is the subject of this License
Agreement..

1.4     "Know-How" shall mean all knowledge and tangible information whether
patentable or not and physical objects related to the technology, including but
not limited to materials, data, schematics. designs, configurations, computer
programs, drawings and sketches, testing and test results, regulatory
information, whether or not capable of precise, separate description prior to
its publication, owned by RD which RD has the right to disclose and license to
RPM.

1.5     "Licensed Product and Licensed Process" shall mean, in the case of a
Licensed Product, an item sold or intended for sale consisting of or
incorporating the Licensed Technology and, in the case of a Licensed Process, a
process which uses or incorporates the Licensed Technology.

1.6     "Licensed Technology" shall mean Know-How relating to the production of
roofing tile products commonly know as spanish barrel tile, slate tile and cedar
shake tile, collectively.

1.7     "Third Party shall mean any party, except Affiliates of any Party, who
is not a party to this Agreement.

1.8 "Third Party Provider" shall mean any Third Party providing intellectual
property which, by design of the product, RPM Tech elects to incorporate into
the Licensed Technology or into a Licensed Product or Licensed Process.

SECTION 2

LICENSE GRANT

2.1     In accordance with the terms and conditions of this agreement, RD hereby
grants to RPM Tech, as of the Effective Date and until terminated according to
the terms hereof, a transferable, irrevocable (except to the extent provided in
Section 8.2), right and license to use the Licensed Technology (a) to develop,
manufacture, use, sell, and otherwise distribute the Licensed Products and to
perform Licensed Processes and (b) to sublicense with the right to further
sublicense, the use of the Licensed Technology to third parties to manufacture
Licensed Products. All transfers and/or sublicenses shall be governed by the
same terms and conditions of this License Agreement and approved by both
Parties. RPM Tech's rights and licenses hereunder shall extend to the benefit of
its Affiliates, provided that each Affiliate assumes and agrees in writing to
abide by the obligations, including the obligation to purchase raw material
formula under Article 3 herein.

2.2     In conjunction with the license of the Licensed Technology provided in
this Agreement, RD  covenant and agree to fully disclose all Licensed Technology
to RPM and all Know-How and background information in RD's possession that is
reasonably necessary for RPM Tech to utilize the Licensed Technology including
all third party tests results.

SECTION 3

TECHNICAL SUPPORT

3.      During the term of this Agreement, RD shall provide Technical Support to
RPM Tech on any and all issues relating to the Licensed Technology.

SECTION 4

LICENSING FEE & ROYALTIES

4.1     For the rights, privileges and licenses granted hereunder, RPM Tech has
paid RD a licensing fee of Five Hundred Thousand Dollars (US $500,000) (the
"Licensing Fee"). RPM Tech agrees that any all monies classified by RPM Tech as
Deposit on Licensing shall be credited towards and is the complete and full
satisfaction RPM Tech's licensing fee requirements of this Agreement as set
forth herein.

4.2     Further for the rights, privileges and licenses granted hereunder, if
any sub-license is granted by RPM Tech, RPM Tech shall pay to RD a licensing fee
of $2.00 per square.

4.3     There are no other royalty fees associated with this License.

SECTION 5

OWNERSHIP OF INTELLECTUAL PROPERTY

5.      Ownership of Independently Developed Intellectual Property. The Licensed
Technology defined herein shall remain the exclusive property of RD.

SECTION 6 CONFIDENTIALITY

6.1     Each Party acknowledges that the Confidential Information constitutes
and shall constitute valuable assets and trade secrets. Accordingly, when a
Party (the "Receiving Party") receives confidential information from the other
Party (the "Owning Party") the Receiving Party shall, both during the term of
this Agreement and for ten (10) years following the termination thereof, (i)
keep secret and retain in strict confidence any Confidential Information
received from the Owning Party, (ii) not disclose to any Third Party any
Confidential Information received from the Owning Party for any reason
whatsoever, (iii) not disclose any Confidential Information received from the
Owning Party to the Receiving Party's (and/or any of its Affiliates') employees,
except on a need to know basis and only after instructing each such employee not
to disclose or otherwise make available any Confidential Information to any
Third Party unless having received a signed Confidentiality Statement
acknowledging the obligations set forth in this Section from each such Third
Party, and provided each such employee is bound by confidentiality obligations
under the employment policies, Code of Conduct, and employee relationship
requirements with the employer and (iv) not make use of any Confidential
Information received from the Owning Party for its own purposes or for the
benefit of any Third Party except as authorized by this Agreement.

6.2     In the event of any legal action or proceeding or asserted requirement
under applicable law or government regulations requesting or demanding the
Receiving Party disclose any Confidential Information, the Receiving Party shall
immediately notify the Owning Party in writing of such request or demand so that
the Owning Party may seek an appropriate protective order or take other
protective measures. The Receiving Party shall, upon the request of the Owing
Party, cooperate reasonably with the Owning Party in contesting such request or
demand at the expense of the Owning Party including, without limitation,
consulting with the Owning Party as to the advisability of taking legally
available steps to resist or narrow such request or demand. If in the absence of
a protective order or a waiver hereunder from the Owning Party, the Receiving
Party, in the reasonable written opinion of the Receiving Party's legal counsel,
is legally compelled to disclose any Confidential Information, the Receiving
Party may disclose such Confidential Information without liability hereunder;
provided, however, the Receiving Party (a) shall furnish only that portion of
the Confidential Information which is legally required, and (b) shall use
commercially reasonable efforts to obtain an order or other reliable assurance
that confidential treatment will be accorded to such portions of the
Confidential Information to be disclosed as the Owning Party designates.

6.3     In the event the Receiving Party becomes aware that any person or entity
(including, but not limited to, any Affiliate or employee of the Receiving
Party) is taking, threatens to take or has taken any action which would violate
any of the foregoing provisions of this Agreement, the Receiving Party shall
promptly and fully advise the Owning Party (with written confirmation as soon as
practicable thereafter) of all facts known to the Receiving Party concerning
such action or threatened action. The Receiving Party shall not in any way aid,
abet or encourage any such action or threatened action, and the Receiving Party
agrees to use commercially reasonable non-monetary efforts to prevent such
action or threatened action, including, but not limited to, assigning any cause
of action it may have relating to the violation of the foregoing provisions to
the Owning Party, and the Receiving Party agrees to do all reasonable things and
cooperate in all reasonable ways as may be requested by the Owning Party to
protect the trade secrets and proprietary rights of the Owning Party in and to
the Confidential Information.

6.4     The terms and conditions of this Agreement will not be disclosed by any
Party, except with the prior written consent of another Party, or as may be
required by law or necessary to establish its rights hereunder. Notwithstanding
the foregoing, (i) each Party shall have the right to disclose the terms and
conditions of this Agreement, if necessary, to any legal counsel of such Party
as may be required to establish its rights hereunder, and (ii) subsequent to the
execution of this Agreement, the Parties may jointly or  individually issue
press releases or otherwise publicly disclose the Parties' relationship,
provided (a) such Party has obtained the prior written approval of the content
of such disclosure from the other Party and (b) that such disclosure does not
include information which would be prohibited from disclosure by any Party
pursuant to this Agreement. The approval of such press release or other
disclosure of the Parties' relationship shall be given by a Party within five
(5) business days following the request by the other Party, or in the event the
approval is not given, the disapproving Party shall provide commercially
reasonable objections.

SECTION 7

REPRESENTATIONS AND WARRANTIES AND OTHER COVENANTS

7.1     Except as specifically set forth in this agreement, RD makes no
representations or warranties, expressed or implied as to Merchantability,
fitness for a particular purpose or otherwise with respect to the licensed
technology or know-how provided pursuant to this agreement.

7.2.    Under no circumstances shall any party be liable for any indirect,
consequential, incidental, exemplary or punitive damages, loss of earnings,
profit or goodwill suffered by any person or entity, including the other party,
caused directly or indirectly as a result of this agreement, by any License or
sublicense granted hereunder, or by each party's performance or Non-performance
of this agreement, even if such party is notified by the other party or any
third party of the possibility of such damages.

7.3     RD represents and warrant to RPM Tech as follows:

(a)     To the best of his knowledge, RD owns or possesse title and ownership to
all Licensed Technology without any conflict with, or infringement of, the
rights of others . RPM Tech shall not be liable for any indirect, consequential,
incidental, exemplary or punitive damages, loss of earnings, profit or goodwill
suffered by any person or entity, including the other party, caused directly or
indirectly as a result of this Agreement, by any License or sublicense granted
hereunder, or by each party's performance or non-performance of this Agreement,
even if such party is notified by the other party or any third party of the
possibility of such damages as specified in 7.2 above. Without limiting the
generality of the foregoing, there are currently no assignments of, or security
interests in force with respect to, the Licensed Technology to the best
knowledge, belief and information of RD.

(b)     RD has not received any communications alleging that the Licensed
Technology or that RD has violated or, by conducting its business, would violate
any of the patents, trademarks, service marks, trade names, copyrights, trade
secrets or other proprietary rights or processes of any other person or entity
other than as described in 7.3 (a) above.

SECTION 8

TERM AND TERMINATION

8.1     This Agreement shall become effective upon execution by the Parties
hereto and remain in full force and effect until terminated pursuant to Section
9.2.

8.2     This Agreement shall terminate thirty (30) days after receipt of written
notice upon the occurrence of any of the following:

(a) RPM Tech fails to pay RD for royalties as provided in Section 4.2 within
thirty (30) days after receipt of written notice from RD; provided. however,
that if any amount is contested, such amount, if not paid, shall be placed into
a court registry or similar unrelated third party escrow pending resolution of
the dispute, and provided further, that no such termination shall be effective
until a final resolution of such matter in favor of RD; or

(b) Upon any material breach or default of this Agreement by any Party (the
"Breaching Party"), the non-breaching Party shall have the right to terminate
this Agreement and the rights, privileges and license granted hereunder unless
the Breaching Party cures any such breach or default within thirty (30) days
after receipt of written notice from the non-breaching Party; provided, however,
that if such breach or default is disputed by the Breaching Party, no purported
termination of this Agreement shall be valid until such matter has been finally
resolved; and provided, further. if the Breaching Party shall be in breach or
default of the same provision twice within any six (6) month period, the non-
breaching Party shall have the right to terminate this Agreement immediately
upon notice to the Breaching Party of such second occurrence without providing
the Breaching Party the thirty 30) days notice and cure period.

8.3     Upon termination of this Agreement for any reason, nothing herein shall
be construed to release any Party from any obligation arising prior to the
effective date of such termination. RPM Tech may, however, after the effective
date of such termination, sell all Licensed Products then in its possession, and
complete Licensed Products in the process of manufacture at the time of such
termination and sell the same, provided that RPM Tech shall pay to RD the raw
material fees thereon as required by Section 4 of this Agreement.

8.6     Upon termination of this Agreement for any reason, each Party shall, at
the option of the other Party, return or destroy all Confidential Information,
including but not limited to Licensed Technology, in its possession owned by the
other Party, and RD shall cease to use any part of the Licensed Technology for
any purpose whatsoever, except as specifically allowed under Section 8.5 above.

8.8     Sections 4, 5, 6, 7, 8 and 9 shall survive termination of this
Agreement.

8.9     Upon termination of this Agreement for any reason the Licensed
Technology shall revert back to RD, or in the case of a material breach of this
Agreement if the breach is not cured with the time periods allowed or if not
specified herein, then within a reasonable time not exceeding thirty (30) days.

SECTION 9

GENERAL PROVISIONS

9.1. Governing Law. The construction and interpretation of this Agreement and
the rights of the Parties shall be governed by the laws of the State of
Illinois, USA, without regard to its conflicts of laws provisions. The state and
federal courts located in Illinois shall have exclusive jurisdiction over any
dispute arising from or in connection with this Agreement not otherwise
submitted to arbitration. Each Party hereby consents to the personal
jurisdiction of the state and federal courts in Illinois in any such dispute
arising from or relating to this Agreement. Each Party further agrees that
services of process may be made, in addition to any other method permitted by
law, by certified mail, return receipt requested, sent to the applicable address
set forth herein. Any award or injunctive relief granted in any dispute may be
enforced by any Party in either the courts of the State of Indiana or in the
United States District Courts located in Indiana. The Parties hereby expressly
waive their rights to trial by jury.

9.2 Assignment. This Agreement shall be binding upon and shall inure to the
benefit of the Parties hereto and their respective successors and assigns as
permitted hereunder. No person or entity other than the Parties hereto is or
shall be entitled to bring any action to enforce any provision of this Agreement
against any of the Parties hereto, and the covenants and agreements set forth in
this Agreement shall be solely for the benefit of, and shall be enforceable only
by the Parties hereto or their respective successors and assigns as permitted
hereunder. Except for assignment to an Affiliate, neither this Agreement nor any
rights hereunder shall be assignable by any Party without the prior written
consent of the other Party hereto. In the event of any assignment to an
Affiliate, the transferring Party shall remain responsible for the performance
off such affiliate under this Agreement.

9.3 Entire Agreement: Amendment. This Agreement constitutes the entire agreement
between the Parties with respect to the subject matter hereof and supersedes all
other prior agreements and understandings, both written and oral, between the
Parties with respect to such matters. No amendment to this Agreement shall be
made except by an instrument in writing signed on behalf each Party.

9.4 Severability. If any court or arbiter of applicable jurisdiction determines
that any of the agreements, covenants and undertakings set forth herein, or any
part thereof, is invalid or unenforceable, the provision shall, to the extent
possible, be restated to reflect the original intention of the Parties, and the
remainder of this Agreement shall be given full effect, without regard to the
invalid or restated portions.

9.5 Waiver. The failure of any Party to assert a right hereunder or to insist
upon compliance with any term or condition of this Agreement shall not
constitute a waiver of that right or excuse a similar subsequent failure to
perform any such term or condition by the another Party.

9.6 Taxes. Each Party shall be liable for any and all taxes, duties or levies,
however designated or computed assessed against such Party in conjunction with
any payments made pursuant to this Agreement.

9.7 Counterparts. This Agreement may be executed in two or more counterparts,
each of which shall be deemed to be an original, but all of which together shall
constitute one and the same agreement.

9.8 Compliance with Laws. In performing under this Agreement, all Parties agree
to comply with all applicable laws, rules, and regulations of any governmental
entity.

9.9 Force Majeure. None of the  Parties shall be liable to the another party for
and loss or damage due to delays or failure to perform resulting from an went of
"force majeure," including without limitation, acts of God; accident; war; fire;
lockout; strike or labor dispute; riot or civil commotion; act of the public
enemy: enactment, rule, order or act of civil or military authority; acts or
omissions of another Party; judicial action; inability to secure adequate
materials, labor, or facilities; defaults of subcontractors or suppliers as a
result of "force majeure"; the inability of carriers to make scheduled
deliveries; or any other event beyond the reasonable control of any Party.

IN WITNESS WHEREOF, the Parties have caused their duly authorized
representatives to execute this Agreement as of the date first set forth above.


RPM TECHNOLOGIES, INC.


By: /S/ Randy Zych
   --------------------
   Randy Zych, CEO


RD ASSOCIATES, LTD.


By: /S/ Drew Pitt
   --------------------------
   Drew Pitt Attorney-In-Fact