EXHIBIT 10(iii)

                                    AGREEMENT


                                     AMONG:


                               ENOTECH R & D, INC.

                               ALUMINUM-POWER INC.

                                TRIMOL GROUP INC

                                AGGI LIMITED, LLC

                                       and

                               EONTECH GROUP INC.




                               File #97034 BAS*clw









                             Barry A. Spiegel, Q.C.
                                   Suite 1202
                                 390 Bay Street
                               Toronto, ON M5H 2Y2


<PAGE>

     THIS AGREEMENT made the `28th day of August 2001

AMONG:

ENOTECH R & D, INC., a corporation
incorporated under the laws of the State,
of Delaware, US.A,

(hereinafter called "R & D")
                                                          OF THE FIRST PART;
- and -

ALUMINUM-POWER INC. , a
corporation incorporated under the laws
of the Province of Ontario, Canada

(hereinafter called "A-P)
                                                          OF THE SECOND PART;
-and -

TRIMOL GROUP INC.,  a corporation
incorporated under the laws of the State
of Delaware U.S.A.

(hereinafter called `Trimol")
                                                          OF THE THIRD PART;

- and -

AGGI LIMITED. LLC., a limited liability
company established under the laws of
the state of Ohio, U.S.A.

(hereinafter called "AGGI")
                                                          ON THE FOURTH PART;


- and -
EONTECH GROUP INC., a corporation
Incorporated under the laws of the
Province of Ontario, Canada

(hereinafter called "Eontech")
                                                          OF THE FIFTH PART.


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<PAGE>

     WHEREAS  A-P is the  owner  of  certain  technologies  and  patent  rights,
including,  without limitation,  technologies and patent rights for the creation
of  metal-air   batteries  and  fuel  cells,   including,   without  limitation,
aluminum-air batteries;

     AND  WHEREAS  Trimol has a License  Agreement  with A-P  providing  it with
certain rights regarding the said technologies and patent rights;

     AND WHEREAS A-P and Trimol wish to have R & D provide certain  research and
development  and to assist in  creating,  designing,  producing,  manufacturing,
marketing  and  distributing   certain  commercial   prototypes,   products  and
production lines for products developed by or for A-P and/or Trimol;

     AND WHEREAS AGG1 has agreed to provide to R & D its plant,  (at its current
facility)  equipment and staff to assist R & D in fulfilling its  obligations to
A-P and Trimol in accordance with the terms of this Agreement.

     NOW THEREFORE the parties agree as follows:

ARTICLE 1 - DEFINITIONS

1.1  In  this  Agreement,  references  to A-P  shall  include  Trimol  as  their
     respective interests may appear or as directed.

1.2  For the purposes of this Agreement, the following definitions shall apply:

     (a) "Agreement" means this agreement;

     (b)  "Confidential  Information"  includes,  but is  not  limited  to,  all
intellectual  property  with  respect to  aluminum-air  batteries  (including  a
prototype or product),  all information with respect to Inventions,  Know-How or
Trade  Secrets and any and all  information  relating to A-P's  business  plans,
products,  volume of  current  or  expected  business,  processes,  new  product
development,  product designs, formulae, technical information,  laboratory data
or other material relating to any products, projects or processes of A-P and all
disclosures of information  under the terms of this Agreement about the business
and affairs of A-P.  Notwithstanding  anything set forth in this  definition  or
Agreement  to  the  contrary,   "confidential  Information"  shall  not  include
inventions, designs or drawings that do not utilize A-P's Technology or Patents,
but which may be  incorporated,  related  to, or used in  connection  with A-P's
products, product designs. or prototypes, provided, however, that the disclosure
of such  non-confidential  information  shall not include nor  compromise  A-P's
Confidential Information.

     (c) "Inventions" shall mean all Inventions, improvements, designs drawings,
modifications and enhancements,  whether or not patentable,  made to the Patents
and/or Technology by any party hereto during the term of this Agreement or after
the  termination of this Agreement  whether or not  Confidential  Information is
used; provided,


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<PAGE>

however, that products,  inventions, or designs incorporated into A-P's products
shall not be  considered  an invention  unless it utilizes  A-P's  Technology or
Patents;

     (d) Know-How" shall mean all documentation,  software,  hardware,  creative
works,  know-how and information created, in whole or in part, by A-P, AGGI or R
& D before  or  during  the terms of this  Agreement  arising  out of use of the
Patents or Technology,  whether or not  patentable,  copyrightable  or otherwise
protectable;

     (e) "Patents" or "Patent Rights" shall mean the specific  concepts,  ideas,
inventions,  Trade Secrets,  Know-How  (whether or patentable or not) related to
the Technology,  the patent  applications,  patent and other industrial property
rights   throughout   the  world   (including  all   substitutions,   divisions,
continuations,  continuations-in-part  renewals,  reissues,  extension  and  the
like),  all specific rights of action on account of past,  present or future use
of the Technology or Patents,  all rights to file for  applications  for patents
and like protection for inventions  relating to the Patents or Technology in any
country or  jurisdiction  throughout  the  world,  all  international  rights of
priority  associated  with  the  Patents  or  Technology  and  all  similar  and
derivative rights of A-P relating to the Patents or Technology;

     (f) "Technology"  includes Patent Rights,  Know-How and Trade Secrets owned
by A-P;

     (g) "Trade Secrets" shall mean all documentation,  Inventions, Know-How and
information relating to the past, present or future business of A-P or any plans
therefor,  or relating to the past present and future  business of a third party
or plans  therefor  that are  disclosed  to A-P.  which A-P does not disclose to
third parties without restrictions on use or further disclosure.

ARTICLE 2- CONFIDENTIAL INFORMATION

2 1 The recipient of Confidential  Information (the "Recipient") agrees to treat
all Confidential Information disclosed to it as strictly confidential and to use
its best efforts to hold a1l  Confidential  Information of the disclosing  party
(the  `Discloser") in confidence  using a degree of care no less than the degree
of care  that it would be  reasonably  expected  to employ  for its own  similar
confidential  information,  and that it shall not disclose or divulge any of the
Confidential Information of the Discloser to anyone except the Recipient and its
officers,  directors,  partners  or  employees  who  have a need  to  know  such
Confidential   information  and  who  have  been  advised  of  the  confidential
provisions of this  Agreement and agreed to be bound thereby.  In addition,  the
Recipient may disclose Confidential  Information to its representatives,  agents
and advisors (who may include lending  institutions,  financial advisors,  legal
advisors and  insurance  companies)  who need to know such  information  for the
purpose of  assisting  the  Recipient  with the  evaluation  and  planning  of a
transaction with the Disclosure or its shareholders and who have been advised of
the confidentiality provisions of this Agreement agreed to be bound thereby. The
Recipient  agrees to be fully  responsible  for the people to whom it  discloses
Confidential Information.

2.2 In the event that the Recipient or anyone to whom the Recipient transmits
the Confidential Information pursuant to this Agreement becomes legally
compelled to


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<PAGE>

disclose any of the Confidential Information, the Recipient will provide the
Discloser with prompt notice thereof so the Discloser may seek a protective
order or other appropriate remedy and/or waive compliance with the provisions of
this Agreement, and the Recipient agrees to provide reasonable assistance in
seeking such protective order if so requested by the Discloser.

2.3 Upon the  termination of this Agreement,  the Recipient  agrees to forthwith
return to the Discloser all of the Confidential  information  supplied under the
terms of this  Agreement  and any copies  thereof  together  with all  remaining
prototypes  or  products  or any parts  thereof  and any  documentation  related
thereto, and with a statement  certifying that all Confidential  Information and
prototypes or products and any documentation related thereto have been returned.
The  Recipient  also shall  destroy  any  summaries,  analyses  or  extracts  of
information  contained  in such  Confidential  Information,  provided  that  the
Recipient may retain, for legal or corporate  secretarial  purposes only, copies
of its own notes. summaries, analyses, board or executive presentations.

2.4 Subject to the exceptions  described in the following  Section  hereof,  the
Recipient agrees that It will not use any of the Confidential Information of the
Discloser for any purpose other than as is described in this  Agreement and will
written consent of the Discloser,  except for purposes of its obligations  under
this Agreement.

2.5 The foregoing obligations will not apply to information which

     (a)  is already in the possession of the Recipient at the time of receiving
          the same from the Discloser;

     (b)  is in the public domain prior to its disclosure;

     (c)  is lawfully  received by the Recipient from any third party who, I own
          b the Recipient did not have a restriction on its disclosure or use;

     (d)  is  approved in writing by the  Discloser  for release or other use by
          the Recipient according to the terms stipulated in such approval; or

     (e)  is required to be disclosed  to comply with a judicial  order or other
          legal requirement.

2.6 The  above  obligations  with  respect  to  Confidential  Information  shall
commence   effective  as  of  the  date  of  this  Agreement  and  will  survive
indefinitely unless expressly  superseded by a new agreement between the parties
covering the same subject matter.

2.7 The Recipient acknowledges and agrees that the Discloser shall retain all of
its right,  title and interest in and to all intellectual  property  Inventions,
patent rights, Know-How and Trade Secrets in which it has a proprietary interest
and,  other than  allowing the Recipient to fulfill its  obligations  under this
Agreement, nothing in this Agreement shall be construed as transferring any such
right, title or Interest to the Recipient. The Discloser acknowledges and agrees
that the Recipient  shall retain all of its right,  title and interest in and to
all intellectual property with respect to its own equipment, system or


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<PAGE>

processes  used for the purpose of this  Agreement and nothing in this Agreement
shall be  construed  as  transferring  any such right,  title or interest to the
Discloser.

ARTICLE 3 -OBLIGATIONS OF AGGI

3.1 AGGI acknowledges that it will be a Recipient of Confidential Information.

3.2 AGGI agrees to provide to R & D Its premises, facilities,  equipment and all
necessary human resources  required by R & U in order to fulfill its obligations
under  this  Agreement,  to be  provided  at AGO Is cost,  including  reasonable
provision for overhead expenses, which costs shall be quoted in advance to R & D
for each project.

3.3 For purposes of clarity,  the parties agree that the fees of AGGI charged to
R & D will be at cost with no element of profit for AGGI. As provided in Section
6.4, A-P will  advance  funds to R & D by way of loan to pay those fees if R & D
does not itself have the  necessary  funds and A-P will be repaid such  advances
from R & D before R & D makes any distribution to its  shareholders.  P & D will
have no element of profit from these  projects,  but will derive its profit from
the sale of prototypes and production lines as set forth in Section 6.5.

ARTICLE 4- OBLIGATIONS OF R & D

4.1 R & 0 acknowledges that it will be a Recipient of Confidential Information.

4.2 R & D agrees to obtain written quotations from AGGI on a non-exclusive basis
for each  specific  project  which it wishes  AGO to  undertake.  and which AGGI
wishes to  undertake,  and to provide  such  quotations  to A-P as  required  by
Section  6.4 and to  utilize  the  premises,  facilities,  equipment  and  human
resources of AGGI to provide  ongoing  research into improving the Technology in
metal-air  batteries  and fuel cells and to create  patent  rights in connection
therewith.  It is  understood  and  agreed  that  R & D  has  no  obligation  to
participate in every project. Any quotation may include costs for new equipment,
software  and  instruments  if not  available  from the  equipment,  software or
instruments owned or used by AGGI.

4.3 R & D shall provide  ongoing  research on the Technology of A-P as requested
by A-P end assist in the creation,  production,  design, manufacture,  marketing
and  distribution  of products  for and on behalf of A-P when  requested.  R & D
shall,  inter alia,  create prototypes for products as requested by A-P and sell
such prototypes as instructed by A-P under such terms as is agreed to by A-P.

4.4 In  addition,  R & d shall  design,  develop  and sell  production  lines to
produce  the  products  developed  by or on behalf of A-P.  such  sales to be to
parties agreed to by A-P.

4.5 AGGI and R & D acknowledge and agree that the services of Alex Greenspan are
integral to the  successful  implementation  of this Agreement and further agree
that Alex  Greenspan  shall  spend so much of his time and  attention  as may be
required to fulfill the projects undertaken by R & D.


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<PAGE>

4.6 Each of R & D and AGGI agree to promptly  disclose to A-P all Inventions and
keep  accurate  records  relating  to  the  conception  and  production  of  all
inventions.  Such records shall be the sole and  exclusive  property of A-P and,
upon any  suspension  or  termination  of this  Agreement,  R & D and AGGI shall
surrender possession of such records to A-P.

4.7  Each of R & D and AGGI  hereby  assign  to A P as  directed  by it  without
additional  consideration,  the entire  right,  title and interest in and to any
Inventions  and  Technology  and to all  proprietary  rights  therein  or  based
thereon. Such parties agree to execute all such assignments, oaths, declarations
and other  documents  that may be  considered  advisable  by A-P to  effect  the
foregoing, and to provide A-P with all information, documentation and assistance
it may request in order to perfect,  enforce or defend a proprietary right in or
based on the  Inventions  or  Technology.  A-P,  in its sole  discretion,  shall
determine the extent of the  proprietary  rights,  if any, to be protected.  All
such  information,   documentation  and  assistance  shall  be  provided  at  no
additional expense to A-P, except for out-of-pocket  expenses incurred by R & D,
AGGI or Greenspan incurred at the request of A-P.

4.8 R & `D or AGGI,  as the case may be,  shall,  at its  expense,  provide  any
necessary  equipment  required to equipment  required to fulfill its obligations
including,  without limitation, other necessary hardware or software required to
test the prototype and fulfill its other obligations under this Agreement,  save
as referred to in Section 4.2.

4.9  Representatives  of A-P may observe R & D's  testing at AGGI's  facility at
such times as are mutually  agreed to by the parties.  It is understood that the
right to enter the AGGI's laboratory premises shall be at the sole risk of A-P.

4.10 R & D shall provide A-P with a copy of any report containing the results of
R & D's evaluation or development of products for various purposes.  R & D shall
make  representations  and warranties  about the suitability of the products for
various purposes.  R & D agrees that it will not publish,  disclose or otherwise
distribute  or permit the  distribution  of any  results or reports  without the
specific written consent of A-P.

ARTICLE 5 - COSTS

5.1 Apart from any costs specifically  dealt with in this Agreement,  each party
shall bear its own costs incurred in connection  with fulfilling its obligations
under this Agreement.

ARTICLE 6 - OBLIGATIONS OF A-P

6.1 A-P covenants and warrants as follows:

     (a)  that it is now and will  throughout  the term of this Agreement be the
          sole and beneficial owner of the Patents and Patent Rights free of all
          liens, charges and encumbrances whatsoever;

     (b)  that it has full power and authority to enter into this Agreement; and


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     (c)  that neither the Patents not the Patent Rights are the subject  matter
          of  any  suits,  actions,  proceedings  or  other  litigation  in  any
          jurisdiction within or without Canada.

6.2 A-P shall indemnify and save harmless AGGI all and from any loss,  damage or
liability whatsoever arising or resulting from any breach by a A-P of any of the
provisions of this Agreement and, in particular, without limiting the generality
of the  foregoing,  in respect of a claim that in  operating  under the terms of
this Agreement,  AGGI has infringed any patent or any other proprietary right or
any contractual right.

6.3 A-P agrees, that with respect to all metal-air batteries,  it will provide R
& D with certain  research  and  development  projects and that R & D shall,  in
performing these projects, be responsible to assist in the creation, production,
design,  manufacture,  marketing and  distribution  of  prototypes  and products
created by using its Patent Rights and its  Technology as well as the design and
distribution  of production  lines for  producing  products  resulting  from its
Patent Rights and  Technology.  For purposes of clarity,  it is  understood  and
agreed that no exclusive rights are being granted to R & D under this Agreement.

6.4 R & D shall  provide  a copy of the  written  quotation  from AGGI to A-P in
advance  for each  project.  If R & D does not have the funds to pay such costs,
A-P shall  advance the  shortfall  by way of loan to R & D to cover the costs of
such  projects,  to be repaid to A-P (as set out in Section 4.2) from the income
of R & D as a first charge to be paid before any  distributions  to shareholders
of R & D.

6.5 A-P agrees that R & D shall be entitled to sell  prototypes  and  production
lines  on its own  account  and  receive  the  proceeds  from  the  sale of such
prototypes and production lines except for projects developed by a person.  firm
or  corporation  other  than R & D and save and  except  that:  (i) A-P shall be
entitled to approve of the purchaser of such prototypes  and/or production lines
and the contractual  terms invoked in the transaction;  and (ii) R & D shall not
be  entitled  to any  proceeds  from  the  sale of  products  produced  from the
prototype or from the production line. It is also agreed that neither AGGI or AG
Group, Inc. shall be licensed to or sell any products produced by or for A-P.

6.6  Trimol  agrees  to issue to AGGI or its  nominees  a stack  option  for two
million  (2,000,000) shares of Trimol with an exercise price of U.S. Fifth Cents
(U.S. $.5O) per share, expiring August 23, 2003, exercisable in whole or in part
from the vesting date of August 23, 2001, subject to the following:

     (a)  In the event that the closing  price of Trimol  Stock is less than One
          Dollar  ($100)  per share on a U.S.  Exchange  at 5:00  p.m.  (EST) on
          August  23,  2003,  then  Trimol  shall pay to AGGI for each  share of
          stock,  whether  the option has been  exercised  or  unexercised,  the
          difference  between One Dollar  ($1.00) and the closing price at which
          the stock last traded,  but in no event more than Fifty Cents  ($0.50)
          per share.

          Notwithstanding  anything to the contrary contained in this Agreement,
          no payment shall be required under this Subsection 6.6(a)


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          (i)  for any stock which has been sold by AGGI; or

          (ii) if the price of Trimol  stock on a US.  Exchange has exceeded One
               Dollar ($1.00) per share at the close of any market trading day

               (A)  after any of the  exercised  option  stock has  either  been
                    registered  for trading or  available to be traded under any
                    proper  exemption  from   registration   under   application
                    securities laws requirements, but

               (B)  before August 24, 2003.

     (b)  If,  subsequent to August 23, 2001 and prior to August 23, 2003, there
          has been a  consolidation  or division  of the shares of Trimol,  this
          Section shall be interpreted, mutates mutandis.

     (c)  Trimol shall use its best efforts to register the underlying shares on
          or before August 23, 2002, so that such shares can be freely traded on
          the public market.

     (d)  In the event of a conflict  between the  provisions of this  Agreement
          and the  provisions of the formal stock option  agreement to be issued
          by Trimol, the provisions of this Agreement shall prevail.

6 7 Eontech  agrees  to issue to AGGI or its  nominee  a stock  option  for 5.54
shares  of  common  stock of  Eontech,  representing  five  percent  (5%) of the
currently  issued common stock (being 105.26 shares) with an exercise price of U
S Nine Hundred and Two Thousand, Five Hundred and Twenty-Seven Dollars and Eight
Cents (U S $902,527.08)  per share or a total of U.S. Five Million Dollars (U.S.
$5,000,000.00),  expiring August 23, 2004,  exercisable in whole or in part from
the vesting date of August 23. 2001.

     In the event that on or before August 23 2004

     (a)  AGGI and/or R & S have completed working prototypes for

          (i)  fuel cell cartridges;

          (ii) electric power stations:

          (iii) electric cartridges for universal military applications; and

          (iv) electric batteries for automobiles,

     together with  complete sets of working  drawings for each of the above and
     such prototypes are ready for commercial sale, all in form  satisfactory to
     A-P in its discretion (acting reasonably); and


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     (b)  R & D has designed and built production line to produce cathode, anode
          or electrolytes for the products referred to in Subsection 6.71(a); or

     (c)  A-P has entered into a major license or distribution agreement dealing
          with any one or more at the products referred to in Subsection 6.7(a).

then the said 5,54 shares of Eontech will be issued to AGGI  without  charge and
with no  obligation  on the part of AGGI to pay the  option  price  referred  to
above.

     In the event of a conflict between the provisions of this Agreement and the
provisions  of the formal  stock option  agreement to be issued by Eontech,  the
provisions of this Agreement shall prevail.

ARTICLE 7- TERMINATION

7.1 This  Agreement  may be  terminated by A-P and Trimol,  acting  jointly,  as
follows:

     (a)  if any of AGGI or R & D are unable to provide the services required of
          it;

     (b)  if  any  of  AGGI  or R & D  breaches  or  defaults  on  any  material
          obligation contained in this Agreement that is not cured within thirty
          (30) days from its receipt of a written  notice from A-P setting forth
          the specific breach or default committed by it;

     (c)  if  either  AGGI or R & D  files  for  protection  under  the  federal
          bankruptcy   laws,  or  any   bankruptcy   petition  or  petition  for
          receivership  s commenced by third party against  either of them which
          remains  undismissed  for a period of sixty (60) days from the date of
          commencement; or

     (d)  upon ninety (9O) days' notice in writing to both AGGI and $ & D.

7.2 AGGI or R & D may terminate this Agreement as follows:

     (a)  if  either  A-P or  Trimol  breaches  or  defaults  upon any  material
          obligation  that is not cured within thirty (30) days from its receipt
          of a written  notice  setting  forth the  specific  breach or  default
          committed by them;

     (b)  if either  A-P or Trimol  files for  protection  under the  bankruptcy
          laws,  or any  bankruptcy  petition or petition  for  receivership  is
          commenced by a third party against  either A-P or Trimol which remains
          undismissed  for a  period  of  sixty  (60)  days  from  the  date  of
          commencement; or

     (c)  upon ninety (90) days' notice in writing to both A-P and Trimol.

7.3 In the event of termination of this Agreement and  notwithstanding  anything
to the contrary  contained  herein,  the  provisions of Article 2 shall continue
indefinitely.  Notwithstanding  the  termination  of the  Agreement  AGGI  shall
continue to make payments  required to be made by it for services rendered prior
sales made or loans made as the case may be, to the date of termination.


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<PAGE>

8.1 This  Agreement is not  intended to create a  partnership  or joint  venture
among the parties.

8.2  Neither  of  AGGI or R & D shall  make  any  press  release,  reference  in
marketing  materials  or  make  any  other  public  disclosure   regarding  this
Agreement,  the  Technology  or any  services  performed  b them  in  connection
herewith without the prior written consent of both A-P and Trimol.

8.3 This  Agreement  shall be  governed by and  construed  under the laws of the
Province of Ontario

8.4  This  Agreement  constitutes  the  entire  agreement  of  the  parties  and
supersedes  all previous  and  collateral  agreements  and  understandings  with
respect to the subject matter.

8.5 No waiver or  modification  of any of the provisions of this Agreement shall
be binding unless the waiver or  modification is in writing and is signed by all
parties.

8.6 All  notices,  requests,  demands  or  other  communications  (collectively,
"Notice")  required by the terms hereof or permitted to be given by one party to
any other party shall be given in writing by personal  delivery,  by  registered
mail  (postage  prepaid)  or by  facsimile  transmission  to such other party as
follows:

     (a)  to R & D at:             16775 West Park Circle Drive
                                   Chagrin Falls, OH
                                   44023 U.S.A.

                                   Fax No.: (440) 543-7770

          C C. to:                 87 Scollard Street
                                   Toronto ON M5R 1G4
                                   Canada

     (b)  to A-P at:               87 Scollard Street
                                   Toronto, ON M5R 1G4
                                   Canada

                                   Fax No.: (416) 928-1115

          C.C. to:                 Barry A. Spiegel, Q.C.
                                   390 Bay Street
                                   Suite 1202
                                   Toronto. ON M5H 2Y2
                                   Canada

     (c)  to Trimol at:            1285 Avenue of the Americas
                                   35th Floor
                                   New York, N.Y. 10019
                                   U.S.A.


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<PAGE>

                                   Fax No.

     (d)  to AGGI at:              16775 West Park Circle Drive
                                   Chagrin Falls, OH 44023
                                   U SA.

                                   Fax No.: (440) 543-7770

          C.C. to                  Gregg S. Levy, Esq.
                                   Dinn, Hochman, Potter & Levy, LLC
                                   Suite 200
                                   5910 Landesbrook Drive
                                   Mayfiald Heights, 08 44124

other parties hereto in writing from time to time.

     All such Notices shall be deemed to have been  received  when  delivered or
transmitted,  or, if mailed,  seventy-two (72) hours after 12:01 a.m. on the day
following the day of the mailing  thereof.  If any Notice shall have been mailed
and  if  regular  mail  service  shall  be   interrupted  by  strikes  or  other
irregularities,  such Notice shall be deemed to have been  received  seventy-two
(72) hours after 12:01 a.m. on the day following  the  resumption of normal mail
service,  provided  that during the period that regular  mail  service  shall be
interrupted  all  Notices  shall be given by personal  delivery or by  facsimile
transmission.

8.7 The parties shall sign further and other  documents,  cause such meetings to
be held,  resolutions  passed  and  by-laws  enacted,  exercise  their  vote and
influence,  do and perform and cause to be done and  performed  such further and
other acts and things as may be  necessary  or  desirable  in order to give full
effect to this Agreement and every part hereof.

     IN WITNESS  WHEREOF this  Agreement has beer,  executed by the parties this
28th day of August, 2001.

SIGNED, SEALED AND DELIVERED    )                EONTECH R& D, INC.
         In the presence of:    )
                                )                Per: /s/ Alexander Greenspan
                                )
                                )                Per: Alexander Greenspan
                                )
                                )
                                )                ALUMINUM -POWER INC.
                                )
                                )                Per: /s/ Vijay Sharma
                                )
                                )                Per: Vijay Sharma


                                       12
<PAGE>

                                )
                                )                TRIMOL GROUP INC.
                                )
                                )                Per: /s/ Alexander M. Gordin
                                )
                                )                Per: Alexander M. Gordin
                                )
                                )                AGGI LIMITED, LLC
                                )
                                )                Per: /s/ Alexander Greenspan
                                )
                                )                Per: Alexander Greenspan
                                )
                                )                EONTECH GROUP INC.
                                )
                                )                Per: /s/  Jack Braverman
                                )
                                )                Per: Jack Braverman


                                       13