Hybrid Coating Technologies Inc. - Exhibit 10.1 - Filed by newsfilecorp.com






Ninth Amendment to the Licensing Agreement previously entered
into 

on the 12th day of July,
2010

 

Between: 

 

Nanotech Industries Inc., a Delaware corporation.

 

hereinafter referred to as “Licensor”

 

And: 

 

Nanotech Industries International Inc., a Nevada corporation
(and a wholly owned subsidiary of Hybrid Coating Technologies Inc.) 

hereinafter referred to as “NTI” or the “Company”) 

(collectively referred to as the
“Parties”) 

WHEREAS the Parties previously entered into a Licensing
Agreement on July 12, 2010 (“Licensing Agreement”), into an Amendment Agreement
on March 17, 2011, into a Second Amendment Agreement on July 7, 2011, into a
Third Amendment Agreement dated June 28, 2013, into a Fourth Amendment Agreement
dated December 13, 2013, into a Fifth Amendment Agreement dated March 31, 2014,
into a Sixth Amendment Agreement dated April 9, 2014, into a Seventh Amendment
dated May 6, 2014 and into an Eighth Amendment dated August 19, 2014
(collectively the “Agreement”); 

WHEREAS the Parties would like to amend the Agreement to
expand the definition of certain licensing fees and consideration, the whole as
set forth below, to include payment in shares of the Company’s Common Stock
and/or warrants at the sole discretion of the Company, which shares shall have a
fair market value calculated as the closing price reported by the
over-the-counter market for the previous trading day (“Shares”) and, which
warrants shall include a cashless exercise and be exercisable at a price per
share equal to the Common Stock par value and expiring 10 years from the date of issuance and which, .if
so issued, shall be issued in the form of warrant pursuant to Regulation D, or
in the form of Warrant pursuant to Regulation S, both attached herewith as
Annex A (“Warrants”); 




WHEREAS to this end the Parties have agreed to enter
into this Ninth Amendment to the Licensing Agreement (“Ninth Amendment
Agreement”): 

	 	1. 	
      The terms for payments of various licensing fees and
      Exclusivity in various territories to sell and manufacture the LICENSOR
      Product granted by the Licensor to the Company are set out in the
      Agreement.

	 	 	 
	 	2. 	
      The following terms in the Agreement are henceforth with
      defined as follows:




	 	(i) 	
      The one- time royalty fee equal to US $150,000 and
      payable to the Licensor pursuant to the Amendment Agreement, in
      consideration for the right to manufacture and sell in the Russian
      Territory (as defined in the Amendment Agreement) shall be payable, at the
      Company’s sole discretion, in lawful US currency and/or Shares and/or
      Warrants.

	 	 	 
	 	(ii) 	
      The consideration equal to US $2,000,000 and payable to
      the Licensor pursuant to the Fifth Amendment Agreement, in consideration
      for the Added Applications (as defined in the Fifth Amendment Agreement)
      shall be payable, at the Company’s sole discretion, in lawful US currency
      and/or Shares and/or Warrants.

	 	 	 
	 	(iii) 	
      The consideration equal to US $1,250,000 and payable to
      the Licensor pursuant to the Sixth Amendment Agreement, in consideration
      for the extension to the payment deadline for the rights of exclusivity to
      manufacture and sell the LICENSOR Product in the European Continent
      Territory (as defined in the Sixth Amendment Agreement) shall be payable,
      at the Company’s sole discretion, in lawful US currency and/or Shares
      and/or Warrants.

	 	 	 
	 	(iv) 	
      The consideration equal to US 500,000 and payable to the
      Licensor pursuant to the Seventh Amendment Agreement, in consideration for
      the LICENSOR Product to include SFI (as defined in the Seventh Amendment
      Agreement) shall be payable, at the







Company’s sole discretion, in lawful
US currency and/or Shares and/or Warrants.

	 	3. 	
      The Agreement, as amended by this Ninth Amendment
      Agreement, remains in full force and effect and is hereby ratified and
      confirmed. Provisions of the Agreement that have not been amended or
      terminated by this Ninth Amendment Agreement remain in full force and
      effect, unamended.

	 	 	 
	 	4. 	
      The Parties expressly warrant and guarantee that they
      have obtained all necessary requisite approvals and that they have the
      authority to enter into this Ninth Amendment Agreement.

	 	 	 
	 	5. 	
      The Preamble to this Ninth Amendment Agreement is
      incorporated herein by this reference and made a material part of this
      Ninth Amendment Agreement.

	 	 	 
	 	6. 	
      This Ninth Amendment Agreement may be signed in one or
      more counterparts, each of which so signed shall be deemed to be an
      original and such counterparts together shall constitute one and the same
      instrument.



           
IN WITNESS WHEREOF, the Parties have executed and delivered this Ninth
Amendment Agreement on September 10, 2014.

 

Nanotech Industries Inc.

By:       /s/: Joseph
Kristul                      


Title: President and CEO 

 

 

Nanotech Industries International Inc.

By:       /s/: Joseph
Kristul                      


Title: President and CEO 




 

 

 

ANNEX A