Filed by sedaredgar.com - Dussualt Apparel Inc. - Exhibit 10.1






ASSIGNMENT OF ROYALTY

THIS INDENTURE dated for reference the _______day of
__________, 2009

BETWEEN:

Jason Dussault

(herein called the "Assignor")

AND:

Dussault Apparel Inc.

(the "Assignee")

WHEREAS:

A. The Assignor has entered into a merchandising license
agreement dated effective April 15, 2009 (the "License Agreement") with Gene
Simmons Company and USPA Accessories LLC for the license of “Moneybag”
intellectual property and related products, pursuant to and in accordance with
the terms and conditions of the License Agreement. The Assignor has agreed to
provide sales and design services under the Licence Agreement in consideration
for royalty payments from 4.5% to 7.5% of gross income from sales derived under
the License Agreement.

B. From any royalty payments that may become due to the
Assignor, the Assignor has agreed to assign to the Assignee 5% of the gross
income (the “Royalty Amount”) and has agreed to assign to the Assignee all of
the Assignor's right, title and interest in and to the Royalty Amount, (together
with all evidences thereof and all rights and benefits of the Assignor
pertaining thereto and proceeds derived therefrom, the "Assigned Rights") in
accordance with this Assignment. By way of example, for royalty payments of 7.5%
of gross income, the Assignor shall retain 2.5% and the Assignee shall receive
the 5% Royalty Amount, and for royalty payments of 4.5%, the entire amount shall
be assigned as the Royalty Amount.

NOW THEREFORE, in consideration of the sum of $10.00 now paid
by the Assignees to the Assignor (the receipt and sufficiency of which are
hereby acknowledged by the Assignor), the Assignor covenants and agrees as
follows:

1. The Assignor hereby absolutely and unconditionally forever
assigns, transfers and sets over unto the Assignee all of the Assignor's right,
title and interest in and to the Assigned Rights and all benefits and advantages
to be derived therefrom; and the full benefit of all covenants and agreements on
the part of the Assignor, or any third parties with respect to any of the
Assigned Rights; with full power and authority to collect payment of the Royalty
Amount and the interest accrued thereon, or enforce, demand, collect, sue for
breach of any said warranty, guarantee, indemnity or covenant or for specific
performance of any said warranty, guarantee, 




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indemnity or covenant contained in the License Agreement or any
instrument given in support thereof, in the name of the Assignor.

2. The Assignor warrants to the Assignee that:

	 	(a) 	
      the Assignor has full right, power and authority to enter
      into this Assignment and to assign the Assigned Rights to the
    Assignee;

	 	 	 
	 	(b) 	
      except as set out in this Assignment, the Assignor has
      not assigned all or any part of its interest in any of the Assigned Rights
      and has not granted any options, interests or other rights in or to any of
      the Assigned Rights;

	 	 	 
	 	(c) 	
      no payment is required to be made to any person other
      than the Assignor in order for the Assignee to enjoy the full benefit of,
      the Assigned Rights; and

	 	 	 
	 	(d) 	
      none of the License Agreement or any instrument of the
      Assignor given in support thereof have been amended, modified, terminated
      or surrendered nor has the Assignor waived any of its rights
      thereunder.



3. The Assignor will at all times hereafter execute and
deliver, at the request of the Assignee, all such further documents, deeds and
instruments, and will do and perform all such acts as may be necessary or
desirable to give full effect to the intent and meaning of this Assignment.
Without limiting the generality of the foregoing, the Assignor will execute such
financing statements, financing change statements, notices or directions as may
be necessary or advisable to cause all pertinent offices of public record to
amend their records to show the interests of the Assignee in the Assigned Rights
and to direct parties to the License Agreement to fulfil their obligations under
the License Agreement or any instrument made by the Assignor in favour of the
Assignor in respect thereof for the benefit of the Assignee.

4. Each of the parties to this Assignment acknowledges that
such party has read this document and fully understands the terms of this
Assignment, and acknowledges that this Assignment has been executed voluntarily
after either receiving independent legal advice, or having been advised to
obtain independent legal advice and having elected not to do so

5. This Assignment will enure to the benefit of the Assignees
and their successors and assigns, and will be binding upon the Assignor and its
successors and assigns.

6. This Assignment will be governed by and construed in
accordance with the laws in force in the State of Nevada and the parties submit
to the non-exclusive jurisdiction of the courts of State of Nevada in any
proceedings pertaining to the Assigned Rights or this Assignment.

7. This Assignment may be executed in any number of
counterparts with the same effect as if all parties hereto had all signed the
same document. All counterparts will be construed together and will constitute
one and the same agreement.




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IN WITNESS WHEREOF the parties hereto have executed this
Assignment as of the day and year first above written.

	Per: 		 
	 	
      Jason Dussault 
	 
	 	  	 
	 	  	 
	 	  	 
	Dussualt Apparel
      Inc. 	 
	 	  	 
	 	  	 
	 	  	 
	Per: 		 
	 	Authorized Signatory