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INTANGIBLES
12 Months Ended
Dec. 31, 2014
INTANGIBLES  
INTANGIBLES

 

5

INTANGIBLES

 

Licenses

Novas licenses the “Plasma-Pulse Technology” (“the Technology”) from Novas Energy Group Limited, the Licensor, pursuant to the terms of an exclusive perpetual royalty bearing license it entered into in January 2013, which was amended on March, 2014. The amended license agreement provides Novas with the exclusive right to develop, use, market and commercialize the Technology for itself and/or third parties, sublicense and provide services to third parties related to the Technology in the United States and Mexico including all of its states, districts, territories, possessions and protectorates. The amended license agreement also provides Novas with the right to design and have manufactured the apparatus and to make modifications and improvements to the Technology provided that the Licensor is provided a non-exclusive license to any such improvements and modifications and any patent rights of Novas related to the Technology. The license is limited to the United States and Mexico. It also provides that Novas will pay the Licensor royalties equal to seven and a half percent (7.5%) of Net Service Sales (as defined in the license agreement) and Non-Royalty Sublicensing Consideration (as defined in the license agreement) and provides for a minimum royalty payment of $500,000 per year from United States operations and $500,000 per year from Mexican operations; however, no minimum royalty payment is due prior to the three year anniversary of the license agreement for revenue derived from the United States operations and no minimum royalty is due prior to December 31, 2015 for revenue derived from Mexico. Revenue derived from operations in one territory can be used to satisfy obligations for minimum royalty payments in the other territory. All royalty payments made by Novas as well as sublicensing revenue paid by Novas to the Licensor are credited towards the minimum royalty payment. If the minimum royalty is not timely paid, the Licensor has the right to terminate the license with respect to a particular territory and if the minimum royalty payment for both territories is not paid, to terminate the license agreement. Novas was obligated to pay an initial license fee of $150,000 on or prior to June 30, 2014, this fee was subsequently waived by the Licensor with effect from July 30, 2014, and an additional $200,000 on or prior to June 30, 2015 for the additional rights under the amended license agreement. The Licensor is responsible for the cost of filing prosecuting and maintaining the patents and Novas is responsible for costs of obtaining marketing approvals. The Licensor has the right to terminate the license agreement upon Novas’ breach or default. If the Licensor dissolves, becomes insolvent or engages in or is the subject of any other bankruptcy proceeding then the technology and patent rights in the United States shall become our property.

 

Intangibles consisted of the following as of December 31, 2014 and 2013, respectively:

 

 

 

December 31, 2014

 

 

December 31, 2013

 

 

 

 

 

 

 

 

License agreements

 

$

350,000

 

 

$

-

 

Website development

 

 

8,000

 

 

 

8,000

 

Total cost

 

 

358,000

 

 

 

8,000

 

Less: accumulated amortization

 

 

(60,500

)

 

 

(8,000

)

Intangibles, net

 

$

297,500

 

 

$

-

 

 

Amortization expense was $52,500 and $800 for the year ended December 31, 2014 and 2013, respectively.

 

The minimum commitments due under the license agreement for the next five years are summarized as follows:

 

 

 

Amount

 

 

 

 

 

2015

 

$

700,000

 

2016

 

 

1,000,000

 

2017

 

 

1,000,000

 

2018

 

 

1,000,000

 

2019

 

 

1,000,000

 

 

 

$

4,700,000