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Alliance Agreement
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3393197
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Alliance Agreement
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3513332
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Alliance Agreement
Alliance Agreement (52K)
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Alliance Agreement
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Alliance Agreement with In Pipe Technology, LLC dated March 28, 2007
ALLIANCE AGREEMENT
THIS ALLIANCE AGREEMENT (the �Agreement�) is entered into as of March 28, 2007, between In-Pipe Technology Company, L.L.C., an Illinois limited liability company (�In-Pipe�), and Exousia Advanced Materials, Inc., a Texas corporation (�Exousia�).
BACKGROUND
WHEREAS, In-Pipe owns certain technology used in the treatment of wastewater;
WHEREAS, Exousia has the ability to market and sell products to original equipment manufacturers, distributors, and dealers in . . .
2866207
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Alliance Agreement
Alliance Agreement (187K)
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Requested by Allegheny Energy, Inc.
ALLIANCE AGREEMENT
for
ENGINEERING, CONSTRUCTION AND PROJECT MANAGEMENT
for the
TRANS-ALLEGHENY INTERSTATE LINE PROJECT
between
TRANS-ALLEGHENY INTERSTATE LINE COMPANY
and
KENNY CONSTRUCTION COMPANY
Dated: February 28, 2007
FOIA Confidential Treatment Requested by Allegheny Energy, Inc.
Table of Contents
Page
ARTICLE 1 DEFINITIONS; INTERPRETATION
1
1.1 Definitions
1
1.2 . . .
2888435
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Allegheny Energy
As referenced in this Alliance Agreement:
Allegheny Energy, Inc – EX-10.1
EX-10.1 2 l26063aexv10w1.htm EX-10.1
Exhibit 10.1
FOIA Confidential Treatment
Requested by Allegheny Energy, Inc .
ALLIANCE AGREEMENT
for
ENGINEERING, CONSTRUCTION AND PROJECT MANAGEMENT
for the
TRANS-ALLEGHENY INTERSTATE LINE PROJECT
between
TRANS-ALLEGHENY INTERSTATE LINE COMPANY
and
KENNY CONSTRUCTION COMPANY
Dated: February 28, 2007
_____________
Allegheny Energy, Inc – CONSTRUCTION AND PROJECT MANAGEMENT
for the
TRANS-ALLEGHENY INTERSTATE LINE PROJECT
between
TRANS-ALLEGHENY INTERSTATE LINE COMPANY
and
KENNY CONSTRUCTION COMPANY
Dated: February 28, 2007
FOIA Confidential Treatment
Requested by Allegheny Energy, Inc .
Table of Contents
Page
ARTICLE 1 DEFINITIONS; INTERPRETATION
1
1.1 Definitions
1
1.2 Interpretation
12
ARTICLE 2 SCOPE OF WORK; PROJECT WORKSHOP
13
2.1 Project Releases
_____________
Allegheny Energy, Inc – MANAGEMENT SERVICES
24
6.1 Real Property Management Services
24
6.2 Real Property Plan
24
6.3 Ownership of Project Real Property
25
i
FOIA Confidential Treatment
Requested by Allegheny Energy, Inc .
Page
6.4 Limitation
25
ARTICLE 7 CONTRACTOR?S GENERAL OBLIGATIONS
25
7.1 Standards of Performance
25
7.2 Contractor Liable for Work
25
7.3 Project Manager
_____________
Allegheny Energy, Inc – 6 No Contractual Relationship
33
9.7 Assignment of Subcontracts
33
ARTICLE 10 PAYMENT TERMS
34
10.1 Management Fee
34
*** Confidential Treatment Requested
ii
FOIA Confidential Treatment
Requested by Allegheny Energy, Inc .
Page
10.2 Non-Craft Labor Costs
34
10.3 Craft Labor Costs
35
10.4 Out-of-Pocket Costs
35
10.5 Reimbursable Costs
35
10.6 Interest
_____________
Allegheny Energy, Inc – Excused Performance
45
17.2 Notification
45
ARTICLE 18 INDEMNIFICATION
45
18.1 General Indemnity
45
18.2 Environmental Indemnities
46
*** Confidential Treatment Requested
iii
FOIA Confidential Treatment
Requested by Allegheny Energy, Inc .
Page
18.3 Intellectual Property Indemnity
46
18.4 Indemnity Against Prohibited Liens
47
18.5 Defense of Indemnified Claims
47
ARTICLE 19 TAXES AND DUTIES
48
19.1 _____________
dt 1796230
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Alliance Agreement
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COLLABORATION AND STRATEGIC
ALLIANCE AGREEMENT
This Collaboration and Strategic Alliance Agreement (this �Agreement�) is entered into as of March 23, 2007, by and between Guardian Technologies International, Inc., a Delaware corporation (�Guardian�), and Confirma Inc., a Washington state corporation (�Confirma�).
RECITALS
WHEREAS, Guardian owns rights to certain know-how, trade secrets, proprietary intellectual property, and patent applications relating to image clarification, visualization, and computer-aided-detection (�CAD�) in image processing, based on its 3i Signature . . .
2888597
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Alliance Agreement
Alliance Agreement (55K)
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ALLIANCE AGREEMENT
THIS ALLIANCE AGREEMENT (this "Agreement") by and between Call
Compliance Inc., a New York corporation ("CCI"), and Illuminet Inc., a
Delaware corporation ("Illuminet"; CCI, together with Illuminet, the
"Parties").
W I T N E S S E T H:
- - - - - - - - - -
WHEREAS, Call Compliance.com Inc. ("CCC"), the parent company of CCI,
has developed and patented the Licensed Patent (as such . . .
1431309
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VeriSign
As referenced in this Alliance Agreement:
VeriSign Inc. – that
is inconsistent with the ownership rights and benefits (including
goodwill) accruing from use of the such Trademarks, all of which
shall inure to the benefit of CCC.
9.4 VeriSign Inc. ("VeriSign"), hereby grants to CCI a limited,
non-exclusive, non-transferable, non-sublicensable, royalty-free
right and license to use the VeriSign Trademarks shown on Exhibit
D within the _____________
VERISIGN INC. – they sign.
# # #
CALL COMPLIANCE, INC. ("CCI") ILLUMINET INC. ("ILLUMINET")
By:______________________________ By:___________________________
Name:____________________________ Name:________________________
Title:_____________________________ Title:_________________________
Date:_____________________________ Date:_________________________
CALL COMPLIANCE.COM INC. ("CCC") VERISIGN INC. ("VERISIGN")
Solely with respect to Section 9.0 Solely with respect to
Section 9.0
By:__________________________ By:__________________________
Name:________________________ Name:________________________
Title:_________________________ Title:_________________________
Date:_________________________ _____________
dt 1548278
;
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Cadwalader
As referenced in this Alliance Agreement:
Cadwalader, – prepaid, and addressed as follows:
If to CCI:
Call Compliance Inc.
Attention: Alison Garfinkel
90 Pratt Oval
Glen Cove, New York 11542
12
<PAGE>
With a copy to:
Cadwalader, Wickersham & Taft
100 Maiden Lane
New York, NY 10038
Telephone:(212) 504-5555
Facsimile:(212) 504-6666
Attention: Dennis J. Block, Esq.
If to Illuminet:
Illuminet Inc.
Attention: _____________
dt 1417128
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Alliance Agreement
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<TEXT>
ALLIANCE AGREEMENT
THIS ALLIANCE AGREEMENT (this "Agreement") by and between Call
Compliance Inc., a New York corporation ("CCI"), and Illuminet Inc., a
Delaware corporation ("Illuminet"; CCI, together with Illuminet, the
"Parties").
W I T N E S S E T H:
- - - - - - - - - -
WHEREAS, Call Compliance.com Inc. (" . . .
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VeriSign
As referenced in this Alliance Agreement:
VeriSign Inc. – that
is inconsistent with the ownership rights and benefits (including
goodwill) accruing from use of the such Trademarks, all of which
shall inure to the benefit of CCC.
9.4 VeriSign Inc. ("VeriSign"), hereby grants to CCI a limited,
non-exclusive, non-transferable, non-sublicensable, royalty-free
right and license to use the VeriSign Trademarks shown on Exhibit
D within the _____________
VERISIGN INC. – they sign.
# # #
CALL COMPLIANCE, INC. ("CCI") ILLUMINET INC. ("ILLUMINET")
By:______________________________ By:___________________________
Name:____________________________ Name:________________________
Title:_____________________________ Title:_________________________
Date:_____________________________ Date:_________________________
CALL COMPLIANCE.COM INC. ("CCC") VERISIGN INC. ("VERISIGN")
Solely with respect to Section 9.0 Solely with respect to
Section 9.0
By:__________________________ By:__________________________
Name:________________________ Name:________________________
Title:_________________________ Title:_________________________
Date:_________________________ _____________
dt 1548282
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Cadwalader
As referenced in this Alliance Agreement:
Cadwalader, – prepaid, and addressed as follows:
If to CCI:
Call Compliance Inc.
Attention: Alison Garfinkel
90 Pratt Oval
Glen Cove, New York 11542
12
<PAGE>
With a copy to:
Cadwalader, Wickersham & Taft
100 Maiden Lane
New York, NY 10038
Telephone:(212) 504-5555
Facsimile:(212) 504-6666
Attention: Dennis J. Block, Esq.
If to Illuminet:
Illuminet Inc.
Attention: _____________
dt 1417153
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Alliance Agreement
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ALLIANCE AGREEMENT
This Alliance Agreement (the �Agreement�) is made the 16th day of June, 2003 (the �Effective Date�) between:
BETWEEN
ALIEN TECHNOLOGY CORPORATION (�ALIEN�) a company organized and existing under the laws of California, with a place of business at 18220 Butterfield Blvd, Morgan Hill, CA 95037, represented by Stavro Prodromou, in his quality of President and Chief Executive Officer,
On the one hand,
AND
STMicroelectronics NV (�ST�) a company organized and existing under the laws of the Netherlands, with a place of business at WTC Schiphol Airport Amsterdam, . . .
1726922
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STMicroelectron.
As referenced in this Alliance Agreement:
STMicroelectronics N – a place of business at 18220 Butterfield Blvd, Morgan Hill, CA 95037, represented by Stavro Prodromou, in his quality of President and Chief Executive Officer,
On the one hand,
AND
STMicroelectronics N V (ST) a company organized and existing under the laws of the Netherlands, with a place of business at WTC Schiphol Airport Amsterdam, Schiphol Boulevard 265, 1118 BH Schiphol Airport, _____________
STMicroelectronics N – waiver of any subsequent breach of the same term, condition, or provision.
IN WITNESS WHEREOF, each Party has executed this Agreement by signature of its authorized representative.
ALIEN Technology Corporation
STMicroelectronics N V
By:
/S/ STAV PRODROMOU
By:
/S/ CARLO BOZOTTI
Name:
Stav Prodromou
Name:
Carlo Bozotti
Title:
Chief Executive Officer
Title:
Corporate V.P.
Date:
June 16, 2003
Date:
July 4, _____________
STMicroelectronics N – Development Agreement (Agreement) is entered into by and between Alien Technology Corporation (Alien), a California corporation with a place of business at 18220 Butterfield Boulevard, Morgan Hill, California, 95037 and STMicroelectronics N .V., a Dutch corporation, with its registered office at WTC Schiphol Airport, Schiphol Boulevard 265, 1118 BH Schiphol Airport, Amsterdam, The Netherlands, acting through its Swiss Branch located at _____________
STMICROELECTRONICS N – to and govern this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the dates set forth below effective as of the Effective Date.
ALIEN TECHNOLOGY CORPORATION
STMICROELECTRONICS N .V.
By:
By:
Name:
Name:
Title:
Title:
Date:
Date:
***
Confidential treatment requested pursuant to a request for confidential treatment filed with the Securities and Exchange Commission. Omitted portions have _____________
dt 1465865
;
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M.I.T.
As referenced in this Alliance Agreement:
Massachusetts Institute of Technology – other hand.
Collectively referred to as the Parties or individually as the Party.
RECITALS
1.
ST and ALIEN are both active sponsors of the Auto-ID Center created by the Massachusetts Institute of Technology (MIT) and share its vision of a common specification to drive mass adoption of low-cost RFID as a next-generation Auto-ID solution;
2.
ALIEN has developed high- _____________
dt 1549320
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Alliance Agreement
Alliance Agreement (37K)
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ALLIANCE AGREEMENT
This Alliance Agreement ("Agreement") is made as of May 16, 2006 (the "Effective Date") by and between Samsung Electronics Co., Ltd., a Korean corporation, having a place of business at 416 Maetan 3-Dong, Paldal-Gu, Suwon City, Gyunggi Do, Korea ("Samsung") and MTI MicroFuel Cells Inc., a Delaware corporation, having its corporate offices at 431 New Karner Road, Albany, New York, USA ("MTI"). Samsung and MTI are each referred to herein by name or, individually, as a "Party" or, collectively, as "Parties".
BACKGROUND
- MTI owns certain proprietary technology related to . . .
2312690
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WSGR
As referenced in this Alliance Agreement:
Wilson Sonsini – to MTI: MTI MicroFuel Cells Inc.
431 New Karner Road
Albany, New York 12205
USA
Attn: Juan Becerra
Phone: +518-533-2239
Facsimile: +518-533-2223
With a copy to: Wilson Sonsini Goodrich & Rosati
650 Page Mill Road
Palo Alto, California 94304-1050
USA
Attn: Ian Edvalson
Phone: +650-493-9300
Facsimile: +650-493-6811
Compliance with Law. Each of _____________
dt 1562254
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Alliance Agreement
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2633217
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Alliance Agreement
This Alliance Agreement ("Agreement") is entered into as of the 3rd day of November, 2004, by and among Hardinge Inc., a New York corporation ("Hardinge") and BPT IP, LLC, a Delaware limited liability company ("BPT").
Preliminary Statement
Hardinge, BPT Holdings, Inc. and Bridgeport Machines Limited, an English company ("BML"), previously entered into that certain Alliance Agreement dated October 29, 2002 (the "Original Alliance Agreement"). Hardinge and BPT . . .
499433
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Citibank
As referenced in this Alliance Agreement:
Citibank, N.A. – Agreement, then the payment required to be made by Hardinge under this Agreement shall be converted, prior to payment, into United States dollars at the applicable rate of exchange of Citibank, N.A. , in New York, New York, on the last day of the payment period in which such transaction occurred.
5.3.6 Overdue Payments. Royalties due to BPT under this _____________
dt 1478615
;
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Hardinge
As referenced in this Alliance Agreement:
Hardinge Inc – of the omitted confidential information is indicated herein with asterisks (****).
Alliance Agreement
This Alliance Agreement ("Agreement") is entered into as of the 3rd day of November, 2004, by and among Hardinge Inc ., a New York corporation ("Hardinge") and BPT IP, LLC, a Delaware limited liability company ("BPT").
Preliminary Statement
Hardinge, BPT Holdings, Inc. and Bridgeport Machines Limited, an English company ("BML"), _____________
Hardinge (inc – than a termination by BPT pursuant to section 7.3):
(a) Hardinge will within 30 days after termination provide to BPT a detailed breakdown of the cumulative expenditure borne by Hardinge (inc luding engineering support (which for the purposes of this section 6 will be charged at the rate of US$65 per recorded hour), prototype costs (excluding manufacturing overhead), and other _____________
Hardinge Inc – parties at the following addresses:
If to BPT:
BPT IP, LLC.
C/o American Capital Strategies, Inc.
2 Bethesda Metro Center
14th Floor
Bethesda, MD 20814
USA
If to Hardinge:
Hardinge Inc .
1 Hardinge Drive,
Elmira, NY, 14902-1507, USA
The date of personal delivery, the date the facsimile is sent to the recipient (with receipt confirmed by the sending party), _____________
HARDINGE, INC – convenience only, and shall not be used to interpret or construe the meaning of this Agreement or the intentions of the parties with respect to any aspect of the Agreement.
HARDINGE, INC .
By:
/s/ J. PATRICK ERVIN
BPT IP, LLC
By:
/s/ GORDON O'BRIEN
17
Schedule A
Marks
U.S. Federal Registrations
Mark
Registration No.
Registration Date
BRIDGEPORT (and Design)
_____________
dt 1401307
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Alliance Agreement
Alliance Agreement (59K)
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<DESCRIPTION>EXHIBIT 4.7
<TEXT>
ALLIANCE AGREEMENT
Between
DYNAMOTIVE ENERGY SYSTEMS CORPORATION
and
UMA ENGINEERING LTD.
<PAGE>
TABLE OF CONTENTS
-----------------------------------------------------------------------------
. . .
1040291
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Alliance Agreement
Alliance Agreement (76K)
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ALLIANCE AGREEMENT
This Alliance Agreement (this "Agreement") is dated and effective this 18th day of January, 2005 (the "Effective Date") by and between Newmont Overseas Exploration Limited, a Delaware corporation ("Newmont") and Solitario Resources Corporation, a Colorado corporation ("Solitario"). Newmont and Solitario sometimes are referred to in this Agreement collectively as the "Parties," and each individually as a "Party."
Recitals
A. . . .
1346023
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Alliance Agreement
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ALLIANCE AGREEMENT
THIS ALLIANCE AGREEMENT (�Alliance Agreement�) is made and entered into as of the 25th day of October, 2004 (the �Effective Date�) by and between BlastGard International, Inc., a Colorado corporation, having a place of business at 12900 Automobile Avenue, Suite D, Clearwater, Florida 33762 (hereinafter �BlastGard�) and Centerpoint Manufacturing, an Alabama corporation, having a place of business at 715 Saint Emanuel Street, Mobile, Alabama 36603 (hereinafter �Centerpoint�). Centerpoint and BlastGard are also sometimes referred to collectively as the . . .
1488403
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Alliance Agreement
Alliance Agreement (21K)
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ALLIANCE AGREEMENT
THIS ALLIANCE AGREEMENT (�Alliance Agreement�) is made and entered into as of the 25th day of October, 2004 (the �Effective Date�) by and between BlastGard International, Inc., a Colorado corporation, having a place of business at 12900 Automobile Avenue, Suite D, Clearwater, Florida 33762 (hereinafter �BlastGard�) and Centerpoint Manufacturing, an Alabama corporation, having a place of business at 715 Saint Emanuel Street, Mobile, Alabama 36603 (hereinafter �Centerpoint�). Centerpoint and BlastGard are also sometimes referred to collectively as the . . .
1488411
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Alliance Agreement
Alliance Agreement (46K)
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ALLIANCE AGREEMENT
This Alliance Agreement (�Agreement�) is made and entered into as of November 14, 2001 (the �Effective Date�), among Nomura Securities Co., Ltd., a Japanese corporation (�NSC�) Nomura Corporate Advisors Co., Ltd., a Japanese corporation (�NCA�), Nomura Holding America Inc., a Delaware corporation, (�NHA�) (together NSC, NCA and NHA are referred to as the �Nomura Parties� and individually a �Nomura Party�), and Thomas Weisel Partners Group LLC, a Delaware limited liability company, (�TWP�).
RECITALS
WEREAS, . . .
1538026
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Alliance Agreement
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Alliance Agreement
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HAS BEEN REQUESTED IS OMITTED AND IS IDENTIFIED BY THREE ASTERISKS, AS FOLLOWS
"* * *." AN UNREDACTED VERSION OF THIS DOCUMENT HAS BEEN FILED SEPARATELY WITH
THE SECURITIES AND EXCHANGE COMMISSION.
ALLIANCE AGREEMENT
**********************************
This Alliance Agreement (this "Agreement") is entered into as of May
16, 2003 (the "Date of this Agreement") by and between Advanced Technology
Materials, Inc., a Delaware corporation on its own behalf and on behalf of its
Affiliates (" . . .
1222741
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Alliance Agreement
Alliance Agreement (49K)
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ALLIANCE AGREEMENT
THIS ALLIANCE AGREEMENT (this "Alliance Agreement"), is entered into
this June 10, 2004, between JMAR Technologies, Inc., a Delaware corporation
("JMAR"), on the one hand, and Gregory M. Quist ("Quist") and David A. Drake
("Drake"), doing business as The LXT Group, on the other hand (Quist and Drake
are referred to herein collectively as "Sellers").
WITNESSETH:
WHEREAS, the parties entered into a letter agreement, dated . . .
1224384
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JMAR
As referenced in this Alliance Agreement:
JMAR Technologies, Inc. – DESCRIPTION>EXHIBIT 10.1
<TEXT>
<PAGE>
EXHIBIT 10.1
ALLIANCE AGREEMENT
THIS ALLIANCE AGREEMENT (this "Alliance Agreement"), is entered into
this June 10, 2004, between JMAR Technologies, Inc. , a Delaware corporation
("JMAR"), on the one hand, and Gregory M. Quist ("Quist") and David A. Drake
("Drake"), doing business as The LXT Group, on the other hand (Quist _____________
JMAR Technologies, Inc. – writing and delivered personally, sent by registered or certified mail,
postage prepaid, sent by established overnight delivery service, or transmitted
by fax (except for legal process) to:
If to JMAR:
JMAR Technologies, Inc.
5800 Armada Drive
Carlsbad, California 92008
Attention: General Counsel
Fax: 760-602-3299
If to Sellers:
Gregory M. Quist
2166 Weiss Way
Escondido, California 92029
Fax: 760-
David A. _____________
JMAR TECHNOLOGIES, INC. – other causes beyond the control of such party.
IN WITNESS WHEREOF, the parties hereto have caused this Alliance Agreement
to be duly executed as of the date first above written.
JMAR TECHNOLOGIES, INC.
By: /s/ Ronald A. Walrod
-----------------------------------------------
Ronald A. Walrod, President and
Chief Executive Officer
/s/ Gregory M. Quist
---------------------------------------------------
Gregory M. Quist, doing business as The LXT Group
/s/ David A. _____________
dt 1456961
;
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CalTech
As referenced in this Alliance Agreement:
Caltech – Water Works Association Research Foundation
concerning light scattering for Cryptosporidium detection. Drake has been
active in signal processing, radar and data acquisition systems since
1974. Drake has a BSEE from Caltech and holds patents in cryptography and
light scattering detection. Drake has served for nine years as the
representative from the City of Escondido to the SDCWA. Drake has served
in _____________
dt 1350896
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