SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) JANUARY 21, 1997
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E*TRADE GROUP, INC.
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(Exact name of registrant as specified in charter)
DELAWARE 1-11921 94-2844166
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
FOUR EMBARCADERO PLACE, 2400 GENG ROAD, PALO ALTO, CALIFORNIA 94303
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (415) 842-2500
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N/A
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(Former name or former address, if changed since last report.)
ITEM 5. OTHER EVENTS.
E*TRADE Group, Inc. (the "Company") has entered into a License and
Services Agreement dated as of January 21, 1997 (the "License Agreement") with
VERSUS Technologies Inc., a corporation organized under the laws of Canada
("VTI"), and VERSUS Brokerage Services Inc., a corporation organized under the
laws of Ontario and a wholly owned subsidiary of VTI ("VBSI") (VTI and VBSI
shall be referred to collectively as the "VERSUS Entities").
Pursuant to the License Agreement, the Company will license on a
perpetual and exclusive basis to VTI (with VBSI being a permitted sub-licensee)
certain technology, related improvements and intellectual property
(collectively, the "Technology") of the Company and its affiliates related to
retail on-line discount brokerage services (the "Services") for use in the
Canadian market. Existing and future Technology relating to the Services are
also licensed under the License Agreement and the Company will provide certain
support services and training to the VERSUS Entities relating to the Technology.
The VERSUS Entities retain a limited right of first offer in Canada as to any
new services relating to the Technology.
In exchange for the rights and related services provided by the
Company under the License Agreement, the Company will receive certain fees and
royalty payments as set forth in greater detail in the License Agreement. The
Company also may request that VTI use reasonable efforts to convert certain of
the royalties received by the Company under the License Agreement into equity of
VTI. In addition, the Company has a right to designate one Company
representative to become a non-voting observer on VTI's Board of Directors.
The License Agreement is a perpetual license agreement that shall
remain in effect unless terminated upon the occurrence of one or more material
events set forth therein. Upon any willful breach of the License Agreement by
any party thereto (with intent to cause another party to terminate the License
Agreement), the breaching party and its affiliates will be restricted from
providing Services in Canada that direct business away from the Services
provided by the non-breaching party and its affiliates.
This discussion of the provisions of the License Agreement is in
summary form and is qualified by the complete terms of the License Agreement
which is attached hereto.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements of Businesses Acquired. None.
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(b) Pro Forma Financial Information. None.
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(c) Exhibits. The following document is filed as an exhibit to the report:
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Exhibit No. Description
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10.22 License and Services Agreement dated as of January 21, 1997 by
and between E*TRADE Group, Inc., VERSUS Technologies Inc. and
VERSUS Brokerage Services Inc.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
E*TRADE Group, Inc.
Date: January 21, 1997 By /s/ Stephen C. Richards
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Name: Stephen C. Richards
Title: Chief Financial Officer
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E*TRADE GROUP, INC.
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EXHIBIT INDEX
TO FORM 8-K
Exhibit No. Description
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10.22 License and Services Agreement dated as of January 21, 1997 by
and between E*TRADE Group, Inc., VERSUS Technologies Inc. and
VERSUS Brokerage Services Inc.
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