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EXHIBIT 10.1
ASSIGNMENT
WHEREAS the undersigned Colin V. Hall and Rodney E. Smith
("Smith") (hereinafter called the "Assignors") are the co-
inventors of certain inventions or improvements described as a
fish protective induction head assembly, known as the "Pisces
system" and claimed in the Provisional Patent Application Number
60/124,986 filed on 03/18/99 with the United States Department of
Commerce, Patent and Trademark Office.
AND WHEREAS, Balaton Power Corporation S.A., ("Balaton") a
company duly incorporated under the laws of the Bahamas whose
registered and records office is P.0. N7117 Chambers, One
Millar's Court, Nassau, Bahamas (hereinafter designated as the
Assignee), has been granted the entire right, title and interest
in and to the said inventions or improvements, and in and to the
said application, and in, to and under any and all Letters Patent
which may be granted on or as a result thereof in my and all
countries;
AND WHEREAS Balaton has agreed and hereby confirms its
agreement to issue 500,000 shares of Balaton to Hall or his
designated when and as directed by Hall and to appoint Smith to
the Board of Directors of Balaton;
NOW THEREFORE, in consideration of the own of one dollar
($1.00) and other good and valuable consideration paid to the
Assignors, the receipt of which is hereby acknowledged, the
Assignors hereby sell, assign And transfer to Balaton the entire
right, title and interest in and to the invention described as a
fish protective induction head
assembly, known as the "Pisces system", and claimed in the
Provisional Patent Application Number 60/124,986 filed on
03/18/99 with the United States Department of Commerce, Patent
and Trademark Office, identified In Provisional Application
Filing Receipt attached hereto as Schedule A, and in and to any
and all improvements which are disclosed in the applications or
patents resulting therefrom, including those resulting from
provisional and utility applications, and all divisions,
substitutes and continuations thereof, and all United States
Letters Patents which may be issued thereon, and all
foreign rights including all priority rights and benefits under
all International conventions for the protection of industrial
property, and all applications for patents including related
rights such as utility model, inventor's certificates and the
like heretofore or hereinafter filed in the United States or any
foreign country, and all patents including extensions, renewals
and reissues thereof granted in the United States or any foreign
country.
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Assignors assign to and authorize the Assignee to file in
their names applications for Letters Patent for said inventions
or improvements in all other countries, the same to be held full
enjoyed by the Assignee, its successors, assigns, nominees or
legal representatives, to the full end of the term or terms for
which said Letters Patent respectively may be granted, reissued
or extended, as fully And entirely as the same would have, been
hold and enjoyed by the Assignors, had this assignment sale and
transfer has not been made.
The Assignors covenant that they have the full right to
convey the entire interest herein assigned, and that they have
not executed and will not execute any agreement in conflict
herewith, and each Assignor further covenant and agrees that he
will, each time request is made and without undue delay, execute
and deliver all such papers as may be necessary or desirable to
perfect the title to said inventions or improvements, said
application and said Letters Patent, in the Assignee, its
successors, assigns, nominees or legal representatives, and the
Assignors agree to communicate to the Assignee, or its nominees,
all known facts respecting said inventions or improvements, said
application and said Letters Patent, to testify in any legal
proceedings, to sign all lawful papers, to execute all
disclaimers and divisional, continuing, reissue and foreign
applications, to make all rightful oaths, and generally to do
everything possible to aid the Assignee, its successors, assigns,
nominees and legal representatives to obtain and enforce for its
or their own benefit, proper patent protection for said
inventions or improvements in any and all countries, all at the
expense, however, of the Assignee or its successors, assigns,
nominees of legal representatives.
The Assignors agree to execute all papers necessary in
connection with the provisional application and any continuing
divisional or reissue applications thereof and also to execute
separate assignments in connection with such applications as the
Assignee may deem necessary or expedient.
The Assignors agree to execute all papers necessary in
connection with any interference which may be declared concerning
this application or continuation, division or reissue thereof and
to cooperate with the Assignee in every way possible in obtaining
evidence and going forward with such interference.
The Assignors agree to execute all papers and documents and
perform any act which may be necessary in connection with claims
or provisions of the International Convention for Protection of
Industrial Property or similar agreements.
The Assignors agree to perform all affirmative acts which
may be necessary to obtain a grant of a valid United States
patent to the Assignee.
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The Assignors hereby authorize and request the Commissioner
of Patents to issue any and all Letters Patent of the United
States patent resulting from said application or applications or
any division or divisions or continuing or reissue applications
thereof to the said Assignee, as Assignee of the entire interest
and hereby covenant that they have full right to convey the
entire interest herein assigned, and that they have not executed,
and will not execute any agreement in conflict herewith.
The Assignors hereby grants Balaton, or its designated
agents or Patent attorney, the power to insert on this assignment
any further Identification which may be necessary or desirable in
order to comply with the rules of the United States Patent and
Trademark office for recordation of this document.
Assignors hereby authorize and request any official of any
country or countries foreign to the United States of America
whose duty it is to issue patents on applications as aforesaid,
to issue to the Assignee, as Assignee of the entire right, title
and interest any and all Letters Patent for said inventions or
improvement, which may be issued and granted on or as a result of
the application aforesaid, in accordance with the terms of this
Assignment.
IN WITNESS WHEREOF, executed by the Assignors as of the date
opposite the undersigned name.
31st of May 1999 /s/ Colin V. Hall
Date Colin V. Hall
/s/ illegible
Witness
May 31, 1999 /s/ Rodney E. Smith
Date Rodney E. Smith
/s/ illegible
Witness
STATEMENT OF ACCEPTANCE
The foregoing Assignment is hereby accepted.
BALATON POWER CORPORATION S.A.
By: /s/ Illegible
Title: Director
By: /s/ Illegible
Title: Director