Exhibit 10.5
PROVISIONAL PATENT ASSIGNMENT
THIS PATENT ASSIGNMENT (this "Assignment") is executed and delivered as
of this 15th day of May, 2008 ("Effective Date") by Chris Ryan, an American
citizen residing at 460 South 6th Ave, Suite 1205, Tucson Arizona 85701
("Assignor"), to and in favor of Extensions, Inc., a Nevada corporation with its
principal office at 770 South Post Oak Lane, Suite 330, Houston, TX 77056,
("Assignee").
WHEREAS, Assignor wishes to assign to Assignee, and Assignee wishes to
obtain from Assignor, all of the Assignor's rights, title and interest in and to
all of the inventions and patent rights, including, but not limited to, the
United States and foreign patents, set forth on Schedule A attached hereto
(collectively, the "Provisional Patents").
NOW, THEREFORE, for 5,000,000 shares of fully paid and non assessable
shares of Extensions, Inc common stock, par value .0001 and other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Assignor hereby sells, assigns, transfers and sets over to
Assignee his entire right, title and interest in and to the Provisional Patents,
listed on Exhibit A for the United States and for all foreign countries,
including, without limitation, any continuations, divisions,
continuations-in-part, reissues, reexaminations, extensions or foreign
equivalents thereof, and including the subject matter of all claims that may be
obtained therefrom, and all other corresponding rights that are or may be
secured under the laws of the United States or any foreign country, now or
hereafter in effect, for Assignee's own use and enjoyment, and for the use and
enjoyment of Assignee's successors, assigns or other legal representatives, at
least as fully and entirely as the same would have been held and enjoyed by
Assignor if this Assignment had not been made, together with all income,
royalties, damages or payments due or payable as of the Effective Date or
thereafter, including, without limitation, all claims for damages by reason of
past, present or future infringement or other unauthorized use of the Patents,
with the right to sue for and collect the same for its own use and enjoyment,
and for the use and enjoyment of its successors, assigns or other legal
representatives.
Assignee hereby recognizes that they will pursue the Provisional Patent
Claims in the attached exhibits and Assignor will authorize and requests the
Commissioner of Patents and Trademarks, and the corresponding entities or
agencies in any applicable foreign countries, to record Assignee as owner of the
Patents.
Assignor represents and warrants that: (i) Assignor is the co-inventor and
50% owner of the entire right, title and interest in and to the Provisional
Patents (including the corresponding rights set forth above), free and clear of
any liens, security interests or other encumbrances of any kind; (ii) Assignor
has the full right and authority to execute this Assignment and to assign to
Assignee the rights assigned herein); and (iii) Assignor has not executed, and
will not execute, any agreement or other instrument in conflict herewith.
Assignor shall take all further reasonable actions, and provide to
Assignee, Assignee's successors, assigns or other legal representatives, all
such reasonable cooperation and assistance (including, without limitation, the
execution and delivery of any and all affidavits, declarations, oaths, exhibits,
assignments, powers of attorney or other documentation), requested by Assignee
to more fully and effectively carry out the purposes of this Assignment,
including, without limitation, with respect to the following: (1) the
preparation and prosecution of any applications relating to any of the rights
assigned herein; (2) the prosecution or defense of any interference, opposition,
reexamination, reissue, infringement or other proceedings that may arise in
connection with any of the rights assigned herein, including, without
limitation, testifying as to any facts relating to the Patents and this
Assignment; (3) obtaining by Assignee of any additional patent protection
relating to any of the rights assigned herein that Assignee may deem appropriate
that may be secured under the laws now or hereafter in effect in the United
States or any foreign country; and (4) the implementation or perfection of this
Assignment in all applicable jurisdictions throughout the world.
IN WITNESS WHEREOF, Assignor has caused this Assignment to be executed by
its duly authorized representative as of the Effective Date.
ASSIGNOR:
Chris Ryan
/s/ Chris Ryan
ASSIGNEE:
Extensions Inc., a
Nevada Corporation
By: /s/ Crawford Shaw
Name: Crawford Shaw
Title: President and Chief Executive Officer
SCHEDULE A
ASSIGNMENT OF PROVISIONAL PATENTS
PROVISIONAL
PATENT
TITLE NUMBER FILING DATE JURISDICTION OWNERSHIP
Caused Based 61038124 20-Mar-08 United States 50%
Social Support Network
Volunteer Appreciation 61038087 20-Mar-08 United States 50%
and Monetization of
Goodwill at the Point
of impact
The Creation of a Mission 61052407 12-May-08 United States 50%
Adaptive Plan as an
Experienced Based
Navigation System in
Converting Social Networks
and their Activity into a
User Generated Content
Based Search Engines
PROVISIONAL PATENT ASSIGNMENT
THIS PATENT ASSIGNMENT (this "Assignment") is executed and delivered as
of this 15th day of May, 2008 ("Effective Date") by Matthew Dahse, an American
citizen residing at 123 North Post Oak Lane, Suite 405 Houston, Texas, 77024
("Assignor"), to and in favor of Extensions, Inc., a Nevada corporation with its
principal office at 770 South Post Oak Lane, Suite 330, Houston, TX 77056,
("Assignee").
WHEREAS, Assignor wishes to assign to Assignee, and Assignee wishes to
obtain from Assignor, all of the Assignor's rights, title and interest in and to
all of the inventions and patent rights, including, but not limited to, the
United States and foreign patents, set forth on Schedule A attached hereto
(collectively, the "Provisional Patents").
NOW, THEREFORE, for 5,000,000 shares of fully paid and non assessable
shares of Extensions, Inc common stock, par value .001 and other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Assignor hereby sells, assigns, transfers and sets over to
Assignee his entire right, title and interest in and to the Provisional Patents,
listed on Exhibit A for the United States and for all foreign countries,
including, without limitation, any continuations, divisions,
continuations-in-part, reissues, reexaminations, extensions or foreign
equivalents thereof, and including the subject matter of all claims that may be
obtained therefrom, and all other corresponding rights that are or may be
secured under the laws of the United States or any foreign country, now or
hereafter in effect, for Assignee's own use and enjoyment, and for the use and
enjoyment of Assignee's successors, assigns or other legal representatives, at
least as fully and entirely as the same would have been held and enjoyed by
Assignor if this Assignment had not been made, together with all income,
royalties, damages or payments due or payable as of the Effective Date or
thereafter, including, without limitation, all claims for damages by reason of
past, present or future infringement or other unauthorized use of the Patents,
with the right to sue for and collect the same for its own use and enjoyment,
and for the use and enjoyment of its successors, assigns or other legal
representatives.
Assignee hereby recognizes that they will pursue the Provisional Patent
Claims in the attached exhibits and Assignor will authorize and requests the
Commissioner of Patents and Trademarks, and the corresponding entities or
agencies in any applicable foreign countries, to record Assignee as owner of the
Patents.
Assignor represents and warrants that: (i) Assignor is the co-inventor and
50% owner of the entire right, title and interest in and to the Provisional
Patents (including the corresponding rights set forth above), free and clear of
any liens, security interests or other encumbrances of any kind; (ii) Assignor
has the full right and authority to execute this Assignment and to assign to
Assignee the rights assigned herein); and (iii) Assignor has not executed, and
will not execute, any agreement or other instrument in conflict herewith.
Assignor shall take all further reasonable actions, and provide to
Assignee, Assignee's successors, assigns or other legal representatives, all
such reasonable cooperation and assistance (including, without limitation, the
execution and delivery of any and all affidavits, declarations, oaths, exhibits,
assignments, powers of attorney or other documentation), requested by Assignee
to more fully and effectively carry out the purposes of this Assignment,
including, without limitation, with respect to the following: (1) the
preparation and prosecution of any applications relating to any of the rights
assigned herein; (2) the prosecution or defense of any interference, opposition,
reexamination, reissue, infringement or other proceedings that may arise in
connection with any of the rights assigned herein, including, without
limitation, testifying as to any facts relating to the Patents and this
Assignment; (3) obtaining by Assignee of any additional patent protection
relating to any of the rights assigned herein that Assignee may deem appropriate
that may be secured under the laws now or hereafter in effect in the United
States or any foreign country; and (4) the implementation or perfection of this
Assignment in all applicable jurisdictions throughout the world.
IN WITNESS WHEREOF, Assignor has caused this Assignment to be executed by
its duly authorized representative as of the Effective Date.
ASSIGNOR:
Matthew Dahse
/s/ Matthew Dahse
ASSIGNEE:
Extensions Inc., a
Nevada Corporation
By: /s/ Crawford Shaw
Name: Crawford Shaw
Title: President and Chief Executive Officer
SCHEDULE A
ASSIGNMENT OF PROVISIONAL PATENTS
PROVISIONAL
PATENT
TITLE NUMBER FILING DATE JURISDICTION OWNERSHIP
Caused Based 61038124 20-Mar-08 United States 50%
Social Support Network
Volunteer Appreciation 61038087 20-Mar-08 United States 50%
and Monetization of
Goodwill at the Point
of impact
The Creation of a Mission 61052407 12-May-08 United States 50%
Adaptive Plan as an
Experienced Based
Navigation System in
Converting Social Networks
and their Activity into a
User Generated Content
Based Search Engines