NOTE 3 - JOINT VENTURE AGREEMENT
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3 Months Ended |
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Jun. 30, 2013
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Interest in Unincorporated Joint Ventures or Partnerships, Policy [Policy Text Block] [Abstract] | |
Interest in Unincorporated Joint Ventures or Partnerships, Policy [Policy Text Block] |
NOTE
3 – JOINT VENTURE AGREEMENT
On
December 21, 2010, the Company executed an agreement with
Webprizm.com, a Nevada corporation (“Webprizm”),
and Brenner Family Holding Corp.
(“Brenner”). Webprizm is a wholly
owned subsidiary of Brenner. Brenner is owned by a
trust which beneficiaries include family of the
Company’s former (from December 21, 2010 to July 12,
2012) Chief Executive Officer.
The
agreement provides for a joint venture between the Company
and Webprizm for the purpose of developing the project
(computer software programs known as “the webprizm
system”) for commercialization. The Company
agreed to incur a minimum of $10,000,000 in research and
development expenses with respect to the commercialization of
the project (the “Expenditures”) on or before
December 21, 2015 and Webprizm granted the Company an
exclusive license to use and sublicense (with prior written
consent of Webprizm) the Project and any
Improvements. Net revenue from the project (none
through June 30, 2013) is to be divided equally between
Webprizm and the Company within 60 days of the end of
calendar year end.
The
agreement also granted the Company an option to acquire all
outstanding shares of Webprizm or its assets (exercisable
only after the Expenditures have been incurred on or before
December 21, 2015) in exchange for delivery of shares of the
Company representing 51% of all voting rights attached to all
outstanding securities. The Company may decide not to
exercise the option by providing written notice to Brenner.
In such event, the joint venture, the license, the option,
and the agreement are to be terminated immediately.
The
first payment to Webprizm was made on February 2, 2011 in the
amount of $328,997, representing Webprizm’s actual
research and development costs incurred from August 17, 2009
to December 31, 2010. The Company expensed the
$328,997 as research and development costs in the fiscal year
March 31, 2011.
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