O&O CERTIFICATION & LICENSE AGREEMENT This O&O Certification and License Agreement is made at O&O Academy Campus on 23rd March 2018. By and Between: OWA Holdings Pte. Ltd., an entity organized under the laws of Singapore, having its principle office at no. 160, Spore Business Federation Centre, #17-01, Robinson Road, Singapore 068914 and doing business as O&O Academy, represented by its authorised signatory, Mr. Raju Poosapati, Director, hereinafter referred to as O&O (which expression shall unless it be repugnant to the context or meaning thereof be deemed to mean and include its affiliates, sister concerns, parent / holding company/ies, subsidiaries, group companies, successors-in-interest and assigns), of the ONE PART; And: I,, son / daughter / wife of, aged about years, residing at, hereinafter referred to as a Trainer (which expression shall unless it be repugnant to the context or meaning thereof be deemed to mean and include his/ her legal heirs, representatives, successors and permitted assigns), of the OTHER PART. The O&O and the Trainer shall collectively be referred to as the Parties and individually be referred to as a Party. 1
WHEREAS A. O&O has legally acquired and holds the license and / or legally controls, programs, methods and proprietary techniques for educating, guiding, enlightening and imparting information for human spiritual and personal development and for individual and collective wellness including any teaching based on Sri Amma Bhagavan s, Krishnaji s and Preethaji s wisdom and meditative practices or processes (collectively referred to as the O&O Methods ) which methods are protected under all proprietary intellectual property laws including and not limited to patent, copyright and/or trade secret laws worldwide; B. O&O is into organizing professional events and seminars to educate, enlighten and promote individual and collective wellness using the O&O Methods and which services are globally promoted under various trademarks, brands and symbols, all licensed and controlled by O&O and including but not limited to The Beautiful State, and other marks, trade names, trade secrets, identifiers (collectively referred to as the O&O Trademarks ); C. The Trainer desires to be trained by an academy dealing in the O&O Methods, which upon satisfactory completion of training and certification, certify the Trainer as licensed and authorized to commercially practice the O&O Methods to impart education, enlightenment and promotion of individual and collective wellness by adopting the O&O Methods and thereby displaying O&O Trademarks and always impart education and experiences through the via media of O&O approved event, and to share 2
with O&O a portion of the revenue realized by the Trainer from any such licensed use and all as set further forth herein; D. The Trainer desires to conduct an initial seminar / event taught to them based on the O&O Methods in the training, and the Trainer recognizes that the O&O Methods and the O&O Trademarks are invaluable proprietary intellectual property rights and are highly valuable intangible assets licensed to O&O, and that O&O would suffer irreparable loss and harm if they are misused, or used without proper authorization, and that the Trainer s failure to comply with any of the terms governing the O&O Methods and/ or O&O Trademarks is material and a ground for immediate termination of this Agreement; E. Based on the aforementioned representations and understanding between the Parties, O&O hereby grants the Trainer, upon successful completion of the certification course/s and obtaining appropriate Certificate, limited rights authorizing the Trainer to publicly represent themselves as trained and certified by the O&O Academy, on such terms and conditions as appearing hereinafter. NOW THEREFORE, IN CONSIDERATION OF THE COVENANTS AND AGREEMENTS SET FORTH IN THIS AGREEMENT AND FOR OTHER GOOD AND VALUABLE CONSIDERATION, THE SUFFICIENCY OF WHICH IS HEREBY ACKNOWLEDGED BY THE PARTIES, THE PARTIES AGREE AS FOLLOWS: 3
1. Objects and Scope of This Agreement 1.1 To establish the conditions, terms and expectations governing the O&O s authorization of the Trainer to practice O&O Methods, display O&O Trademarks and to commercially organize events, seminars and impart teachings to the general public and followers (in the manner as may be prescribed as O&O may deem fit from time to time) under the trade name and brand Stress Detox & Power of Being and in exchange for the aforementioned, the Trainer shall pay to O&O a portion of their revenue earned by the Trainer from such use of O&O Methods and / or O&O Trademarks. 1.2 The Parties further agree that this Agreement shall include as its part and parcel, the recitals and/ or any schedules that are attached or referenced and incorporated herein including the list of the O&O Trademarks which O&O shall have the right but not an obligation to make available online. 2. Intellectual Property of the Parties and impart of Training 2.1 A. O&O IP The Parties agree and affirm that O&O and its group companies are the sole licensed user/s and exclusive owner of all intellectual property (as may be applicable) comprising the O&O Methods and the O&O Trademarks. In addition to the aforementioned, O&O and its group companies exclusively owns all the confidential methods and procedures used by it to conduct/organize events and seminars and the Trainer agrees that all such 4
confidential and trade secrets and procedures, methods and knowledge are proprietary information exclusively belonging to O&O and its group companies, and shall always remain the sole and exclusive property of O&O and its group companies. Further, the Parties agree that O&O has licensed and/or controls a collection of text, graphics, media and other copyrightable contents (collectively hereinafter referred to as the O&O Collaterals ) which materials are used for the purpose as determined by O&O for the exclusive promotion of O&O and its endeavors for the cause of the society at large. The Parties further agree that as part of the limited rights granted by virtue of this Agreement, the Trainer is authorized to use and / or publicly display the O&O Collaterals while offering the O&O Methods under the O&O Trademarks and the Trainer agrees to use all such O&O Collaterals as may be reasonably allowed by O&O from time to time. The Trainer expressly agrees that O&O may, though not obligated to establish and maintain online requirements and standards for use of the O&O Methods, the O&O Trademarks and the O&O Collaterals, and all such online material (if provided) shall be made available to the Trainer at an internet accessible location. O&O will identify from time to time such internet accessible location/s for the Trainer and provide the Trainer with secure links to all such online resources. The Parties jointly agree that by using such online resources they can ensure all materials licensed by O&O to the Trainer are current, accurate and that access and use can be efficiently and securely tracked. The Parties further agree that such online schedules and resources are proprietary 5
intellectual properties of O&O and legally binding on the Parties and are for the Parties joint and mutual benefit. The Parties further agree that O&O may, in its sole discretion, require the Trainer to execute any other agreement / arrangement with it in order to license, assign, and/ or to protect confidentiality, trade secrets and intellectual property rights pertaining to O&O Methods and O&O Trademarks. B. Impart of Training to the Trainer The Trainer agrees and confirm that the Trainer shall receive training on O&O Methods from O&O Academy on a flat fee basis and on the terms and conditions as may be determined by O&O or its authorized representative/s and agrees to execute any and all documents/ definitive agreement/s with O&O and/ or any other entity/ies, as may be designated by O&O or its authorized representative/s in this regard. The Parties agree that upon successful completion of the training of the Trainer on O&O Methods from O&O Academy, the Trainer shall be duly certified and licensed and authorized to commercially practice the O&O Methods and shall be recognized and called as One Consciousness Trainer. 2.2 Trainer IP O&O recognizes that the Trainer may develop his / her own trademarks, brands and methods of doing business, which O&O acknowledges. However, any trademark, brand and/ or method developed or derived by the adoption/use of or by virtue of usage of O&O Trademark and / or the 6
O&O Methods, shall be and continue to remain/ become the sole and exclusive property of O&O and / or its group companies as may be applicable, and the Trainer affirms to irrevocably assign any and all such intellectual property rights to O&O and / or its group companies, without any demur and execute all such agreement / arrangement in this behalf as O&O may require from time to time. Any and all such intellectual property rights which would have been possessed by the Trainer prior to the Execution Date and/ or any and all intellectual property developed by the Trainer independently without any use of the O&O Trademark and/ or the O&O Methods (including use of the trade name and brand Stress Detox and Power of Being shall be and remain / become the exclusive property of the Trainer. 3. License, Scope and Obligations of the Parties 3.1 O&O Academy shall train the Trainer and conduct proper training/ examinations of the Trainer. In the event if the Trainer passes all the examinations, O&O shall certify and approve the Trainer as an O&O authorized licensee and thereupon the Trainer shall be known as One Consciousness Trainer. O&O shall provide the Trainer with all requisite materials and guidance sufficient to enable the Trainer to successfully organize, promote and conduct an initial O&O licensed seminar using the O&O Methods in the training. The guidance provided to the Trainer will include instructions and inputs on basic marketing and the proper use of the O&O Trademarks, the O&O Methods and the O&O Collaterals. 7
3.2 The license granted to the Trainer herein applies only to the initial seminar conducted on basis of the O&O Methods and such additional seminars as the Trainer is expressly authorized by O&O to undertake, which collectively shall be conducted by the Trainer under the trade name and brand Stress Detox and Power of Being. The Trainer expressly agrees to use all materials licensed by O&O solely for O&O sponsored events and for no other event or purpose whatsoever without the prior written consent of O&O. In the event the Trainer fails to comply with his/ her obligations as provided in Clause 3.2 hereinabove, the same shall constitute a material breach under this Agreement thus giving absolute right to O&O to terminate this Agreement at its own discretion in addition to other right or remedy available to O&O under this Agreement and/or under applicable law. 3.3 With regard to all seminars and events, the Trainer shall, at his/her sole expense, provide for the following: a) Seminar resources, including but not limited to, all necessary seminar facilities including physical locations, interior settings and associated resources (e.g. adequate technology support for audio and visual elements); b) Information on all the attendees and participants (identifying full name, address, phone and email of each), including ensuring that each of the attendees and / or participants sign a waiver and acknowledgment form specifically acknowledging and respecting O&O s rights as appropriate for the legal jurisdiction in which the seminar takes place. This waiver and acknowledgment form shall further identify the Trainer as the party 8
legally responsible for the seminar, specifically identify the O&O Trademarks, the O&O Methods and the O&O Collaterals, and waive and extinguish the liability of O&O for any damage or claim arising out of or on connection with the events against the Trainer, attendees, participants and/ or any other third party/ies; c) Promotion, marketing and advertising for the event using the O&O Trademarks, and the O&O Collaterals; d) To co-operate fully with O&O and its agents to ensure that the event is successful and reflects positively upon both O&O s brand name and the Trainer; e) To refer to themselves as an O&O s certified Trainer when conducting the seminar; f) To attend regularly all the scheduled and ongoing online Trainer training sessions organized by O&O and to attend at least one such class per month. In the event the Trainer fails to attend 3 (three) consecutive trainings without a good and reasonable cause, the same shall constitute a material breach of this Agreement giving absolute right to O&O to terminate this Agreement at its discretion; g) To ensure proper recognition, attribution and credit to O&O for all O&O provided materials and not to appropriate or mislead others into perceiving or believing that the materials used for training / seminar are the property of the Trainer and further not to tamper, change, modify, 9
misuse or misrepresent the content provided by O&O in any way or manner; h) To only use the O&O Trademarks, the O&O Methods, and the O&O Collaterals as instructed by O&O and make no modification, derivation, or change to the same without the express prior written consent of O&O; i) To ensure that the Trainer can readily produce to any requesting party, reasonable evidence of the Trainer s status as an O&O licensee/ O&O certified Trainer acting as One Consciousness Trainer by display of a hard copy or digital certificate, and / or by including Trainer on O&O s list of certified Trainers; j) To use best efforts to prevent any copying, misuse or unauthorized access or use of the O&O licensed materials including the O&O Trademarks, the O&O Methods, and the O&O Collaterals; k) To use his / her best efforts to timely and immediately notify O&O of any attempted or actual unauthorized use, access, misuse or improper display of any O&O property including but not limited to, the O&O Trademarks, the O&O Methods, and the O&O Collaterals; l) In the event of the expiration or breach resulting in termination of this Agreement, to immediately cease all public use and display of materials licensed and / or provided by O&O, and to return to O&O within seventy-two (72) hours all such materials. In the event the said materials including but not limited to, the O&O Trademarks, the O&O 10
Methods, and the O&O Collaterals are not returned to O&O within the said timeline, O&O may, in its sole election, require the Trainer to destroy all such O&O Trademarks, the O&O Methods, and the O&O Collaterals and then certify in writing and prove such destruction and non-retention of the materials to the satisfaction of O&O; m) To follow the all the reasonable instructions and guidance as provided by O&O from time to time; n) To accurately collect all the revenue realized from the event, to tie and reconcile such accounting to the attendee list, to provide such reconciled accounting to O&O for their perusal, and to remit to O&O, within thirty (30) days, the Royalty Fees (defined hereinafter) owed to O&O as set forth below; and o) To conduct all event / seminars / programs under the trade name and brand Stress Detox and Power of Being 3.4 Contract Administration and Obligation to Review Online Resources: O&O and the Trainer agree that efficient administration of their relationship, and the timely and accurate provision of information and making of payments is essential. Accordingly, the Parties agree that O&O may, but is not obligated to, establish online resources that help administer this Agreement. The Trainer is only authorized to practice, use and/ or display the O&O intellectual property, including O&O Trademarks, the O&O Methods, and the O&O Collaterals identified on the attached schedules herein. Schedule A (appended hereunder) lists the O&O materials subject to this license including the O&O Methods, O&O Trademarks, and the O&O Collaterals 11
and if applicable, an identification of any confidential or proprietary information that is not otherwise categorized but which is needed by the Trainer, or required by the O&O, as the case may be. Schedule B (appended hereunder) lists the details and other financial information for the license payments to O&O and for such other related information. The Parties agree that the information in the aforesaid Schedules may be amended by O&O from time-to-time to ensure effective and efficient administration and quality education being imparted under this Agreement, and that such changes must be consistent with the purpose and goals of this Agreement and which when announced by O&O become effective and binding without any further act or requirement and as to which, if a Trainer objects, they may contact O&O and O&O shall endeavor to reasonably accommodate the concerns of Trainer, and if such is not possible, Trainer may terminate this Agreement provided all obligations to O&O are honored including payment of any and all Royalty Fees pending to O&O. O&O represents that any changes it issues shall be substantially consistent with this Agreement. In the event O&O establishes any online or electronically accessible resource for administering this Agreement, the Trainer agrees to regularly visit such resource, review its contents, and adhere to and be bound by such additional terms provided they are consistent with the purpose and intent of this Agreement. 3.5 O&O Approval and Ensuring Trainer Success: To ensure the success of Trainer and O&O, and to protect the intellectual property rights and reputation of O&O and the Trainer, the Trainer is required to conduct one or more initial seminars, which O&O shall inspect and formally approve. This confirmation is required before Trainer is authorized to conduct additional seminars or events for the public. The Trainer agrees to accept 12
and implement all commercially reasonable changes or modifications requested by O&O. 4. Expenses and Royalty Fees 4.1 Expenses Responsibility of Trainer: The Trainer shall alone bear all the costs associated with organizing, promoting and holding the event and/ or seminars. O&O shall bear all the cost of producing and making available to the Trainer the O&O Methods, the O&O Trademarks and the O&O Collaterals and/ or all other proprietary intellectual property rights as may be accorded to the Trainer for his / her training purposes with limited rights to use for imparting education in the future. 4.2 License Royalty Payment to O&O: As a license payment to O&O for the right to use O&O s IP and resources, the Trainer agrees to pay to O&O USD 500.00 if 10 % of the gross revenue realized by the Trainer is less than USD 500.00 in that calendar year. If 10 % of the gross revenue realized by Trainer is higher than USD 500.00, then the Trainer agrees to pay 10% of the gross revenue realized by the Trainer from any such use in that calendar year. The Trainer shall provide conciliated statement of accounts evidencing the revenues earned by the Trainer from any such events/ seminars. The Trainer may allow parties to attend an O&O licensed event at no charge, however, any such individual attendee must still be fully identified in accordance with Section 3.3 (b). The Parties further agree to work out mutually acceptable and reasonable procedures for confirming and exchanging event data and payments. Further, the Parties agree that any and all information pertaining to expenses and Royalty Fees as detailed 13
under Schedule 3 hereunder and all the current obligations of the Trainer as detailed under Section 3 of this Agreement may be amended from timeto-time by O&O at its sole discretion and any and all such amendments shall be final and binding upon the Trainer. 5. Representations and Warranties 5.1 Each Party represents and warrants to the other that it is a person validly existing and in good standing under the applicable laws of its jurisdiction and has full corporate power and authority to enter into and implement this Agreement and it has no agreement and/ or arrangement with any third party which prevents / restricts the Parties from entering into this Agreement. 6. Terms and Termination 6.1 This Agreement shall have an initial term of two (2) years and shall automatically renew for subsequent terms unless agreed in contrary by the Parties. The commercials however, pertaining to the expenses and Royalty Fees shall be amenable to revisions in accordance with the terms of this Agreement. The Trainer recognizes and understands that O&O is building out an international Trainer network support structure and for this reason, Trainer acknowledges amendments and additional terms may be needed by O&O and the Trainer agrees to not unreasonably refuse any additional term(s) proposed by O&O. 14
6.2 Consequences of termination: Upon termination of this Agreement: i) The Trainer shall immediately cease using the O&O materials, including O&O Methods, the O&O Trademarks and the O&O Collaterals as laid down under this Agreement; ii) Any and all payment obligations of the Trainer under this Agreement till the date of termination shall immediately become due and shall be payable by the Trainer within ten (10) days of termination of this Agreement; and iii) Immediately cease all public use and display of materials licensed and / or provided by O&O, and to return to O&O all such materials within seventy-two (72) hours of termination. In the event the said materials including but not limited to, the O&O Trademarks, the O&O Methods, and the O&O Collaterals are not returned to O&O within the said timeline, O&O may, in its sole election, require the Trainer to destroy all such O&O Trademarks, the O&O Methods, and the O&O Collaterals and then prove such destruction and non-retention of the materials to the satisfaction of O&O. 7. Limitation of Liability and Disclaimer of Warranties 7.1 IN NO EVENT SHALL O&O BE LIABLE TO TRAINER OR ANY OTHER PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, PUNITIVE, SPECIAL OR OTHER DAMAGES WHATSOEVER RESULTING FROM O&O s PERFORMANCE OR FAILURE TO PERFORM UNDER THIS AGREEMENT OR THE 15
FURNISHING, PERFORMANCE OR USE OF ANY GOODS SOLD PURSUANT HERETO, WHETHER DUE TO BREACH OF CONTRACT, BREACH OF WARRANTY, STRICT LIABILITY, PRODUCT LIABILITY, THE NEGLIGENCE OF O&O OR OTHERWISE, EVEN IF O&O HAD BEEN INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. 7.2 The Trainer acknowledges and agrees that the training in the O&O Academy in connection with the O&O Trademarks, the O&O Methods, and the O&O Collaterals are provided on an "as is basis", and that the Trainer s use of or reliance upon the O&O Trademarks, the O&O Methods, and the O&O Collaterals accessed thereby is at the Trainer s sole risk and discretion for the Trainer s limited and restricted use. O&O hereby disclaims any and all warranties and guaranties regarding the merchantability, fitness of the O&O Trademarks, the O&O Methods, and the O&O Collaterals for a particular purpose and O&O makes no warranty that the O&O Trademarks, the O&O Methods, and the O&O Collaterals will meet the Trainer s requirements. 8. Indemnification 8.1 The Trainer agrees to, at all times, indemnify and hold O&O harmless from any and all liabilities, losses, claims, suits or damages or actions, proceedings, judgments, settlements, expenses (including reasonable attorneys expenses) or the like made by third parties against O&O arising from i) any act, omission or failure of Trainer to act under this Agreement; ii) any breach of this Agreement; iii) any misrepresentation by the Trainer under this Agreement. The Parties agree that this Clause 8.1 shall survive the termination of this Agreement. 16
9. Confidentiality 9.1 Each Party acknowledges that they may have access to certain information and materials concerning to the other Parties trade secrets, designs, knowhow, works of authorship, source and object code, algorithms, processes, data, computer programs, ideas, techniques, inventions (whether patentable or not), discoveries, and other information concerning the disclosing Party s actual or anticipated business, research or development, personnel information, terms of compensation and performance levels of disclosing Party s employees, or information which is received in confidence by or for the concerned Party from any other person, business plans, customers, technology, products and course materials that are confidential and of substantial value ( Confidential Information ), which value would be impaired if such information were disclosed to third parties or used for purposes other than as expressly permitted by this Agreement. 9.2 The Trainer further acknowledges they will be provided with course materials that are for use of the Trainer only and thus are also part of Confidential Information and the same shall not be provided or shared with anyone unless specifically authorized in writing by the O&O Academy. Hence, the Trainer agrees, during and after termination of this Agreement, to maintain any and all Confidential Information received from the O&O Academy, in confidence, and agree not to disclose or otherwise make available such Confidential Information to any third party without the prior written consent of O&O Academy. 17
10. Notice 10.1 Notice / communications hereunder shall be given electronically wherever possible except where applicable law requires physical copies and any notice, consent or approval required hereunder shall be provided sent via email with a delivery receipt required. The Parties agree that to the greatest extent possible under applicable law, a digital copy of analog document will be legally satisfactory unless there is a reasonable question or challenge as to the authenticity of any digital document in which case either Party may request production and proof via a hard copy document. Notices shall be deemed effective upon receipt by the recipient, be issued as follows: If to O&O: Electronic: andrew.klayman@oo.academy With a copy to: legal@oo.academy Physical Address: OWA Holdings Pte. Ltd., 160, Spore Business Federation Centre, #17-01, Robinson Road, Singapore 068914 Attn: Phone: 18
If to Trainer: Electronic: Physical Address: 11. Divisibility/ Severability 11.1 In the event any element/ provision of this Agreement is found to be invalid or unenforceable under applicable law by a court of competent jurisdiction, then such affected provision shall be excluded from this Agreement while the remaining clauses/ provision of this Agreement shall be unaffected and the balance of the Agreement be given full legal effect to the greatest extent consistent with and permitted by applicable law. 12. Dispute Resolution and Governing Law 12.1 In the event of a dispute arising herein between the Parties, they shall first, to the greatest extent possible, be settled by good faith discussions between the Trainer and an O&O designated senior officer or other persons with settlement authority. These discussions must include at least one direct meeting, ideally in person and without lawyers or legal counsel present. If good faith dialogue fails to resolve the dispute, the Parties may, but are not required to engage in mediation. If agreed to by 19
the Parties, third party mediation will be held before any bona fide alternate dispute mechanism generally used in the western world including but not limited to services offered by the American Arbitration Association, the International Chamber of Commerce, or private service providers such as JAMS. The said mediation proceedings shall be before a single mediator and all submissions may be done electronically (including testimony which can be by video) and the mediator shall issue a written award which shall be binding upon the Parties. 12.2 The parties further agree that this agreement, and all rights created by and under it, shall be construed and enforced under the laws of State of California in the United States of America. 13. Amendment 13.1 No amendment, change, waiver, or discharge of any of the terms and conditions laid down hereunder (save and except as provided in this Agreement) shall be valid unless made in writing and signed by the Parties. 14. Waiver 14.1 The failure of a Party to exercise or enforce any rights under this Agreement shall not be deemed to be a waiver of that right, nor operate to bar the exercise or enforcement of it at any time or times thereafter 20
15. Relationship between the Parties 15.1 The Parties agree that the Trainer is an independent contractor and not an employee, agent, co-venturer, partner or representative of O&O and that O&O will not incur any liability as the result of Trainer's actions. Nothing herein or in the performance hereof shall imply a joint venture or principal and agent relationship or a partnership between the Parties. Neither Party shall have any right, power or authority to create any obligation, express or implied, on behalf of the other. 16. Assignment 16.1 This Agreement shall not be assigned by the Trainer without the prior written consent of O&O. 17. Entire Agreement 17.1 This Agreement, including the Schedules forming part and parcel of this Agreement constitutes the entire understanding and agreement of the Parties hereto with respect to the subject matter hereof, and there are no agreements, understandings, restrictions or warranties among the Parties other than those set forth herein provided for. 18. Survival 18.1 The sections of this Agreement which by their nature are intended to survive termination of this Agreement shall remain in effect after such 21
termination including, but not limited to, Clause 2, Clause 5, Clause 6.2, Clause 7, Clause 8, Clause 9,Clause 10, Clause 12 and Clause 18. 19. Counterparts 19.1 This Agreement may be executed in any number of counterparts by the Parties to it, each of which shall be an original but all of which together shall constitute one and the same instrument. ACCEPTED: OWA Holdings Pte. Ltd. Trainer Printed Name: Raju Poosapati Printed Name: Title: Director Title: One Consciousness Trainer Date: 23rd Mar 2018 Date: 23rd Mar 2018 22
SCHEDULE A: O&O IP SUBJECT TO LICENSE Methods: Narrative description. Trademarks: The Beautiful State Collaterals: TBD Other: Reserved. SCHEDULE B: EXPENSES AND ROYALTY FEES Schedule B: Expenses and Royalty Fees Royalties shall be calculated and paid on a monthly / quarterly / per event basis. Remittance shall be by: Wire, bank instructions (will be provided to Trainers by Email (upon request) from Andrew. O&O Expense and Royalty Contact: Andrew Klayman (andrewklayman@oo.academy) 23