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DLYT > SEC Filings for DLYT > Form 8-K on 28-Apr-2014All Recent SEC Filings

Show all filings for DAIS ANALYTIC CORP

Form 8-K for DAIS ANALYTIC CORP


28-Apr-2014

Entry into a Material Definitive Agreement, Financial Statements and Exhibits


Item 1.01 Entry into a Material Definitive Agreement.

On April 24, 2014, Dais Analytic Corporation (the "Company") entered into a Distribution Agreement (the "Agreement") with Soex (Hong Kong) Industry & Investment Co., Ltd., a Hong Kong corporation (the "Distributor").

Pursuant to the Agreement, in exchange for $500,000, royalty payments and a commitment from the Distributor to purchase nano-material membrane and other products from Dais, the Distributor obtained the right to distribute and market Dais's products for incorporation in energy recovery ventilators sold and installed in commercial, industrial and residential buildings, transportation facilities and vehicles (the "Field") in mainland China, Hong Kong, Macao and Taiwan (the "Territory") Further the Distributor received an exclusive license in the Territory to use Dais's intellectual property in the manufacture and sale of Dais's products in the Field and Territory and to purchase its requirements of nano-material membrane only from Dais, subject to terms and conditions of this Agreement.

To further the distribution of Dais's products in the Territory, and to further the intent of the Company and the Distributor first memorialized in the Securities Purchase Agreement, dated January 21, 2014 between the Distributor and Dais, the Distributor shall form SoEX (Beijing) Environmental Protection Technology Company Limited (the "Subsidiary") which will function as the manufacturer and master distributor for the products in the Field and Territory. Upon the legal formation of the Subsidiary, Dais will be issued 25% of the equity of the Subsidiary, the right to a board seat and certain preemptive rights.

The initial term of the Agreement is fifteen years unless terminated for, among other causes, the Distributor's failure to make payments to Dais for products ordered that do not exceed $15,000,000 in 2016 or any calendar year thereafter.

The Agreement, is filed as Exhibit 10.1 to this Current Report on Form 8-K. The foregoing summary of the terms of the Agreement are subject to, and qualified in its entirety by, such Agreement attached hereto, which are incorporated herein by reference.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

10.1 Distribution Agreement, dated April 24, 2014, between Dais Analytic Corporation and Soex (Hong Kong) Industry & Investment Co., Ltd.


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