-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BXoJ5kcgI7LJ1QOp9L5Utj+2tx2106F0cOhr9IEYH1EUJEXKTM89tzz58Uctj5Rs CFADC0Szk7MHB0CkYIGd9w== 0001123606-07-000022.txt : 20070521 0001123606-07-000022.hdr.sgml : 20070521 20070521172037 ACCESSION NUMBER: 0001123606-07-000022 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20070516 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20070521 DATE AS OF CHANGE: 20070521 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SEQUIAM CORP CENTRAL INDEX KEY: 0001123606 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 330875030 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-45678 FILM NUMBER: 07868822 BUSINESS ADDRESS: STREET 1: 300 SUNPORT LANE CITY: ORLANDO STATE: FL ZIP: 32809 BUSINESS PHONE: 4075410774 MAIL ADDRESS: STREET 1: 300 SUNPORT LANE CITY: ORLANDO STATE: FL ZIP: 32809 FORMER COMPANY: FORMER CONFORMED NAME: WEDGE NET EXPERTS INC DATE OF NAME CHANGE: 20000912 8-K 1 form8-k.htm SEQUIAM 8-K 05-21-07 Sequiam 8-K 05-21-07
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) May 16, 2007

 
SEQUIAM CORPORATION
(Exact name of registrant as specified in its charter)

     
                                           California                                                                                         333-45678                                                                                         33-0875030
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)

 
300 Sunport Lane, Orlando, Florida
 
32809
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code: (407) 541-0773

 
____________________________________________________________________________________________________________
(Former name or former address, if changed since last report.)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 


SECTION 1 - REGISTRANT’S BUSINESS AND OPERATIONS
 
Item 1.01. Entry into a Material Definitive Agreement 
 
    On May 16, 2007, Sequiam Biometrics, Inc. (“Sequiam”) and Kwikset Corporation (“Kwikset”) amended that certain Cooperative Development and Supply Agreement dated as of September 13, 2005 (the “Agreement”). The amended agreement (the “Amendment”) provides for: (a) current payments to Sequiam for non-recurring engineering costs and test equipment; and (b) a fixed royalty payment to Sequiam for the Smart Scan over a royalty term that begins June 1, 2007 and is extended to May 31, 2012. The Amendment also grants Sequiam full reseller privileges for the Smart Scan product based on terms and conditions set by Kwikset.

    Kwikset and Sequiam further agreed to conduct a two phase cost reduction project for the Smart Scan. Kwikset agreed to pay Sequiam 50% of the Phase 1 cost savings achieved for a period of twelve months following the first delivery of the cost reduced product. Kwikset also agreed to pay Sequiam 50% of the Phase 2 incremental cost savings achieved for a period of twelve months following the first delivery of the phase 2 cost reduced product. Sequiam may also sell its proprietary technology to Kwikset for use in future versions of the Smart Scan product. 

    The Amendment removes a development project called BioSystems from the Agreement so that it, and all future projects contemplated by Sequiam and Kwikset are supported by separate agreements. Sequiam also agreed to deliver to Kwikset all information necessary for the manufacture of the product exclusive of trade secrets and source code, which remain Sequiam’s property.

 
 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
SEQUIAM CORPORATION
   
   
Date: May 21, 2007
  
 
By: /s/ Mark L. Mroczkowski
 
Mark L. Mroczkowski
 
Executive Vice President and Chief Financial Officer
   

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