-----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, G4sPWTWlckQroOMsJ0s7dEUi7TosTvbMvFOnkkCWX5RK5u8Edaie0rHpboLJq7Dt k7uNRZSo41ek+kn4ViCJ8w== 0001062993-06-002653.txt : 20060830 0001062993-06-002653.hdr.sgml : 20060830 20060830153928 ACCESSION NUMBER: 0001062993-06-002653 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060830 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060830 DATE AS OF CHANGE: 20060830 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IKONA GEAR INTERNATIONAL INC CENTRAL INDEX KEY: 0001130809 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FABRICATED METAL PRODUCTS [3490] IRS NUMBER: 880474903 STATE OF INCORPORATION: NV FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-49664 FILM NUMBER: 061065473 BUSINESS ADDRESS: STREET 1: 1850 HARTLEY AVENUE STREET 2: SUITE 1 CITY: COQUITLAM STATE: A1 ZIP: V3K 7A1 BUSINESS PHONE: (604) 523-5500 MAIL ADDRESS: STREET 1: 1850 HARTLEY AVENUE STREET 2: SUITE 1 CITY: COQUITLAM STATE: A1 ZIP: V3K 7A1 FORMER COMPANY: FORMER CONFORMED NAME: OBAN MINING INC DATE OF NAME CHANGE: 20001227 8-K 1 form8k.htm CURRENT REPORT Filed by Automated Filing Services Inc. (604) 609-0244 - Ikona Gear International, Inc. - Form 8-K

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): August 30, 2006

IKONA GEAR INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)

Nevada 000-49664 88-0474903
(State or other jurisdiction of (Commission file number) (IRS Employer
incorporation or organization)   Identification No.)

1850 Hartley Avenue, Unit #1
Coquitlam, British Columbia V3K 7A1 Canada
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (604) 523-5510

_______________________________________________________
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[           ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[           ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12)

[           ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b))

[           ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (14 CFR 240.13e -4(c))


ITEM 1.01.      ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

          On August 29, 2006, Ikona Gear International, Inc., (“Ikona” or the ”Company”) received a “Designation Addendum” from Magna Drivetrain AG & Co KG, an Austrian corporation (“Magna”). Ikona and Magna have been party to a License Agreement since December 15, 2005, which permits Magna to designate its applications to include Ikona’s patented technology on an exclusive basis within the terms of the License Agreement by paying an associated up-front exclusivity fee of CAD$200,000 per designated Magna automotive application. Magna and Ikona have now executed a Designation Addendum for an application designated as the “Park Brake Actuator”, and Magna has paid the exclusivity fee of CAD$200,000 to Ikona.

          Under terms of the License Agreement, which have been previously disclosed by Ikona, Magna is licensing the patented Ikona gear technology platform for incorporation into automotive applications in passenger cars and light trucks, sports-utility vehicles, pick-up trucks, minivans, cross-utility and similar vehicles throughout North America and Europe. Magna has the right to designate its applications as exclusive on a per application basis, by paying an associated up-front exclusivity fee of CAD$200,000 per designated Magna automotive application. Ikona is to receive royalties on a per application basis per unit basis for an undisclosed unit price for automotive applications developed and marketed by Magna.

ITEM 9.01.      FINANCIAL STATEMENTS AND EXHIBITS

          (d)      Exhibit

Item Title
   
10.1

License Agreement, dated as of December 15, 2005 (incorporated by reference to Exhibit 10.1 to Ikona’s Form 10-QSB for the quarter ended November 30, 2005).

   
10.2 Designation Addendum

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SIGNATURE

          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.

  IKONA GEAR INTERNATIONAL, INC.
Date: August 30, 2006 By: /s/ Laith Nosh
         Laith Nosh, President

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EX-10.2 2 exhibit10-2.htm DESIGNATION ADDENDUM Filed by Automated Filing Services Inc. (604) 609-0244 - Ikona Gear International, Inc. - Exhibit 10.2

 

 

 

 

 


 

 

 
EXHIBIT 1.0


SCHEDULE B

DESIGNATED MAGNA APPLICATION
DESIGNATION ADDENDUM

This Designation Addendum forms a part of the License Agreement between Magna Drivetrain AG & Co KG, Ikona Gear USA, Inc. and Ikona Gear International, Inc. dated December 22, 2005 (the “License Agreement”).

Pursuant to the terms and conditions of the License Agreement, the parties hereby designate the following application or module a “Designated Magna Application”, within the meaning set out in the License Agreement, on an exclusive basis.

[Park Brake Actuators]

This Designation Addendum is agreed to between the parties as of the 23rd day of August, 2006.

Licensor hereby certifies that all of the representations and warranties in Article 9 of the License Agreement are true and correct on the date hereof as if made on and as of the date hereof, except as Licensor has otherwise informed the Corporation in writing.

MAGNA Drivetrain AG & Co KG IKONA GEAR USA, INC.
by its authorized signatories: by its authorized signatories:
By: /s/ DR. PETER RIEF                                 By: /s/ LAITH NOSH                                    
Name: Dr. Peter Rief Name: Laith Nosh
Title: EVP & CTO Title: President & CEO
By: /s/ ANDREAS WINKLER                       By: /s/ RAYMOND POLMAN                     
Name: Andreas Winkler Name: Raymond Polman
Title: VP Finance Title: Chief Financial Officer
   
IKONA GEAR INTERNATIONAL, INC.  
by its authorized signatories:  
By: /s/ LAITH NOSH                                      
Name: Laith Nosh  
Title: President & CEO  
By: /s/ RAYMOND POLMAN                       
Name: Raymond Polman  
Title: Chief Financial Officer  


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