Pricelist Request

Please read and accept the following electronic license agreement to view the Thinbit® pricelist.

LICENSE AGREEMENT TO USE

COPYRIGHTED MATERIAL IN ELECTRONIC FORM

THIS AGREEMENT is entered into April 15, 2007, between KAISER TOOL COMPANY, INC. ("Licensor"), an Indiana corporation having offices at 3620 Centennial Drive, Ft. Wayne, IN 46808, and ("Representative"), a corporation or individual as follows:

A. Licensor owns the copyright in and to work(s), an electronic copy of the Kaiser Tool Company, Thinbit® pricelist ("the Work(s)"), which Licensor has developed and is continuing to develop for its own use.

B. Representative desires to obtain a license from Licensor to use the Work(s) in connection with the marketing and/or distributing of Licensor's products;

NOW THEREFORE, in consideration of the mutual representations, covenants, and conditions set forth herein, and other good and valuable consideration, the receipt of which is hereby acknowledged, the parties hereby agree as follows:

1. Grant

Licensor hereby grants to Representative, and Representative hereby accepts, a limited royalty-free and nontransferable license to use the Work(s), which will be given by Licensor to Representative in electronic form, such as a computer disk or transferred computer file, but only on the terms and conditions set forth herein.

2. Ownership and Use

Representative acknowledges that the Work(s) and the copyright therein is owned by Licensor, that Representative agrees that it will use the Work(s) only for Representative's internal business use, and will not reproduce, prepare derivative Works based upon the Work(s), copy or distribute the same or copies thereof without the express written permission of Licensor, will not take any action which is likely to diminish Licensor's exclusive rights and ownership of the Work(s) or the value thereof, and will not permit any party or person who is not an employee of Representative to view or otherwise access the Work(s).

3. Sublicensing

It is expressly understood and agreed by Representative that Representative shall have no right to grant sublicenses under this Agreement, and that any grant of a sublicense or any grant of permission permitting any party or a person not an employee of Representative to view or otherwise access the Work(s), as set forth in Paragraph 2, shall constitute a material breach of this Agreement.

4. Infringement

Representative shall notify Licensor of any unauthorized use of the Work(s)s by others promptly as it comes to Representative's attention. Licensor shall have the sole right and discretion to bring infringement or unfair competition proceedings involving the Work(s).

5. Term and Termination

The initial term of this Agreement shall be one year from the date of this Agreement and thereafter continue from year to year, unless sooner terminated as provided for herein. Licensor shall have the right to terminate this Agreement for any reason upon ninety (90) days written notice to Representative or upon thirty (30) days written notice to Representative in the event of any of the following: (a) any affirmative act of insolvency by Representative; (b) the appointment of any receiver or trustee to take possession of the properties of Representative; (c) the winding-up, sale, consolidation merger or any sequestration by governmental authority of Representative; or (d) Representative's failure to cure its breach of any of the material provisions hereof within such thirty (30) day period.

6. Effect of Termination

Upon termination of this Agreement, Representative shall immediately discontinue all use of the Work(s), cooperate with Licensor to cancel recording of this Agreement from all government records, if any, and destroy all electronic and/or printed materials bearing the Work(s). All rights in the Work(s) shall remain the property of Licensor.

7. Relationship of the Parties

This Agreement does not in any way create the relationship of principal and agent, franchise, joint venture, or partnership other than as agreed in a separate writing. Neither party shall act or attempt to act, or in any manner assume or create any obligation on behalf of or in the name of the other party. Neither party shall be liable for any debts or obligations of the other unless expressly assumed in writing. Representative shall indemnify and hold Licensor harmless from all damages, claims losses arising from Representative's use of the Work(s) in breach of this Agreement.

8. Miscellaneous

Nothing contained in the Agreement shall be construed as requiring the commission of any act contrary to law. If any provision of this Agreement is held to be invalid or otherwise unenforceable, the balance of this Agreement shall continue in full force and effect. This agreement shall be construed in accordance with the laws of the State of Indiana, and not its conflicts of law, and the parties agree to submit to the jurisdiction of the state and/or federal courts in Allen County, Indiana for any action or proceeding regarding this Agreement. Any notice or demand given or made pursuant to this Agreement shall be hand delivered or be sent by certified mail, postage fully prepaid, addressed to the officer of the respective party signing below or to the person designated and/or at such changed address or addresses as the party may from time to time designate.

Executed as of the date first written above.