0001144204-06-028194 Sample Contracts

LICENSE AGREEMENT
License Agreement • July 12th, 2006 • Innovative Card Technologies Inc • Electronic components & accessories • New York

This LICENSE AGREEMENT (this “Agreement”), dated as of June 28, 2006 (the “Effective Date”), is entered into by and between nCryptone, S.A. (formerly known as AudioSmartCard, S.A.), a corporation organized under the laws of France (“Licensee”), and Innovative Card Technologies, Inc., a Delaware corporation (“Licensor”). Terms used but not otherwise defined in this Agreement shall have the meanings assigned to them in that certain Asset Contribution Agreement, dated as of June 28, 2006 (the “Asset Contribution Agreement”), by and among Licensee, Licensor, and Prosodie, S.A.

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ASSET CONTRIBUTION AGREEMENT among INNOVATIVE CARD TECHNOLOGIES, INC. (“InCard”), nCRYPTONE, S.A. (the “Company”), and PROSODIE, S.A. (the “Principal Shareholder”) Dated as of June 28, 2006
Asset Contribution Agreement • July 12th, 2006 • Innovative Card Technologies Inc • Electronic components & accessories • New York

This ASSET CONTRIBUTION AGREEMENT, dated as of June 28, 2006 (this “Agreement”), is entered into by and among: (i) Innovative Card Technologies, Inc., a Delaware corporation (“InCard”); (ii) nCryptone, S.A. (formerly known as AudioSmartCard, S.A.), a corporation organized under the laws of France (the “Company”); and (iii) Prosodie, S.A., a corporation organized under the laws of France (the “Principal Shareholder”).

LICENSE AGREEMENT
License Agreement • July 12th, 2006 • Innovative Card Technologies Inc • Electronic components & accessories • New York

This LICENSE AGREEMENT (this “Agreement”), dated as of June 28, 2006 (the “Effective Date”), is entered into by and between Innovative Card Technologies, Inc., a Delaware corporation (“Licensee”), and nCryptone, S.A. (formerly known as AudioSmartCard, S.A.), a corporation organized under the laws of France (“Licensor”). Terms used but not otherwise defined in this Agreement shall have the meanings assigned to them in that certain Asset Contribution Agreement, dated as of June 28, 2006 (the “Asset Contribution Agreement”), by and among Licensee, Licensor, and Prosodie, S.A.

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