CONTRACT
MODIFICATION OF LICENSING AGREEMENT SIGNED ON MARCH 15, 2005
This
contract is entered in to between Nuclear Solutions, Inc. (NSOL)
with
a primary mail address of 5505 Connecticut Ave. NW, #191,
Washington DC, 20015,
Patrick Herda, (PH) the President of Nuclear Solutions with a
primary business
address of 5505 Connecticut Ave. NW, #191, Washington DC, 20015,
and I.P.
Technology Holding, Inc. (IPTH) with a primary business address of
407
Bloomfield Drive, Unit 2, West Berlin, New Jersey 08091.
WHEREAS
NSOL and IPTH entered in to a licensing agreement (LG) on March
15, 2005; and NSOL, ITPH, and PH desire to modify same;
WHEREAS,
under the terms of the LG, IPTH is required to tender payments
to
NSOL on a certain payment schedule; which ITPH now desires to
modify;
WHEREAS
NSOL has previously allowed IPTH to defer scheduled payments
due
under the LG; and is not adverse to modifying the payment
schedule;
WHEREAS
the terms of the LG did not require IPTH to Co-Brand the
products
which are the subject of the LG with NSOL; and NSOL now desires
that said
products be Co-Branded which ITPH is not adverse to;
WHEREAS
the terms of the LG required that no IPTH payments be used for
executive compensation; and NSOL now desires to use a percentage of
said
payments for executive compensation;
WHEREAS
NSOL intends to pay PH regular compensation of a minimum of
$80,000 for the 2006 fiscal year; and desires to use a percentage
of the IPTH
payments to for said compensation;
WHEREAS PH
is owed an additional $542,987 in deferred compensation by
NSOL;
WHEREAS
IPTH is not adverse to some of its payments being used for
officer
compensation;
NOW,
THEREFORE, in consid