LEGACY EDUCATION ALLIANCE, INC. (OTCMKTS:LEAI) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01
Development Agreement with T&B Seminars, Inc.
On December 23, 2019, Legacy Education Alliance Holdings, Inc., a Colorado corporation (“Holdings”) and a wholly owned subsidiary of Legacy Education Alliance, Inc., a Nevada corporation (the “Company”) entered into a Real Estate Education Training Program Development Agreement (the “Development Agreement”) with T&B Seminars, Inc. (“T&B”), an affiliate of Tarek El Moussa, to which Holdings and Tarek El Moussa agreed to develop and operate a seminar >
As consideration for the licensed rights under the Development Agreement, Holdings agreed to pay T&B base royalty percentages on cash sales of products to persons responding to a branded marketing campaign that uses the licensed intellectual property . Also, as consideration for Tarek El Moussa providing certain marketing support, Holdings agreed to pay T&B marketing royalty percentages on cash sales of products at live events and at online webinars to persons responding to a branded marketing campaign that uses the licensed intellectual property. Furthermore, as consideration for the exclusivity of the rights under the Development Agreement, commencing on the seventh month of the term of the Development Agreement, Holdings agreed that the monthly royalties paid to T&B will not be less than an agreed to amount.
The Development Agreement has an initial term of five years and will automatically renew thereafter for successive five-year terms unless either party provides prior written notice of termination no less than 90 days prior to the end of such five-year term.
Either party may terminate the Development Agreement upon written notice if the other party (a) has failed to remedy a breach within 30 days, (b) has become insolvent or makes an assignment for the benefit of creditors or becomes the subject of any bankruptcy or insolvency proceedings, and such proceedings are not vacated within 60 days of their initiation, or (c) ceases to do business. T&B may terminate the Development Agreement if the monthly royalties payable from cash sales do not exceed a minimum monthly royalty for six consecutive months. Holdings may terminate the Development Agreement (x) in the event Holdings is enjoined by a court of competent jurisdiction from using any of the licensed intellectual property, and (y) if Tarek El Moussa engages in illegal, immoral, or criminal conduct resulting in a felony conviction; or misrepresents or conceals anything in his background that could be detrimental to the value of the endorsement being made.
The foregoing description of the Development Agreement does not purport to be complete and is qualified in its entirety by reference to the text of such agreement. The Company plans to file the Development Agreement with its Annual Report on Form 10-K for the period ending December 31, 2019.
On December 30, 2019, the Company issued a press release announcing that it had entered into the Development agreement. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
(d) Exhibits
Legacy Education Alliance, Inc. Exhibit
EX-99.1 2 f8k122319ex99-1_legacyedu.htm PRESS RELEASE DATED DECEMBER 30,…
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About LEGACY EDUCATION ALLIANCE, INC. (OTCMKTS:LEAI)
Legacy Education Alliance, Inc., formerly Priced In Corp., is a provider of educational training on the topics of personal finance, entrepreneurship, real estate and financial markets investing strategies and techniques. The Company operates through four segments: the United States (U.S.), Canada, the United Kingdom (U.K.) and Other foreign markets. The Company’s programs are offered through a range of formats and channels, including free-preview workshops, basic training classes, symposiums, telephone mentoring, one-on-one mentoring, coaching and e-learning, mainly under the Rich Dad Education brand (Rich Dad). In addition to Rich Dad, the Company markets its products and services under a range of brands, including Martin Roberts, The Independent Woman, Women in Wealth and Brick Buy Brick. Its products and services are offered in the United States, Canada, the United Kingdom and other international markets.
