UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 0R 15 (D) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): March 14, 2018

 

Bravatek Solutions, Inc.

(Exact name of registrant as specified in its charter)

 

Colorado

(State or Other Jurisdiction of Incorporation)

 

000-1449574

 

32-0201472

(Commission File Number)

 

(IRS Employer Identification No.)

 

 

2028 E Ben White Blvd, Suite 240-2835, Austin, Texas

 

78741

(Address of Principal Executive Offices)

 

(Zip Code)

 

(866) 204-6703

(Registrant’s telephone number, including area code)

 

_____________________________________________ 

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

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

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

 

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

 

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

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company o

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

 

 
 
 
 

 

Item 8.01 Other Events.

 

On March 14, 2018, Bravatek Solutions, Inc. (the “Company”) entered into a Strategic Alliance Agreement with OrangeHook, Inc. (“OrangeHook”), a Florida corporation engaged in the business of providing identification authentication and credentialing software, for the purpose of promoting OrangeHook’s relevant capabilities, products and/or service solutions, and pursuant to which OrangeHook will cross-promote the Company’s products and services, and the Company will be paid sales commissions in the range of 10%-20% of project revenue for clients introduced by the Company, registered with OrangeHook, and delivered through the Company or a OrangeHook-designated distribution affiliate or sales channel.

 

The foregoing description of the agreement and its terms is qualified in its entirety by the full text of the agreement, which is filed as Exhibit 99.1 to, and incorporated by reference in, this report.

 

Item 9.01 Financial Statements and Exhibits.

 

The exhibit listed in the following Exhibit Index is filed as part of this report:

 

99.1 Strategic Alliance Agreement dated March 13, 2018.

 

 
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SIGNATURES

 

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.

 

 

  BRAVATEK SOLUTIONS, INC.
       
Date: March 14, 2018 By: /s/ Thomas A. Cellucci

 

 

Thomas A. Cellucci  
    Chief Executive Officer  

 

 

 

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  EXHIBIT 99.1

 

Strategic Alliance Agreement

 

This agreement is made and entered into this 13th day of March, 2018 by and between Bravatek Solutions, Inc., a corporation organized under the laws of the State of Colorado, ("Bravatek"), with an address at 2028 E. Ben White Blvd., Unit #240-2835, Austin, Texas 78741 and OrangeHook, Inc. (“COMPANY"), a corporation organized under the laws of Florida, with an address at 319 Barry Avenue South, Suite 300, Wayzata, MN 55391.

 

Whereas, Bravatek is a corporation, which has technical expertise in security-related software, tools and systems/services (including telecom services) to support, deploy and test its current and potential customers’ most critical initiatives.

 

Whereas, COMPANY a corporation engaged in the business of providing Identification authentication and credentialing software .

 

Whereas, the parties desire to enter into a business relationship which will designate Bravatek as the project based business partnership channel for governmental and non-governmental departments / agencies / units for the purpose of promoting COMPANY’s relevant capabilities, products and/or service solutions. Now therefore, the parties mutually agree to enter into a strategic alliance under the following terms and conditions:

 

1) Duties of Bravatek

 

Bravatek agrees to serve as a non-exclusive project sales lead finder for COMPANY. In this capacity, Bravatek will use its best efforts to provide the following services to COMPANY.

 

 

a. Promote, market and introduce the Products to prospective clients in the government space nationwide.

 

 

 

 

b. Provide a quarterly Pipeline or project information leads report to COMPANY on a monthly basis which contains a 3-month rolling forecast of potential sales.

 

 

 

 

c. Follow-up on on-going project leads that COMPANY is actively engaged with or believes is appropriate.

 

 

 

 

d. Provide COMPANY with any promotional materials, technical papers, white papers, proposals, etc. prior to publication or delivery to prospective clients.

 

 

 

 

e. Will not market, introduce or attempt to sell Products to prospective clients in the government space in violation of COMPANY’s contractual obligations with other strategic partners, a list of which COMPANY will provide Bravatek from time to time as necessary.

 

2) Duties of COMPANY

 

COMPANY agrees to use its best efforts to promote and support project lead finding and after-sales support of Bravatek by:

 

 

a. Listing Bravatek in all appropriate sales and marketing materials as a non-exclusive alliance partner (with focus of government customers)

 

 

 

 

b. Provide timely responses to both technical and administrative questions posed by Bravatek.

 

 

 

 

c. Promote Bravatek’s product and service offerings whenever possible.

 

 

 

 

d. Aid Bravatek in the writing of any technical/marketing/sales documents when requested and participate in mutually-agreed upon sales calls.

 

 

 

 

e. Provide Bravatek with co-branded marketing material that can be emailed or handed to prospective clients.

 

 
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3) Obligations of the Parties

 

Bravatek and COMPANY agree to jointly:

 

 

a. Develop and implement a joint Product Solution and Application Strategy whereby targeted markets/potential client-types/applications are mutually agreed upon;

 

 

 

 

b. Support each other in all agreed-upon technical, marketing and promotional efforts;

 

 

 

 

c. Develop a joint strategy for developing new product/services/capabilities to mutually benefit both parties;

 

 

 

 

d. Utilize each other as Preferred Vendors for services whenever possible upon mutual agreement.

 

4) Compensation

 

When custom Products are designed, developed and to be delivered to Bravatek-identified perspective clients, the parties shall agree to a proposed sales price for use during the project in writing prior to the commencement of each project.

 

For any Product or Solution sold to any perspective clients introduced by Bravatek registered with COMPANY via email to COMPANY’s CEO, James Mandel, and delivered through Bravatek or a COMPANY-designated distribution affiliate(s) or sales channel(s), Bravatek will receive a lead-finder fee, to be mutually discussed and finally decided by COMPANY at the range of minimum of 10% to maximum of 20% of project revenue, with an exact fee to be depending upon the overall project sales margin and cost of development and delivery of each project, payable NET 30 days after each client payment on delivered products received at COMPANY’s bank account.

 

5) Confidentiality

 

"Confidential information" shall mean any and all technical and non-technical information, documents and materials related to client projects of party and products, services and business of each of the parties. COMPANY and Bravatek agree to maintain in strict confidence and not to disclose or disseminate, or to use for any purposes other than performance of the projects, the Confidential Information disclosed.

 

 
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The obligation of non-disclosure shall not apply to the following:

 

 

a. Information at or after such time that is publicly available through no fault of either party

 

 

 

 

b. Information at or after such time that is disclosed to either party by a third party entitled to disclose such information

 

 

 

 

c. Information which is required by law to be disclosed to federal, state or local authorities.

 

6) Term of Confidentiality

 

For a period of five (5) years after termination of this Agreement, the parties shall treat as confidential all information and take every reasonable precaution and use all reasonable efforts to prevent the unauthorized disclosure of the same. The parties agree to take all steps reasonably necessary and appropriate to ensure that their employees, agents, and/or assistants treat all information as confidential and to ensure that such employees, agents, and/or assistants are familiar with and abide by the terms of this Agreement.

 

7) Term

 

The term of this Agreement is twelve (12) months from the date hereof, unless renewed in writing by the parties. for one (1) additional twelve month period unless either party shall notify the other in writing of its intention not to renew. This Agreement may also be terminated by either party upon ninety (90) days written notice.

 

8) Notices

 

Any notices required under this Agreement shall be delivered to:

 

Bravatek Technologies, Inc.

2028 E. Ben White Blvd.

Unit #240-2835

Austin, Texas 78741

 

OrangeHook, Inc.

319 Barry Avenue South, Suite 300
Wayzata, MN 55391

 

9) Governing Law

 

This Agreement is entered into in the State of Minnesota and shall be interpreted according to the laws of the State of Minnesota.

 

 
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10) Indemnification

 

COMPANY shall indemnify Bravatek, its directors, officers and employees, for any and all damages, costs, expenses, and other liabilities, including reasonable attorney's fees and court costs incurred in connection with any third-party claim, action or proceeding arising from the negligence or intentional misconduct of COMPANY or breach of COMPANY of any of its obligations under this Agreement.

 

Bravatek shall indemnify COMPANY, its directors, officers and employees, for any and all damages, costs, expenses, and other liabilities, including reasonable attorney's fees and court costs, incurred in connection with any third-party claim, action or proceeding arising from the negligence or intentional misconduct of Bravatek or breach of Bravatek of any of its obligations under this Agreement.

 

11) Modifications

 

No changes or modifications of this Agreement or any of its terms shall be deemed effective unless in writing and executed by the parties hereto.

 

12) Assignment

 

This Agreement shall not be assignable by either party without the prior written consent of the other party.

 

13) Entire Agreement

 

This Agreement represents the complete and entire understanding between the parties regarding the subject matter hereof and supersedes all prior negotiations, representations, or agreements, either written or oral, regarding this subject matter.

 

This Agreement shall not be considered accepted, approved or otherwise effective until signed by the appropriate parties.

 

 

Bravatek Technologies, Inc.

  OrangeHook, Inc.  

 

 

 

 

By:

/s/ Thomas A. Cellucci   By: /s/ Jim Mandel  

 

 

 

 

 

 

Name:

Thomas A. Cellucci   Name: Jim Mandel  

 

     

Title:

Chairman & CEO

 

Title:

 

 

 

 

 

 

 

 

Date:

March 14, 2018

 

Date:

March 14, 2018

 

 

  

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