SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): February 9, 2018
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of
incorporation or organization)
344 S. Hauser Boulevard, Suite 414
Los Angeles, California 90036
(Address of principal executive office, including zip code)
(Registrant’s telephone number, including area code)
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:
|[ ]||Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)|
|[ ]||Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)|
|[ ]||Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))|
|[ ]||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 [X]
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. [ ]
Item 1.01. Entry into a Material Definitive Agreement.
On February 9, 2018 we entered into an agreement with MARKETO, INC. (“Marketo”) with an effective date of April 1, 2018, (the “Agreement”). Marketo describes itself as ‘the leading Engagement Platform that empowers marketers to create lasting relationships and grow revenue. Consistently recognized as the industry’s innovation pioneer, Marketo is the trusted platform for thousands of CMOs thanks to its scalability, reliability, and openness. Marketo is headquartered in San Mateo, CA, with offices around the world, and serves as a strategic partner to large enterprise and fast-growing organizations across a wide variety of industries’.
Pursuant to the Agreement, we will integrate our notifiCRM interactive video messaging technology (“notifiCRM”) into the Marketo Engagement Platform, in accordance with, and pursuant to, the ‘ACCELERATE Partners Program’ under Marketo’s ‘The LaunchPoint Technology Partner Program’ (collectively, the “Partner Program”). The Agreement provides, among other things, that in accordance with the terms of the Partner Program, Marketo Account Executives, Marketo Customer Service Managers, and Marketo Solution Consultants will be incentivized by Marketo to sell notifiCRM to existing and prospective Marketo customers.
Once integration of notifiCRM into the Marketo Engagement Platform is complete, all Marketo customers (existing and future) that pay an additional per user fee (discussed below), will have the ability to create, edit, send, and track notifiCRM interactive video messaging seamlessly through the Marketo Engagement Platform.
The Agreement is for an initial term of one year, but renews automatically for successive one-year terms, unless sooner terminated in accordance with the termination provisions set forth in the Agreement.
Pricing is yet to be finalized, but it is estimated that the integrated notifiCRM feature set will be offered at a minimum floor price of not less than $5,000 (or such higher price, depending upon the requested features and functionality) per enterprise user, per quarter, (the “notifiCRM Fee”) which is in addition to the price each such user pays for the Marketo Engagement Platform. The Agreement provides that the notifiCRM Fee will be shared between us and Marketo as follows: 80% to us and 20% to Marketo.
The Agreement contains covenants, representations and warranties of us and Marketo that are typical for agreements of this type, including, among other things, provisions for confidentiality, intellectual property, and the licensed use of each other’s trademarks for marketing purposes. The Agreement is non-exclusive. It is currently contemplated that once the application is available to be marketed to Marketo customers, the parties will prepare and distribute a joint press release.
The foregoing description of the terms of the Agreement, does not purport to be complete and is subject to and qualified in its entirety by reference to the Agreement itself, the terms of which are incorporated herein by reference. The benefits and representations and warranties set forth in such document (if any) are not intended to and do not constitute continuing representations and warranties of us or any other party to persons not a party thereto.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this current report to be signed on its behalf by the undersigned hereunto duly authorized.
|Date: February 12, 2018|
|By: “Rory J. Cutaia”|
|/s/ Rory J. Cutaia||Name: Rory J. Cutaia|
|Title: Chairman and Chief Executive Officer|