SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
____________________
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
Date
of
Report (Date of earliest event reported): May 16, 2006
Axial
Vector Engine Corporation
(Exact
name of registrant as specified in its charter)
|
Nevada
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000-49698
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20-3362479
|
|
(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
|
|
121
S W Salmon Street Suite 1100, Portland, OR
|
97204
|
|
(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: 503-595-5088
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___________________________________________________
(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:
|
[
]
|
Written
communications pursuant to Rule 425 under the Securities Act (17CFR
230.425)
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[
]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[
]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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[
]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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SECTION
1 - Registrant’s Business and Operations
Item
1.01 Entry
Into a Materially Definitive Agreement
On
May
16, 2006, the Company entered into a Confidential Settlement Agreement and
Mutual Release (the “Settlement Agreement”) with Patricia Wilks and Dennis
Palmer (the “Defendants”). The Settlement Agreement provides for a mutual
reconciliation of all disputes between the parties and the end of litigation
brought in the United States District Court, Central District of California
(the
“Court”) (Case No. CV04-8790-CBM).
Under
the
Settlement Agreement, the Defendants acknowledged and agreed that on or about
June 30, 2003 the Company acquired all right, title, assets, and interest to
Dyna-Cam Engine Corporation, including related web sites and domain names (i.e.,
www.dynacam.com).
Defendants also agreed that they would cease and desist from sending out emails
concerning the Company and those acting on its behalf. Further under the
Settlement Agreement, the parties agreed to permanently maintain a November
17,
2005 preliminary injunction restraining Defendants from:
| 1. |
displaying,
controlling, and/or operating the website or
any other domain containing the words “dyna-cam,” dynacam,” “Dyna-Cam,”
“Dynacam”;
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| 2. |
exhibiting
any display, product, and advertisement bearing the mark Dyna-Cam,
“Dyna-Cam Engine,” or “Dyna-Cam Engine Corporation”;
and
|
| 3. |
making,
using, selling, marketing, and offering for sale, and conducting
business
certain products using the name(s) and mark(s) containing the words
“dyna-cam,” dynacam,” “Dyna-Cam,”
“Dynacam.”
|
In
addition, the parties entered into a mutual release of claims, agreed to
extinguish the pending litigation, bear their respective fees and costs, and
provide for liquidated damages in the event of a breach of the Settlement
Agreement.
On
June
12, 2006, the Court signed a stipulation among the parties to convert the
November 17, 2005 preliminary injunction into a permanent injunction.
Thereafter, on June 22, 2006, the Court signed a stipulation among the parties
to dismiss the action.
A
copy of
the Settlement Agreement is filed as Exhibit 10.1 to this Current
Report.
SECTION
9 - FINANCIAL
STATEMENTS AND EXHIBITS
Item
9.01
2
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.
Axial
Vector Engine Corporation.
/s/
Raymond
Brouzes
Raymond Brouzes
Chief Executive Officer, Chief Financial Officer,
and
Director
Date:
June 28, 2006
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