UNITED
STATES
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) July
1, 2008
ACTIGA
CORPORATION
(Exact
name of registrant as specified in its charter)
Nevada
(State
or
other jurisdiction of incorporation)
000-52323
(Commission
File Number)
39-2059213
(IRS
Employer Identification No.)
871
Marlborough Avenue, Suite 100, Riverside CA 92507
(Address
of principal executive offices and Zip Code)
951-786-9474
(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:
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))
| Item
1.01. |
Entry
into a Material Definitive Agreement
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On
July
1, 2008, Aptus Games Corporation., (“Aptus”), a wholly-owned subsidiary of
Actiga Corporation, entered into a License Agreement (the “Agreement”) with CBS
Interactive, Inc. (“CBSI”). Pursuant to the Agreement, the Company is granted a
nonexclusive, nontransferable, royalty-bearing, nonsublicensable, limited
license in the United States to: (a) use, reproduce and modify the Survivor
Properties (all capitalized terms have the meanings as set forth in the License
Agreement) for the purpose of developing, marketing, hosting and distributing
the Survivor Game and Hardware Controls for the Survivor Game; (b) to brand
the Survivor Game and the Hardware Controls with CBS Logos and display those
CBS
Logos in the Survivor Game; and (c) to use the CBS Logos for branding and
marketing of the Survivor Game and the Hardware Controls. Development of the
Survivor Game under the Agreement is to proceed based on development milestones
set forth in Exhibit A of the Agreement. The license grant above requires the
Company to obtain CBSI approval at each development milestone as well as to
obtain CBSI approval for use of the CBS Logos. In exchange for the license,
the
Company and CBSI have agreed to share revenue generated from the Survivor Game
as set forth in the License Agreement. The Company has also agreed to pay
certain Minimum Guarantee Fees to CBSI. The term of the Agreement is two years
from the day of execution.
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Item 9.01.
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Financial
Statements and Exhibits.
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Set
forth
below is a list of Exhibits included as part of this Current Report.
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*10.1
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CBSI/Aptus
License Agreement
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*
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Confidential
treatment is requested for certain portions of this exhibit pursuant
to 17
C.F.R. Sections 200.8(b)(4) and 240.24b-2.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
July
7,
2008
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ACTIGA CORPORATION |
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By: |
/s/ Amro
Albanna |
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Name:
Amro Albanna
Title:
CEO
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