exhibit 10. 2 patent exclusive license and assignment agreement this patent exclusive license and assignment agreement ( this “ agreement ” ) is made as of april _ _ _ _, 2022 ( the “ effective date ” ), by and between xeriant, inc., a nevada corporation ( “ xeriant ” ) with its principal executive office at innovation center # 1, 3998 fau boulevard, suite 309, boca raton, florida 33431, registered in the office of the state of nevada secretary of state, entity number e0649622009 - 0 ; and movychem, s. r. o, a slovakian limited liability company ( “ movychem ” or “ assignor ” ) with its registered office at svabska 1433 / 2, 951 31 mocenok, the slovak republic, identification no. 46515224 registered in the commercial register maintained by the no. 28814 / t district court trnava ; ( hereinafter referred to collectively as the “ parties ” and individually as a “ party ” ). recitals whereas, movychem has developed and invented and owns or holds several granted patents and pending patent applications pertaining to its retacell technology, with retacell technology being defined to mean thermal and / or fire protection chemical agents ; whereas, the parties contemporaneously with this agreement are signing a joint venture agreement for establishing and entering into a joint venture to initially exclusively license and then to hold the current and future retacell technology and retacell technology related worldwide patents, patent applications, copyrights and trade secrets ( collectively “ movychem patents ” ) currently owned by movycehm or developed / invented / created after the effective date by movychem and to issue licenses and sublicenses therefore ; whereas as part of the joint venture, after payment by xeriant to assignor in the amount of $ 2, 000, 000 under the terms specified in the joint venture agreement, assignor has agreed that that terms of this agreement will automatically and immediately cause, without any further action required by assignor, the irrevocable transfer and assignment by assignor to the joint venture entity ebenberg, llc ( “ ebenberg ” or assignee ” ) ( a state of florida, limited liability company ) of all of its rights, title and interest, on a worldwide basis in and to