The licensor has developed the software included in this software distribution agreement and the Licensee has expressed an interest to become a distributor of the software. In consideration of these facts, the Licensor and Licensee agree to abide by the following terms for the duration of this software distribution agreement.

Sub License

• Licensee shall not grant their right to distribution to any other party without prior written approval from the Licensor.
• Should additional parties be approved as additional sub-distributors, those parties shall be bound by the terms of this software distribution agreement.
• The Licensor shall maintain total ownership of all intellectual property related to the software being distributed.
• This is inclusive of any upgrades, symbols, copyrighted images and documents within this software distribution agreement.

Release

• The Licensor will release the software with all testing completed prior to the agreement date to the licensee.
• The Licensor shall, to the best of their ability, keep all software related to this software distribution agreement up to date and operational throughout the term of this agreement.

Support and Training

• Licensee will remain responsible for all the onsite and offsite support needs resulting from the training of the software.

Hardware Sell

• The Licensee will have all the right to sell hardware like Printer, QR Code Scanner etc. which can be integrated with the product.
• The sales and deal between the licensee and school will solely remain between them. However, the sales of GPS will solely be of the licensor.

Marketing

• The Licensee is solely responsible for any advertising cost associated with software distribution.
• However, the Licensor will provide the advertising materials including banners, Digital and Physical copy of Brochures and Proposals for advertising services.
• Any Licensee material used for advertising must be previously approved by the Licensor.

Rights, Duties and Responsibilities

• Contract, billing, onsite and offsite support, submission of contract of each school before adding an app (compulsory except for some uncertain situations), deposit

Reseller Exclusivity

• During the term of this agreement the licensor is in agreement not to sell or provide the software to any third party individuals.
• As long as this software distribution agreement is in term these exclusivity rights will remain in effect and no third party shall be allowed to promote, sell, or distribute the software mentioned in this agreement.

The Licensee will be provided a license to distribute, advertise, and market the software covered in this software distribution agreement in Pokhara, Nepal.

This shall include any upgrades, changes, or enhancements done to the software during and after the term of this agreement.