Maryland Computer Software Distribution Agreement between Navarre Corp. and Caldera Systems, Inc. The Maryland Computer Software Distribution Agreement between Navarre Corp. and Caldera Systems, Inc. is a legally binding contract that governs the distribution of computer software products in the state of Maryland. This agreement outlines the terms and conditions under which Navarre Corp., acting as the distributor, will distribute Caldera Systems' software products to customers within Maryland. The agreement begins by providing a detailed description of the parties involved, including their legal names, addresses, and contact information. It establishes that Navarre Corp. is the distributor, while Caldera Systems, Inc. is the software developer and owner of the products being distributed. The agreement further identifies the specific software products that are subject to distribution, including their titles, version numbers, and any related documentation or marketing materials. The terms of distribution are specified, such as the rights and limitations granted to Navarre Corp. to market, sell, and distribute the software within Maryland. Key clauses in the agreement include: 1. Territory: The agreement defines the geographic scope of distribution, limited to the state of Maryland. It clarifies that Navarre Corp. is solely responsible for the distribution within this specified territory. 2. Rights and Obligations: The agreement details the rights and obligations of both parties. Navarre Corp. is granted the non-exclusive right to distribute Caldera Systems' software products, while Caldera Systems agrees to provide support, documentation, and updates to ensure the products' integrity and functionality. 3. Purchase and Sale Terms: The agreement describes the purchase and sale terms, including pricing, payment schedules, and any applicable taxes or fees. It also outlines the process for ordering, invoicing, and delivery of the software products. 4. Intellectual Property: This section clarifies the ownership and protection of intellectual property rights. It specifies that Caldera Systems retains all intellectual property rights related to the software products, while Navarre Corp. acknowledges these rights and agrees not to infringe upon them. 5. Confidentiality: Both parties agree to maintain the confidentiality of any proprietary or sensitive information exchanged during the course of the agreement. 6. Term and Termination: The agreement stipulates the initial term of the distribution agreement and outlines the conditions under which either party can terminate the agreement, such as breach of contract or insolvency. Types of Maryland Computer Software Distribution Agreement between Navarre Corp. and Caldera Systems, Inc.: 1. Exclusive Distribution Agreement: This type of agreement grants Navarre Corp. the exclusive rights to distribute Caldera Systems' software products within Maryland. This means that no other distributor or competitor can distribute the same products in the designated territory. 2. Non-Exclusive Distribution Agreement: In contrast to the exclusive agreement, the non-exclusive distribution agreement allows Navarre Corp. to distribute Caldera Systems' software products alongside other distributors, potentially expanding the reach and availability of the products within Maryland. 3. Limited Term Distribution Agreement: This agreement has a fixed term, after which it automatically expires unless renewed by both parties. It is often used for short-term or specific product-focused distribution arrangements. These different types of Maryland Computer Software Distribution Agreements offer flexibility in the distribution model and enable Navarre Corp. and Caldera Systems, Inc. to tailor their partnership to suit their business objectives and market strategies.