ModelRight

This Software Distribution Agreement ("Agreement") is made between ModelRight, Inc. ("Software Owner") and Distributor (each, a "Party"; together, the "Parties").
Grant and Reservation of Rights.
License to Use & Distribute. Software Owner grants Distributor and Distributor`s authorized sales agents ("Channel Partners") the right and license to use, distribute, copy (in connection with electronic distribution only), market and license in any media throughout the world (including CDs, Springboard modules, CompactFlash cards, the world wide web, and other commercially acceptable means) the computer programs and user manuals (collectively, "Software"), now or later owned by Software Owner.
Trademark License. Software Owner grants Distributor a nonexclusive, worldwide, royalty-free right and license to use its trademarks, trade names, service marks, logos or other identifying or distinctive marks (collectively, "Marks"), provided that Distributor will comply with Software Owner`s trademark usage guidelines.
Distribution. Distributor, at its sole discretion and at any time, may refuse to distribute any piece of Software from Software Owner that it deems inappropriate. In addition, Distributor, at its sole discretion and at any time, reserves the right to choose which Value Added Channel or Channels, as described in Exhibit B ("Channels"), if any, to distribute the Software.
Demonstration License. Software Owner grants Distributor a royalty-free nonexclusive right and license to use, publicly display, publicly perform, and duplicate the Software either directly by Distributor`s employees or through Distributor`s Channel Partners solely for the purpose of marketing or demonstrating the Software to prospective customers. Such marketing or demonstration efforts may include demonstrating the Software online via an Internet accessible emulation device, webcasting, or other means.