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Document Preview Software License Agreement |
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Title: |
Software License Agreement |
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Entities: |
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Date: |
2005 |
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Preview shows 5KB of 55KB total |
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Price: |
$46 |
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ID: |
#1563419 |
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SOFTWARE LICENSE AGREEMENT
(the "Agreement")
(RUSH ONLINE)
THIS SOFTWARE LICENSE AGREEMENT (this "Agreement') is entered into on 10th day
of October 2004 by and between JC Entertainment Corp., a Korean corporation
organized and existing under the laws of the Republic of Korea, having its
principal office at 4th floor Rosedale Building, 724 Suseo-Dong, Kangnam-Ku,
Seoul 135-885, Korea ("Licensor') and Shanghai T2 Entertainment Co., Ltd.
(License) a Chinese corporation organized and existing under the laws of the
People's Republic of China, having its principal office at 12A, Civil Defense
Building, 593 Fu Xin MiddIe Road, Shanghai, China ("Licensee").
RECITALS
WHEREAS, Licensor has developed and possesses rights to a certain Game Title
which it refers to as "Rush Online"; and
WHEREAS, Licensee desires to license such certain Game Title for operating
online game service in the Territory and Licensor is willing to grant to
Licensee an exclusive license for such purposes on the terms and conditions set
forth herein.
NOW, THEREFORE, In consideration of the mutual agreements and covenants
contained herein, the parties agree as follows:
Section 1 Definition
For the purpose of this Agreement:
(a) "Business Day(s)" shall mean business day(s) of the commercial banks
in China.
(b) "Commercial Launch Date" shall mean the date when Licensee
commercially launches the Game Service in the Territory.
(c) "Confidential information" means Information that (i) is confidential
to the business of a party, including but not limited to, computer
software source code, technical documentation and information regarding
proprietary computer systems, marketing and product development plans,
financial and personnel information, and other business information not
generally known to the public, and (ii) is designated and identified as
such by a party, or which the other party should have reasonably known was
confidential.
(d) "Designated Locations" shall mean the particular locations set forth
in Exhibit (A) where Server Software is permitted to be used pursuant to
the terms and conditions of this Agreement.
(e) "Effective Date" shall mean the date on which this Agreement is
executed by Licensor and Licensee, or this Agreement is approved by the
Government of the People's Republic of China as contemplated in Section 15
hereunder whichever is later.
(f) "Error" shall mean a defect in the code or routine of the Licensed
Program making the software non-operational.
(g) "Exclusive License Fees" shall have the meaning as described in Clause
3.1 herein.
(h) "Game Service" shall mean the online game service to the Subscribers
in the Territory utilizing the Licensed Program and the Licensed
Materials.
(i) "Game Title" shall mean the name of the online game which is developed
by Licensor and licensed to Licensee under this Agreement.
(j) "Gold Master CD" shall mean a CD-ROM on which a localized version of
the Client Software is recorded and which is delivered to Licensee for
reproduction, sale and distribution to the Subscribers.
(k) "Net Sales Revenues" shall mean the total sales revenues earned by
Licensee from the sale of the Licensed Product's Points Cards and the
Client Software with deduction of distribution margin.
(l) "Improvement(s)" shall mean modifications, enhancements, updates, or
other changes to the Licensed Program and the Licensed Materials.
(m) "Intellectual Property" shall mean (i) patents, trademarks, service
marks, trade and business names, logos, slogans, characters and designs,
whether registered or not, and (ii) copyright, know-how, Confidential
Information, domain names and any other similar rights protected in any
country.
(n) "License Fees" shall mean either or both of the Software's Exclusive
License Fees and technical support and maintenance fees (Royalties) paid
by Licensee to Licensor in the operation period.
(o) "Licensed Materials" shall mean the user guides, server operating
manuals, education materials, product descriptions and specifications,
technical manuals and other materials included in or related to the
Licensed Program (including any characters, stories, sounds
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