THIS MARKETING AGREEMENT is entered into on 22 December 2024

Between

(1)            PARTY_1_NAME whose principal place of business is at PARTY_1_ADDRESS_SINGLE_LINE (the Principal)

(2)            PARTY_2_NAME whose principal place of business is at PARTY_2_ADDRESS_SINGLE_LINE (the Agent)

Whereas

(A)       The Principal is a development and management company that, among other things, designs, develops, and licenses IP solutions for the CUSTOMER;

(B) The Principal desires that certain of its IP solutions (the “Principal Products”) be licensed to Customers in a certain territory (the “Territory”) and that Agent act as Principal’s representative in connection with the promotion and sale of the Principal Products in TERRITORY (the "Territory" as defined below) under the terms and conditions of this Agreement; and

(C) The Agent has the ability to act as Principal’s representative in connection with the promotion and sale of the Principal Products in the Territory.

It is agreed as follows:

1.              Interpretation

1.1           In this Agreement, unless the context otherwise requires the following expressions shall have the following meanings:

Business Day means a day on which banks are open in TERRITORY for the transaction of business (excluding Saturday);

Confidential Information means all confidential information relating to a Party’s products, services, or business, including but not limited to business plans, product proposals, product development plans, prototypes, marketing plans, financial information, technical information, trade secrets, inventions, improvements, developments, works of authorship, know-how, ideas, data, schematics, designs, drawings, specifications, techniques, programs, systems, processes, and computer software (including all computer code), regardless of whether it is eligible for patent, copyright, trademark, trade secret, or other legal protection. This Agreement and its terms constitute Confidential Information;