0000950134-07-012375 Sample Contracts

SECOND AMENDED AND RESTATED TECHNICAL COLLABORATION AGREEMENT
Technical Collaboration Agreement • May 25th, 2007 • Novell Inc • Services-prepackaged software • New York

This Second Amended and Restated Technical Collaboration Agreement (“Agreement”) is entered into as of November 2, 2006 (“Effective Date”) between Novell, Inc., a Delaware corporation with principal offices at 404 Wyman Street, Waltham, Massachusetts 02451 (“Novell”) and Microsoft Corporation, a Washington corporation with principal offices at One Microsoft Way, Redmond, WA 98052-6399 (“Microsoft”).

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MICROSOFT – NOVELL PATENT COOPERATION AGREEMENT
Patent Cooperation Agreement • May 25th, 2007 • Novell Inc • Services-prepackaged software • New York

This patent cooperation agreement (“Agreement”) is effective as of November 2, 2006 (“Effective Date”) by and between Microsoft Corporation, a Washington corporation having a primary place of business at One Microsoft Way, Redmond, Washington, USA 98052, and Microsoft Corporation’s Subsidiary, Microsoft Licensing, GP, a Nevada General Partnership having its primary place of business at 61000 Neil Road, Reno, Nevada, USA 89511 (“MLGP”) (collectively, “Microsoft”), and Novell, Inc., a Delaware corporation having a primary place of business at 404 Wyman, Waltham, Massachusetts, USA 02451 (“Novell”). Microsoft and Novell are herein referred to separately as “a party” or collectively as “the parties” and when capitalized as “Party” or “Parties” also includes their respective Subsidiaries.

Microsoft Corporation Tel 425 882 8080 One Microsoft Way Fax 425 936 7329 Redmond, WA 98052-6399 http://www.microsoft.com/
Novell Inc • May 25th, 2007 • Services-prepackaged software

We wish to confirm that the attached form of Patent Cooperation Agreement (“PCA”), which incorporates corrections to the form of PCA executed on November 2, 2006, constitutes the Patent Cooperation Agreement between Microsoft Corporation and Novell, Inc. dated as of November 2, 2006. The form of PCA executed on November 2 shall be of no force or effect.

FIRST AMENDED AND RESTATED BUSINESS COLLABORATION AGREEMENT
Business Collaboration Agreement • May 25th, 2007 • Novell Inc • Services-prepackaged software • New York

This First Amended and Restated Business Collaboration Agreement (“Agreement”) is entered into as of November 2, 2006 (“Effective Date”) between Novell, Inc., a Delaware corporation with principal offices at 404 Wyman Street, Waltham, Massachusetts 02451 (“Novell”) and Microsoft Corporation, a Washington corporation with principal offices at One Microsoft Way, Redmond, WA 98052-6399 (“Microsoft”).

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