MICROSOFT — NOVELL PATENT COOPERATION AGREEMENT (Amended and Restated)Patent Cooperation Agreement • December 13th, 2010 • 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 include their respective Subsidiaries.
Background on Prior Joint Memoranda/Amendments: On November 2, 2006, Microsoft and Novell entered into a Business Collaboration Agreement (“Original BCA”). The Original BCA defines the terms and conditions under which Novell will sell to Microsoft for...Business Collaboration Agreement • December 13th, 2010 • Novell Inc • Services-prepackaged software
This Eighth Joint Memorandum: This Eighth Joint Memorandum (“BCA Amendment #8”) is written to memorialize certain BCA changes to enable Microsoft, using Prepaid Subscription Rights, to provide Basic Subscription Certificates (as defined below) to NEC Corporation (“NEC”). All capitalized terms not defined herein shall have the same meaning as set forth in the BCA.
PATENT PURCHASE AGREEMENTPatent Purchase Agreement • December 13th, 2010 • Novell Inc • Services-prepackaged software • Delaware
This PATENT PURCHASE AGREEMENT (“Agreement”) is entered into on November 21, 2010 (“Effective Date”), by and between CPTN Holdings LLC, a Delaware limited liability company (“Purchaser”), and Novell, Inc., a Delaware corporation (“Seller”).
ContractParticipation Agreement • December 13th, 2010 • Novell Inc • Services-prepackaged software
Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality requested. Omissions are designated as [***]. A complete version of this exhibit has been filed separately with the United States Securities and Exchange Commission.
Background: On January 16, 2007, Buyer and Supplier entered into a Participation Agreement (“Participation Agreement”). The Participation Agreement defines the terms and conditions under which Supplier will sell to Buyer for distribution to...Participation Agreement • December 13th, 2010 • Novell Inc • Services-prepackaged software
This First Joint Memorandum: This First Joint Memorandum (“Participation Amendment #1”) is entered into as of February 23, 2009 (“PA Amendment #1 Effective Date”) and is written to:
