MULTINATIONAL COPYRIGHT EXPLOITATION AGREEMENT

 

EXHIBIT 10.3

                 MULTINATIONAL COPYRIGHT EXPLOITATION AGREEMENT

Between

REALITY INTERACTIVE, INC., SUITE 400, 7500 FLYING CLOUD DRIVE, EDEN PRAIRIE, MN 
55344 USA

hereinafter referred to as "the Licensee"

and

THE INTERNATIONAL ORGANIZATION FOR STANDARDIZATION, ISO, 1, RUE DE VAREMBE, CASE
POSTALE 56, 1211 GENEVA, SWITZERLAND

hereinafter referred to as "the Licensor".

PREAMBLE

I    The licensor holds the copyright on ISO 8402:1994, ISO 9000-1:1994, ISO
     9001:1994, ISO 9002:1994, ISO 9003:1994, and ISO 9004-1:1994 in English and
     French.
     
II   The Licensee wishes to store these ISO standards in English and French in
     an electronic management software product (hereinafter referred to as "the
     product") which it wishes to market worldwide.
     
     
DEFINITIONS
     
For the purposes of this agreement, the following definitions, unless otherwise
stated, will mean the following:

- -     CUSTOMER:                Organization or company having purchased a copy
                               of the product

- -     DISTRIBUTE(D):           Market and sell

- -     FACSIMILE FORMAT:        Imagine-based text and graphics (raster-scanned
                               electronic format as opposed to free text
                               format).

- -     LICENSOR'S MEMBERS:      ISO national member bodies and correspondent
                               members

1     GRANTING OF LICENCE

1.1  The licensor grants to the Licencee the non-exclusive right to store and
     distribute worldwide, to the exception of the countries listed in the
     annex, the ISO standards in facsimile format listed in Preamble I above
     (hereinafter referred to as "the Licensed Standards") as part of the
     product.                  
     
1.2  The Licensor shall provide the Licencee with a copy of the ISO standards
     constituting the Licenced Standards.
     
     
2     INDICATION OF COPYRIGHT
     
2.1  The Licencee undertakes to affix to each copy of the Licenced product the
     following copyright notice:

     THIS MATERIAL IS REPRODUCED FROM ISO STANDARDS UNDER INTERNATIONAL
     ORGANIZATION FOR STANDARDIZATION (ISO) COPYRIGHT LICENCE NUMBER
     REAL/1CC/1997.  NOT FOR RESALE.  NO PART OF THESE ISO STANDARDS MAY BE
     REPRODUCED IN ANY FORM, ELECTRONIC RETRIEVAL SYSTEM OR OTHERWISE WITHOUT
     THE PRIOR WRITTEN CONSENT OF ISO, (CASE POSTALE 56, 1211 GENEVA 20,
     SWITZERLAND, FAX +41 22 734 10 79) OR OF THE ISO NATIONAL MEMBER BODIES.
     
2.2  The above notice in paragraph 2.1 should automatically appear on-screen and
     be printed on hard copies of the Licensed Standards.
     
     
3    LICENSOR'S COPIES
     
The Licensor and, upon request, the Licensor's members will receive for their
own use one copy of the product free of charge.

4    LICENSOR'S MEMBERS' RIGHTS
     
Under the terms of this Licence Agreement, the Licensor's member in the country
of distribution is entitled to become an official distributor of the product
under the same conditions as those granted to the distributors appointed by the
Licensee.

5    ROYALTIES

5.1  In Return for granting the licence, the Licensor will receive yearly
     royalties in respect of the total sales quantity of the product, the first
     year starting on 1 January, according to the following rules:

     -    An access fee for storing the text of Licensed Standard in the
          Licensee's computer system amounting to CHF 890.
     
     -    A base royalty fee of CHF 445 for each product distributed in each
          language version.  This royalty fee shall be reviewed in the event of
          a change in the price charged by ISO or in the event of a change in
          the edition number of the current standards.  The change shall take
          place on the first (1) of January for ISO price changes, and three (3)
          months after updates or revisions are provided under paragraph 6.2 to
          this Licence Agreement.

     -    The following cumulative volume discount royalty fees as shown in
          Table 1 shall be applied at the end of each quarter on the basis of
          the recorded number of products distributed.

                  TABLE 1 - VOLUME DISCOUNTS FOR PRODUCTS DISTRIBUTED

       NUMBER OF PRODUCTS DISTRIBUTED            BASE ROYALTY FEE BY UNIT
                 up to 50                             Base royalty fee
                51 to 100                             Base minus 10%
               101 to 200                             Base minus 20%
               201 to 300                             Base minus 25%
             301 and over                             Base minus 30%

In the case of networking (LAN only) the customer discounts, as shown in Table
2, shall be applied on the base royalty fee, established in Table 1, for the
second and any additional networked users for its site:

                    TABLE 2 - CUSTOMER DISCOUNTS FOR NETWORKED USERS

          NUMBER OF NETWORKED USERS                      AMOUNT
                        1                        1,75 x base royalty fee
                   2 to 5                        2,50 x base royalty fee
                  6 to 10                        4,50 x base royalty fee
                 11 to 15                        6,00 x base royalty fee
                 16 to 20                        7,50 x base royalty fee
                 21 to 35                        9,00 x base royalty fee
                 36 to 50                        12,5 x base royalty fee
              50 and over                        75% rebate on base royalty fee
                                                 x number of networked users

5.2  Any hard copies made shall be for the internal use of the customer only and
     shall be limited to one copy per networked user or per product distributed
     as defined in paragraph 5.1 Table 1 above.  These copies  may not be sold,
     traded or given to third parties.  Copies in addition to those allowed
     shall be purchased from the ISO Central Secretariat or from the Licensor's
     members.  The Licensee shall ensure that this paragraph is included in its
     agreements with its customers.

5.3  Payments are due quarterly, with the quarters ending 31 March, 30 June, 30
     September and 31 December.  This payment shall be made to the Licensor
     within thirty (30) days of the end of each quarter.  It shall be based on
     the total sales quantity reached during this period without deduction of
     the discounts shown in Tables 1 and 2 above.  Discounts shown in these
     tables shall be calculated at the end of each fiscal year ending 31
     December on the yearly sales quantity reached.  The payment for the last
     quarter shall deduct these discounts.  Amounts paid in excess shall be
     credited to the next quarter payment.  Each payment shall be accompanied
     with a statement, signed by an officer of the company, of the Licensee's
     account of the products distributed per country.
     
5.4  The Licensee shall provide at its own expense an audit report for each
     fiscal year prepared by an independent auditor who is bound by professional
     secrecy.

6    PROPERTY RIGHTS, INTEGRITY AND LIABILITY
     
6.1  All of the Licensor's standards and all copyrights, ownership and rights
     therein and thereto shall remain the sole and exclusive property of the
     Licensor.
     
6.2  The Licensor shall promptly provide the Licensee with new editions of the
     Licensed Standards, as soon as they are reissued.  The Licensee undertakes
     to update the product within three (3) months from receipt of the new
     editions of the Licenced Standards.
     
6.3  The Licensee shall be responsible for ensuring that the Licensed Standards
     have been correctly and accurately reproduced in each product.  The
     Licensor shall in no event be held responsible for the quality of the
     product and on no account be liable for any damages that may result from
     utilization of the Licensed Standards contained in the product.
     
6.4  The Licensee shall apply its best efforts to ensure that customers of the
     Licensed Standards are made aware that ISO standards are included for
     reference only and that official ISO standards are those available from
     Licensor's office and from the Licensor's members.  This undertaking shall
     be deemed discharged by the Licensee upon providing a written communication
     to its customers, in accordance with clause 2.1 of this agreement.
     
     
7    TRANSFER TO THIRD PARTIES
     
Without prior written permission on the part of the Licensor, the Licensee is
not authorized to transfer the licence or rights and obligations deriving from
the present agreement to third parties.  In the event of the Licensee's
obtaining permission from the Licensor for contracting out the manufacture or
distribution of the product to any subcontractor of the Licensee's choice, the
Licensee will guarantee that any such manufacturer, subcontractor or distributor
will abide by the terms of this agreement.  The Licensee will be liable to the
Licensor for any infringement on the part of the manufacturer, subcontractor or
distributor appointed by the Licensee.  The Licensee will immediately inform the
Licensor in writing of any violation.

8    DURATION, TERMINATION, APPLICABLE LAW AND VENUE

8.1  This Licence Agreement is valid for an initial period of two (2) years as
     from the date of signature.  Thereafter, it shall be automatically renewed
     for successive periods of one (1) year unless terminated by either party
     serving not less than six (6) months written notice, prior to its
     anniversary date.

8.2  Except as provided in paragraph 8.1, this Licence Agreement may be
     terminated by the parties only as follows:

     (i)   By written mutual agreement of the Licensor and the Licensee;
     
     (ii)  If the Licensee is declared a bankrupt, or makes an assignment for 
           the benefit of its creditors, or takes advantage of any insolvency
           law in its jurisdiction, or if a receiver or trustee be appointed for
           its property, or if it liquidates its business or if it ceases its 
           usual operations for any reason, this Licence Agreement shall 
           immediately come to an end on the happening of the event;

     (iii) By either party, in the event of a material breach of this Licence
           Agreement by the other party (other than a payment default), if such
           breach is not cured within thirty (30) days after written notice 
           thereof.

8.3  This Licence Agreement shall be governed exclusively by the laws of
     Switzerland and construed accordingly.  The courts of the Republic and
     Canton of Geneva shall have exclusive jurisdiction over any dispute arising
     out of or in connection with this Licence Agreement subject to the appeal
     to the Federal Tribunal in Lausanne.
     
     
9    STOCK CLEARANCE AFTER TERMINATION
     
The Licensee is entitled, upon termination of the licence agreement, to sell off
any remaining stocks of the product during a period of six (6) months as from
the date of termination.  All sales made during that period shall remain subject
to payment of the royalties specified in paragraph 5 above.  At the end of that
period, the Licensee shall destroy any remaining stock of the product and
confirm in writing that the destruction has been accomplished.

          /S/  Lawrence D. Eicher                     February 11, 1997
- -------------------------------------------          -------------------
For the International Organization for               Date
Standardization the Licensor

          /S/  Wesley W. Winnekins                    February 17, 1997
- -------------------------------------------          -------------------
For Reality Interactive, Inc.                         Date
the Licensee

ANNEX TO THE MULTINATIONAL COPYRIGHT EXPLOITATION AGREEMENT -
REAL/1CC/1997 - BETWEEN ISO AND REALITY INTERACTIVE, INC.

LIST OF COUNTRIES WHERE THE SALE IS PROHIBITED

United Kingdom

 

Basic Info X:

Name: MULTINATIONAL COPYRIGHT EXPLOITATION AGREEMENT
Type: Multinational Copyright Exploitation Agreement
Date: May 14, 1997
Company: EVOLUTION PETROLEUM CORP
State: Nevada

Other info:

Date:

  • January
  • March , 30 June
  • September
  • December
  • last quarter
  • next quarter
  • February 11 , 1997
  • February 17 , 1997

Organization:

  • For Reality Interactive , Inc

Location:

  • Licensee
  • Switzerland
  • Canton
  • Geneva
  • Lausanne
  • United Kingdom

Person:

  • Lawrence D. Eicher
  • Wesley W. Winnekins

Percent:

  • 10 %
  • 20 %
  • 25 %
  • 30 %
  • 75 %