Academic License of the TOC Self Learning Programs

This Academic License agreement (Agreement) sets forth the terms and conditions under which _____________________ (Academic Licensee - must state the name of academic institution or university here) and Goldratt's Marketing Ltd. (GML) will engage.

AGREEMENT

1. LICENSE GRANT

Goldratt’s Marketing Ltd (GML) grants to Academic Licensee the non-exclusive, nontransferable rights to utilize the TOC-Self Learning Program (TOC-SLP) in their course(s) provided that the Academic Licensee requires EACH Student to purchase the TOC-SLP that will be used in the Academic Licensee’s course(s).

This agreement is effective through the period ending ____________, by which the agreement can be extended for one more year under acceptance of both parties. Academic Licensee will honor the pricing structure set by GML.

The TOC-SLP is composed of 8 volumes (1-Operations, 2-Finance and Measurements, 3-Project Management and Engineering, 4-Distribution and Supply Chain, 5-Marketing, 6-Sales and Buy-In, 7-Managing People, 8-Strategy and Tactics). Each volume is composed of a working notebook and four CD-ROMs for Single-User Individual usage ONLY.

Academic Licensee must sign a GSP Company License if Academic Licensee uses the TOC-SLP for any non-Academic training and/or consulting purposes.

2. PRICING AND PROVISION OF TOC-SLP

Students of Academic Licensee (Students) will pay an Academic price of US$34.00 per TOC-SLP, this does not including shipping & handling fees (regular price is US$149.00 per TOC-SLP).

The Students will receive this special academic price ONLY for the TOC-SLP that is required by the Academic Licensee’s course. For example, if the Academic Licensee requires the TOC-SLP #3 for Project Management & Engineering, then the Students can obtain only the TOC-SLP#3 for US$34.00. If the Students are interested to purchase any of the other TOC-SLP (#1,2,4,5,6,7 or 8), then the Students must pay the regular price of US$149.00 per TOC-SLP.

The Academic Licensee will provide GML with the total number of Students in their participating course(s) within the first week of the course. GML will monitor the Student utilization percentage (as determined by the number # of Students who have purchased the TOC-SLP divided by the total number of # Students in course) and if the Student utilization remains within a reasonable level (above 80%) this Agreement will continue.

Academic Licensee will pre-determine the provision of TOC-SLP for the Students. Options include:

1. Students can order the TOC-SLP directly at the GML website: http://www.toc-goldratt.com. Academic Licensee will receive a promotion code with ordering instructions for the Students. The promotion code is necessary in order for (1) students to receive the special Academic price of US$34.00 – it must be provided when ordering (2) GML to monitor the percentage of Student utilization and (3) GML to track one-time usage per Student.
2. Students can receive the TOC-SLP through the Academic Licensee’s bookstore. The terms and conditions of this Agreement will apply for the Academic Licensee’s bookstore. Additionally, the Academic licensee’s bookstore agrees to sell the TOC-SLP ONLY to the Students who are registered for the Academic Licensee’s course(s) associated with this Agreement. Orders for Academic Licensee’s bookstore must be pre-paid.
3. Any other provision of TOC-SLP for Students should be discussed and agreed, in writing, between GML and Academic Licensee prior shipment of the TOC-SLP.

After acceptance of this agreement, GML will provide one set of TOC-SLP to the Academic Licensee. The Academic Licensee will retain the TOC-SLP as long as this Agreement is in effect. If the Academic Licensee withdraws from this Agreement, then the TOC-SLP must be returned to GML in the same physical conditions they were delivered to Academic Licensee.

3. PROPRIETARY RIGHTS
Title to and ownership of the TOC-SLP shall at all times reside with Eliyahu M. Goldratt. Copyright laws and international treaty provisions protect the TOC-SLP and accompanying working notebooks provided by GML to Academic Licensee. Academic Licensee acquires no rights or licenses with respect to the TOC-SLP.

Academic Licensee commits not to duplicate or replicate the TOC-SLP material and will take any reasonable precautions to prevent others from doing so.

4. TERMS AND TERMINATION
The term of this Agreement will begin on the date of Academic Licensee’s signature. GML shall have the right to immediately terminate this Agreement for any breach of this agreement. Upon termination of this Agreement, Academic Licensee shall immediately return to GML at its own expense, all TOC-SLP material in Academic Licensee’s possession or under its control.