Salesforce.com 2010 Annual Report Download - page 119

applications, as described by the User Guide. The parties may agree to amend Exhibit A from time to time in accordance with Section 17(h).
(f) "Support" means the customer support service packages offered by SFDC from time to time to facilitate a Customer's use of the Service, and
described at http://www.salesforce.com or other designated websites as provided by SFDC.
(g) "Territory" means North America, Latin America and the Caribbean.
(h) "User Guide" means the online user guide for the Service, accessible via http://www.salesforce.com, as updated from time to time.
(i) "Users" means a Customer's employees, representatives, consultants, contractors or agents who are authorized to use the Service and have been
supplied user identifications and passwords by Customer (or by SFDC or Reseller at Customer's request).
2. Resale Rights and Obligations.
(a) Authorization to Resell. SFDC hereby grants to Reseller the nonexclusive, nontransferable, nonsublicensable right to resell the Service to
Customers in the Territory.
(b) No Sub-Distributors. Reseller shall not authorize any other company or entity to resell the Service (for example, as a sub-distributor) without
SFDC's prior written consent.
(c) Customer Agreements. Reseller must ensure that each Customer has entered into a written agreement with Reseller containing the end user
subscription terms set forth in Exhibit B, before an order for that Customer is submitted to SFDC.
(d) One Edition per Customer Contract. Reseller shall not permit any Customer to subscribe to more than one edition of the Service (for example,
Professional Edition, Team Edition or Enterprise Edition) under a single contract or in a single "org."
(e) Internal Use Subscription. During the term of this Agreement, Reseller shall purchase and maintain subscriptions for the Enterprise Edition of
the Service for Reseller's own internal use in a quantity at least equal to the total number of Reseller's SFDC-dedicated employees targeted for
that year. Pricing for such internal use licenses shall be mutually agreed upon in writing in an applicable Order Form. This Agreement does not
otherwise grant Reseller any internal use subscription for the Service or Support.
3. Marketing Rights and Obligations.
(a) Authorization to Demonstrate and Market. SFDC hereby grants to Reseller the nonexclusive, nontransferable, nonsublicensable right to
demonstrate and market the Service and Basic Support to Customers in the Territory during the term of this Agreement.
(b) Press Releases. Each party may issue a press release announcing the relationship contemplated under this Agreement, provided each such press
release shall be subject to the other party's prior written approval, not to be unreasonably withheld or delayed.
(c) Promotion of Service. Reseller shall propose a SFDC-based solution to all of its Customers that lack an existing CRM solution.
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