An authorized dealer has the right to purchase for resale from Quantum Films copies of the software at a discount of 40%. Authorized Dealers must have a valid RESALE CERTIFICATE on file with Quantum Films prior to any sales being processed.

The authorized dealer shall be responsible for providing all technical support to his own clients. When he can not provide such support himself Quantum films will provide back up support thru the dealer to their clients.

Quantum Films sole responsibility to the authorized dealer shall be to provide the software on a timely basis and to provide support and warranties as detailed in the software license agreements.

Quantum Films gives a thirty day guarantee which states that it will give a refund in full upon receipt of the product within thirty days of purchase. Product must be returned in resalable condition and if product had been installed to a hard disk it is the responsibility of the buyer to UNINSTALL the product in order to receive full credit for the return. A one time restocking charge of $ 25 is made. Products returned must be returned to dealer and it is the dealers sole responsibility to collect shipping and restocking fees if any and to confirm that software has been UNINSTALLED. Dealer will receive credit for returned software when it is received by Quantum Films. Dealer must return product to Quantum Films within sixty days of initial sale. Quantum Films will provide a replacement for the returned product at no cost to the dealer. Cost of shipping is the responsibility of the dealer.

Authorized dealer shall make no representation concerning Quantum Films software except those representations contained in Quantum Films brochures and other quantum films documentation.

Authorized dealer shall not use Quantum Films Software logo, or any of its product trademarks on any of its advertising brochures or promotional material without prior written consent from Quantum Films.

Authorized dealer shall submit to Quantum Films all advertising or promotional material to be distributed or used pursuant to this agreement for Quantum Films written approval prior to such use or distribution.

Each party to this agreement shall bear its own costs and expenses.

Quantum Films shall provide, at reasonable cost, brochures and other promotional material and information to the authorized dealer.

Authorized dealer hereby indemnifies Quantum Films and holds Quantum Films harmless against any and all demands, claims, causes of action, or suits of any kind or nature including reasonable attorney fees and cost of litigation, based on or arising from Authorized dealer performance under this agreement including, but not limited to misrepresentations or unauthorized promises made with respect to the software of any other services or products provided by Quantum Films.

Quantum Films hereby indemnifies the Authorized dealer and holds the Authorized dealer harmless against any and all demands, claims, causes of action, or suits of any kind or nature, including reasonable attorneys fees and cost of litigation, based on or arising from the failure of Authorized dealer to meet the warranties of Quantum films as stated in the software licence agreement.

These agreements are conditioned on the following actions by the party asserting the right to indemnify.

i Provision of a written notice to the other party of the demand, claims, causes of action or suit.
ii cooperation in the defense thereof; and
iii prior written consent of the indemnifying party to any settlement or offer to settlement.

This agreement shall be governed by the laws of the state of California, U.S.A.

In witness whereof the parties have executed two duplicate originals of this agreement (one for each party to retain) by their duly authorized representatives.

Signature______________________________________ Date________________

Print Name ___________  ________Title_________________________________

COMPANY NAME: _____________________________