PATENT LICENSE AGREEMENT

Exhibit 10.6

PATENT LICENSE AGREEMENT

THIS PATENT LICENSE AGREEMENT executed on this 30th day of June, 2003, by and between SYLVAN LEARNING SYSTEMS INC., a Delaware corporation, having its offices at 1001 Fleet Street, Baltimore, Maryland 21202, itself and on behalf of its successors and assigns (hereinafter collectively referred to as Sylvan), and EDUCATE, INC., a Delaware corporation, having its offices at 1001 Fleet Street, Baltimore, Maryland 21202, itself and on behalf of its successors and assigns (hereinafter collectively referred to as Educate), either or both of which may also hereinafter be referred to as the “Party” or “Parties,” respectively.

RECITALS

WHEREAS, each Party owns certain patents and patent applications, as hereinafter defined, relating to various educational systems and methods; and

WHEREAS, pursuant to ASSET PURCHASE AGREEMENT, the Parties desire to enter into a royalty-free cross-licence agreement with respect to their respective patents and patent applications to produce, offer, use, import, offer for sale and sell products and services in mutually agreed upon fields of use, as hereinafter defined;

NOW THEREFORE, in consideration of these premises and mutual covenants contained herein, the Parties agree as follows:

ARTICLE 1- DEFINITIONS

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ARTICLE 2 - LICENSE GRANT

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ARTICLE 3 – MAINTENANCE OF PATENTS

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ARTICLE 4 - RELEASES AND COVENANT NOT TO ASSERT

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ARTICLE 5 - TERMINATION

ARTICLE 6 – WARRANTIES AND REPRESENTATIONS

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ARTICLE 7 - INFRINGEMENT BY THIRD PARTIES

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ARTICLE 8 - INDEMNIFICATION

Subject to limitation of liability set forth in Article 9, each Party agrees to indemnify, defend and hold the other Party, and its officers, directors, shareholders, employees, agents, and representatives (each an “Indemnified Party”) harmless from and against any and all actions, suits, damages, claims, losses, costs, liabilities and expenses (including reasonable Attorneys’ Fees), arising as a result of or in connection with any third party claim caused by or arising from a Party’s breach of any of the representations or warranties in Article 6 provided: (i) the Indemnified Party promptly gives written notice of any claim to the indemnifying Party; (ii) at the indemnifying Party’s expense, the Indemnified party provides any assistance which the indemnifying Party may reasonably request for the defense of the claim; and (iii) the indemnifying Party has the right to control of the defense of the claim, provided, however, that the Indemnified Party shall have the right to participate in, but not control, any litigation for which indemnification is sought with counsel of its own choosing, at its own expense.

ARTICLE 9 - LIMITATION OF LIABILITY

EXCEPT FOR THE INDEMNIFICATION OBLIGATIONS SET FORTH IN ARTICLE 8, IN NO EVENT SHALL ANY PARTY BE LIABLE TO THE OTHER FOR ANY INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES SUFFERED OR INCURRED IN CONNECTION WITH THIS AGREEMENT OR THE LICENSES GRANTED HEREUNDER.

ARTICLE 10 - MISCELLANEOUS

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AGREEMENT shall be binding upon, and shall inure to the benefit of, the Parties and their respective successors and assigns.

(a) The Parties shall use their best efforts to resolve amicably any and all disputes, controversies, claims or differences (“DISPUTES”) relating to this AGREEMENT. If either Party gives written notice to the other Party that a DISPUTE has arisen, and the Parties are unable within five (5) days of such written notice to resolve the DISPUTE, then it shall be referred to the Chief Executive Officers (or their designees) of the respective

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Parties. If the Chief Executive Officers (or their designees) of the respective Parties are unable within five (5) days to resolve the DISPUTE, then either Party may submit the DISPUTE to arbitration in accordance with the provisions of this Article 10.10(b).

(b) Any DISPUTE that is not resolved pursuant to Article 10.10(a), shall be resolved by binding arbitration, which shall be administered by the American Arbitration Association (“AAA”) and shall be conducted in accordance with the Commercial Arbitration Rules of the AAA (the “RULES”), as such RULES may be amended from time to time, with the hearing locale to be Baltimore, Maryland, unless some other location and/or arbitrator are chosen by mutual consent of the Parties. A single neutral arbitrator (the “ARBITRATOR”) shall preside over the arbitration and decide the Dispute (the “DECISION”). The AAA shall use its normal procedures pursuant to the Rules for selection of the ARBITRATOR. The DECISION shall be binding, and the prevailing Party may enforce such decision in any court of competent jurisdiction. The Parties shall cooperate with each other in causing the arbitration to be held in as efficient and expeditious a manner as practicable and, in this connection, to furnish such documents and make available such Persons as the ARBITRATOR may request. The Parties have selected arbitration in order to expedite the resolution of DISPUTES and to reduce the costs and burdens associated with litigation. The Parties agree that the ARBITRATOR should take these concerns into account when determining whether to authorize discovery and, if so, the scope of permissible discovery and other hearing and pre-hearing procedures. Without limiting any other remedies that may be available under applicable law, the ARBITRATOR shall have no authority to award punitive damages. The ARBITRATOR shall render a DECISION within ninety (90) days after accepting an appointment to serve as ARBITRATOR unless the Parties otherwise agree or the ARBITRATOR makes a finding that a Party has carried the burden of showing good cause for a longer period. All proceedings and decisions of the ARBITRATOR shall be maintained in confidence, to the extent legally permissible, and shall not be made public by any Party or any ARBITRATOR without the prior written consent of all Parties to the arbitration, except as may be required by law. The expenses of the arbitration shall be

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borne by the non-prevailing party to the arbitration, including, but not limited to, the cost of experts, evidence and legal counsel.

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IN WITNESS WHEREOF, the Parties have caused this AGREEMENT to be executed by their duly authorized representatives.