APPOINTMENT AS A RESELLER. Subject to Reseller’s compliance with the terms and conditions of this Reseller Agreement (including, without limitation, payment of all applicable fees pursuant to Section 3 below), CSIdentity hereby appoints Reseller as an independent, non-exclusive reseller of its services as set forth and described on Exhibit A attached, as the same may be amended, supplemented or updated by agreement of the parties pursuant to this Reseller Agreement (collectively, the “Services”). Reseller’s customers of such Services shall be referred to herein as “Subscribers”. Reseller will use its reasonable best efforts to (a) maintain an organization of capable and competent service personnel to actively solicit and promote the [****] to all of Reseller’s Direct Subscribers and prospects for Identity Theft Services offerings as required in Section 2(i) (Identity Theft Minimum Payments) and (b) maintain and update, as reasonably necessary, a Website and adequate front end and/or back end processes to service such Subscribers and facilitate the integration and delivery of the Services to the Subscribers. Reseller represents that there are at least [****] Subscribers as of the date of this Reseller Agreement and that Reseller will maintain at least [****] Subscribers throughout the Term (as defined below) of this Reseller Agreement. Reseller shall have the right to offer the Services in bundles or on a stand alone basis, subject to the terms and conditions of Section 2(i) and the pricing described in Exhibit A. Reseller is free to set its own prices to its Subscribers.” NOTE: PORTIONS OF THIS EXHIBIT INDICATED BY “[****]” ARE SUBJECT TO A CONFIDENTIAL TREATMENT REQUEST, AND HAVE BEEN OMITTED FROM THIS EXHIBIT. COMPLETE, UNREDACTED COPIES OF THIS EXHIBIT HAVE BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION AS PART OF THIS COMPANY’S CONFIDENTIAL TREATMENT REQUEST.
Appears in 2 contracts
Samples: Reseller Agreement (Lifelock, Inc.), Reseller Agreement (Lifelock, Inc.)
APPOINTMENT AS A RESELLER. Subject to Reseller’s compliance with the terms and conditions of this Reseller Agreement (including, without limitation, payment of all applicable fees pursuant to Section 3 below), CSIdentity hereby appoints Reseller as an independent, non-exclusive reseller of its non-credit related reports and certain credit reports and scores, identity theft reports, monitoring services and restoration services, as set forth and described on Exhibit A attached, as the same may be amended, supplemented or updated by agreement of the parties pursuant to this Reseller Agreement (collectively, the “Services”). Reseller’s customers of such Services shall be referred to herein as “Subscribers”. Reseller will use its reasonable best efforts to (a) maintain an organization of capable and competent service personnel to actively solicit and promote the [****] to all of Reseller’s Direct Subscribers and prospects members and/or subscribers who use Reseller’s retail services or standard rates (excluding, however, for Identity Theft Services offerings as required in Section 2(ipurposes hereof all minors) (Identity Theft Minimum Paymentscollectively, the “Subscribers”) and (b) maintain and update, as reasonably necessary, a Website and adequate front end and/or back end processes to service such Subscribers and facilitate the integration and delivery of the Services to the Subscribers. Reseller represents that there are at least [****] Subscribers as of the date of this Reseller Agreement and that Reseller will maintain at least [****] Subscribers throughout the Term (as defined below) of this Reseller Agreement. The parties acknowledge that Reseller shall will have Subscribers who have upgraded (the right “Upgraded Subscribers”) to offer [****] and use Reseller’s upgraded rates. The parties further acknowledge that Reseller may, from time to time, have Subscribers who have non-standard, special discounted or, in some cases, free use of Reseller’s services (the Services in bundles or on a stand alone basis“Non-Standard Subscribers”). In the event Reseller desires to sell its services to such Non-Standard Subscribers, subject to the terms and conditions of Section 2(i) and the pricing described in Exhibit A. Reseller is free to set its own prices to its Subscribers.” will provide NOTE: PORTIONS OF THIS EXHIBIT INDICATED BY “[****]” ARE SUBJECT TO A CONFIDENTIAL TREATMENT REQUEST, AND HAVE BEEN OMITTED FROM THIS EXHIBIT. COMPLETE, UNREDACTED COPIES OF THIS EXHIBIT HAVE BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION AS PART OF THIS COMPANY’S CONFIDENTIAL TREATMENT REQUEST. notice thereof to CSIdentity (which notice may be in writing, via e-mail or orally), and the parties will cooperate in good faith to determine if CSIdentity’s products and/or services could be bundled with Reseller’s services or otherwise sold to such Non-Standard Subscribers upon terms mutually agreeable to CSIdentity and Reseller, in which case such Non-Standard Subscribers shall be deemed Subscribers hereunder.
Appears in 2 contracts
Samples: Reseller Agreement (Lifelock, Inc.), Reseller Agreement (Lifelock, Inc.)