Best Efforts Obligations Clause Samples
Best Efforts Obligations. Distributor will use its best commercial efforts to market, promote, distribute and sell the Products in the Territory according to good business custom in the Territory. Without limiting the generality of the foregoing, Distributor agrees to:
(a) Handle all inquiries, deliver all samples, accept all orders, fill all orders and otherwise service all customers (except those which have demonstrated themselves to be poor credit risks) for Products in the Territory.
(b) Maintain a properly trained and managed sales force of adequate size effectively to promote, sell and distribute the Products throughout the Territory and to allow Supplier’s personnel to meet from time to time with such personnel, at reasonable times, for reasonable amounts of time and with reasonable advance notice, for the purpose of discussing the Products and their promotion, marketing, sale and use.
(c) Promote and develop sales of Products in the Territory.
(d) Market and distribute all Products for which there is customer demand in the Territory and promptly service all accounts for Products.
(e) Provide Supplier with a report upon its reasonable request detailing any upcoming sales and marketing activities.
(f) Keep Supplier informed with respect to its activities
Best Efforts Obligations. For the purposes of clauses 14(c), 15.1(b) and 15.2 of the EU Standard Contractual Clauses (Section III to the Standard Contractual Clauses (Local laws and practices affecting compliance with the Clauses)) the parties agree that "best efforts" and the obligations of the data importer under clause 15.2 shall mean exercising the degree of skill and care, diligence, prudence and foresight which would reasonably and ordinarily be expected from a leading practice engaged in a similar type of undertaking under the same or similar circumstances and shall not include actions that would result in civil or criminal penalty such as contempt of court under the laws of the relevant jurisdiction.
Best Efforts Obligations. Where provisions of this Agreement (including, without limitation, Sections 7.4, 7.12, 7.13, 7.17 and 7.18) require a Company to use its best efforts or its reasonable efforts to obtain consents, waivers, approvals, authorizations, agreements (including Stockholder Agreements, Affiliate Agreements and Lock-Up Agreements) or the like from any other Person, or otherwise to cause any other Person to take action or refrain from taking action, such Company shall not be obligated to pay any amount or provide anything of value (other than filing fees and other required amounts in the case of Governmental Authorities) to such other Person to induce such Person to act in the desired manner.
Best Efforts Obligations. For purposes of this Agreement, the term "best efforts" shall, (i) with respect to the Rangos Shareholders and the Company Stockholders, require such persons to take all lawful action in their capacities as members of the Board of Directors and with respect to the voting of the shares of Common Stock held by such persons, and (ii) with respect to the Rangos Shareholders, the Company Stockholders and the Company, require such person to refrain from taking any action which could reasonably be expected to frustrate the purposes intended to be accomplished by the best efforts obligations provided herein.