Consequences of Violation. Partner hereby acknowledges and agrees, SFDC may terminate or suspend this Agreement immediately by written notice without any liability to Partner: (1) upon any violation by Partner of this Section 10.10; or (2) circumstances causing SFDC to believe, in good faith, that Partner, or any of its owners, directors, employees, or third parties (including subcontractors, sub-distributors, integrators, or other third parties), has engaged in illegal conduct or unethical business practices, including any potential violations of the Anti-Corruption Laws. Termination or suspension by SFDC under this section shall be in addition to, and not in lieu of, SFDC’s other legal rights and remedies. If SFDC terminates or suspends the Agreement under this section, SFDC may suspend or withhold any payments to Partner, including payments for services previously performed. SFDC will not be liable for any claims, losses, or damages arising from or related to failure of Partner to comply with the Anti-Corruption Laws or this Agreement or related to the termination or suspension of this Agreement under this clause, and Partner will indemnify and hold SFDC harmless against any such claims, losses, or damages.
Appears in 3 contracts
Samples: Partner Integration Agreement, Partner Integration Agreement, Partner Integration Agreement
Consequences of Violation. Partner Provider hereby acknowledges and agrees, SFDC may terminate or suspend this Agreement immediately by written notice without any liability to Partner: Provider:
(1) upon any violation by Partner Provider of this Section 10.10the "Compliance" Section; or (2) circumstances causing SFDC to believe, in good faith, that PartnerProvider, or any of its owners, directors, employees, or third parties (including subcontractors, sub-distributors, integrators, or other third parties), has engaged in illegal conduct or unethical business practices, including any potential violations of the Anti-Corruption Laws. Termination or suspension by SFDC under this section shall be in addition to, and not in lieu of, SFDC’s 's other legal rights and remedies. If SFDC terminates or suspends the Agreement under this section, SFDC may suspend or withhold any payments to PartnerProvider, including payments for services previously performed. SFDC will not be liable for any claims, losses, or damages arising from or related to failure of Partner Provider to comply with the Anti-Corruption Laws or this Agreement or related to the termination or suspension of this Agreement under this clause, and Partner Provider will indemnify and hold SFDC harmless against any such claims, losses, or damages.
Appears in 1 contract
Consequences of Violation. Partner Provider hereby acknowledges and agrees, SFDC may terminate or suspend this Agreement immediately by written notice without any liability to PartnerProvider: (1) upon any violation by Partner Provider of this Section 10.10"Compliance" Section; or (2) circumstances causing SFDC to believe, in good faith, that PartnerProvider, or any of its owners, directors, employees, or third parties (including subcontractors, sub-distributors, integrators, or other third parties), has engaged in illegal conduct or unethical business practices, including any potential violations of the Anti-Corruption Laws. Termination or suspension by SFDC under this section shall be in addition to, and not in lieu of, SFDC’s 's other legal rights and remedies. If SFDC terminates or suspends the Agreement under this section, SFDC may suspend or withhold any payments to PartnerProvider, including payments for services previously performed. SFDC will not be liable for any claims, losses, or damages arising from or related to failure of Partner Provider to comply with the "Compliance with Anti-Corruption Laws Laws" Section or this Agreement or related to the termination or suspension of this Agreement under this clause, and Partner Provider will indemnify and hold SFDC harmless against any such claims, losses, or damages.
Appears in 1 contract
Samples: License and Distribution Agreement