Customer shall Sample Clauses
Customer shall. (i) indemnify and hold harmless Masergy, its principals, officers, directors, agents, and employees (the “Masergy Indemnified Parties”) from and against any liability, loss, cost, damage or expense incurred by the Masergy Indemnified Parties that arises from (a) any Customer Negligence, or (b) the use or misuse of the Services by Customer or an end user given access to the Services by Customer, including, but not limited to, (1) a violation of the AUP; (2) a failure to pay taxes or fees arising from the use of the Services by Customer or such end user; or (3) the use of the Services to transmit, distribute or store material in violation of a law or regulation, including material protected by patent, copyright, trademark or other intellectual property right without authorization of the owner, or material that is obscene, defamatory, constitutes an illegal threat or harassment, or violates export control laws; and (ii) either defend the Masergy Indemnified Parties against, or pay their reasonable attorney’s fees and court costs incurred in defending against, any third party or government claims or actions arising from any Customer Negligence. “Customer Negligence” shall mean the gross negligence or intentional misconduct of Customer or Customer’s principals, officers, directors, agents or employees.
Customer shall. (a) permit and assist Qubit to monitor page impressions and/or pageviews for the purpose of calculating the Subscription Fee; and
(b) (i) ensure that the Customer Affiliates, Authorized Users and Third Party Users use the Services in accordance with the Agreement; and (ii) be responsible for any Authorized Users’, Third Party Users or Customer Affiliates’ breach of the Agreement.
Customer shall. 3.3.1. Specify the correct information about his data (including personal data of individuals on whose names the Tickets are purchased). Should the Customer refuse to provide the necessary data, the Contractor shall have the right to refuse Event visiting. By paying for the invoice drawn by Contractor, Customer guarantees to the Contractor that individuals – visitors (whose Tickets are paid for by the Customer) agree for processing their personal data (provided with the purpose of entering to the Event) by the Contractor, including gathering, systematization, collection, saving, updating, changing, depersonalization, blocking and destroying. In case the provision specified in this paragraph is not fulfilled, Customer shall bear individual responsibility for risks related to the absence of such consent from a certain individual.
3.3.2. Not send to Contractor Event visiting applications from the persons under 18 (eighteen) years of age.
3.3.3. After the end of the Event, sign rendered services acceptance certificate acquired from Contractor and send it to Contractor.
3.3.4. Provide Visitor’s ID when receiving a badge (ticket) granting access to the Event on demand of representative of “SMileS” LLC (person with a badge – “Organizer”) or on demand of representative of the third parties hired by “SMileS” LLC (security, registration zone personnel).
3.3.5. Provide Visitor’s ID when entering the Event territory each time on demand of representative of “SMileS” LLC (person with a badge – “Organizer”) or on demand of representative of the third parties hired by “SMileS” LLC (security, registration zone personnel).
3.3.6. Shall not use Contractor's services, whatever they might be expressed in (including, but not limited to: stand space, promotion within the territory of the Event, information for advertising messages, information for news reports on the website and social networks of the Contractor and any other services), for the purposes of dissemination/promotion of information about goods, services and event of the Customer and/or the third parties (including, but not limited to: party, auto party, conference, exhibition, seminar, contest, etc.), that is to take place within a period of a month "before" and a month "after" the Event, specified in paragraph 1.4. of the present Agreement.
Customer shall. (a) permit and assist Qubit to monitor page impressions and/or pageviews for the purpose of calculating the Subscription Fee; and
(b) keep secure confidential any pin codes, API keys and passwords necessary for accessing and using the Products. Customer is responsible for all activities conducted under its Authorised Users’, Third Party Users’ or Affiliates’ logins and for all activities conducted on Customer’s behalf; and
(c) (i) ensure that the Customer Affiliates, Authorized Users and Third Party Users use the Products in accordance with the Agreement; and (ii) be responsible for any Authorized Users’, Third Party Users or Customer Affiliates’ breach of the Agreement.
Customer shall. (a) promptly notify Secureworks in writing of any IPR Claim or the likelihood of any such IPR Claim; (b) provide Secureworks with the sole right to control the defence and disposition of the IPR Claim; and (c) not use Secureworks’ name in connection with any IPR Claim without Secureworks’ prior written consent. Secureworks shall not be liable for any IPR Claim to the extent that it arises from any matter set out in Section 9.1.1 (a) to (f).
Customer shall. (i) indemnify and hold harmless Masergy, its principals, officers, directors, agents, and employees (the “Masergy Indemnified Parties”) from and against any liability, loss, cost, damage or expense incurred by the Masergy Indemnified Parties that arises from (a) any Customer Negligence, or (b) the use or misuse of the Services by Customer or an end user given access to the Services by Customer, including, but not limited to, (1) a violation of the AUP; (2) a failure to pay taxes or fees arising from the use of the Services by Customer or such end user; or (3) the use of the Services to transmit, distribute or store material in violation of a law or
Customer shall. Not provide Nilfisk with information that identifies or can directly identify Operators, except as described above. - Not provide Nilfisk with information involving racial or ethnic origin, religious, political or philosophical beliefs, sex life or sexual orientation, health status, union membership, biometric data, or criminal activity (“Sensitive Personal Data"); - Endeavor to notify Operators of: o Data collection through Products and data transmission devices, and the purposes of data collection; o Nilfisk’s monitoring of Product operation, including time and location.
Customer shall. 6.1.1 provide all necessary co-operation and information as may be reasonably required by Beekeeper in order to provide the Services. In the event of any delays in Customer’s provision of such assistance, Beekeeper may adjust any agreed timetable or delivery schedule as reasonably necessary;
Customer shall. 2.2.1. At or before the beginning of the Subscribed Service Period, update its policy on English certificates and formally communicate to its students the method in which EnglishScore Professional Certificate shall be used by the Customer to allow students to prove their English proficiency.
2.2.2. Using all reasonable endeavours, commit to a minimum of 500 certificate transactions using the Customer’s voucher code in each year (12 month period). No additional Specific Terms have been added.
3. Customer T ype Approved Partner Network Pa rtner Other
Customer shall. 9.1.1 comply with all applicable laws, regulations, codes and sanctions relating to anti-bribery and anti-corruption including but not limited to the Bribery Act 2010 (“Relevant Requirements”);
9.1.2 not engage in any activity, practice or conduct which would constitute an offence under sections 1, 2 or 6 of the Bribery Act 2010 if such activity, practice or conduct had been carried out in the UK;
9.1.3 have and shall maintain in place throughout the term of this Agreement its own policies and procedures, including but not limited to adequate procedures under the Bribery Act 2010, to ensure compliance with the Relevant Requirements and Clause 9.1.2, and will enforce them where appropriate;
9.1.4 promptly report to Supplier any request or demand for any undue financial or other advantage of any kind received by Customer in connection with the performance of this Agreement;
9.1.5 immediately notify Supplier if a foreign public official becomes an officer or employee of Customer or acquires a direct or indirect interest in Customer (and Customer warrants that it has no foreign public officials as officers, employees or direct or indirect owners at the date of this Agreement);
9.1.6 within 1 month of the date of this Agreement, and annually thereafter, certify to Customer in writing signed by an officer of Customer, compliance with this Clause 9 by Customer and all persons associated with it and all other persons for whom Customer is responsible under Clause 9.1.3. Customer shall provide such supporting evidence of compliance as Supplier may reasonably request.