Dealer Responsibilities. 3.1 Dealer has previously submitted to Lucent an "Authorized Dealer Application". Dealer certifies and warrants that, to the best of its knowledge, such information is current, accurate, complete and not misleading. Dealer also agrees during the term of this Agreement to notify Lucent immediately in writing and describe in detail any significant or material change in such information. 3.2 Dealer agrees to devote its best efforts to promote and market Lucent Products to End Users within the Area. Dealer also warrants that it will conduct its business in a manner that reflects favorably on the quality image of Lucent Products and on the good name, goodwill or reputation of Lucent and will not employ deceptive, misleading or unethical practices that are or might be detrimental to Lucent or its Products. 3.3 Dealer shall not purchase or otherwise obtain Lucent Products for resale from any source other than DDM unless a Lucent Product is not available from BCS on a timely basis, in which case Dealer may purchase that Lucent Product from the Lucent Catalogs or the NPSC, provided that such purchases are only to meet a specific customer need. Dealer's purchase or resale of an unused product originally manufactured by Lucent that, if purchased from DDM, would be a Lucent Product under this Agreement, shall be grounds for immediate termination of this Agreement. 3.4 Dealer shall provide and consistently maintain a staff of adequately trained and competent sales personnel, knowledgeable of the specifications, features and advantages of the Lucent Products. Such personnel shall be made aware of the restrictions on use of Lucent's Information as set forth in Section 14.0. All training that Lucent requires Dealer personnel to undergo that enables Dealer to market and demonstrate Lucent Products effectively shall be provided at no charge to Dealer. All other marketing or Lucent Product training requested by the Dealer and offered by Lucent, will be furnished to Dealer at Lucent's standard rates, terms and conditions. 3.5 If Dealer chooses to provide Dealer Service, Dealer shall provide and consistently maintain a staff of services personnel, trained on the Lucent Products to Lucent's specifications. Such personnel shall be made aware of the restrictions on use of Lucent's Information as set forth in Section 14.0. All services training that Lucent requires Dealer personnel to undergo, or other services training requested by the Dealer and offered by Lucent, will be furnished to Dealer at Lucent's standard rates, terms and conditions. If Dealer has subcontracted with Lucent to perform all or part of Dealer Service to an End User and Dealer installs unused product(s) manufactured by Lucent but not purchased from DDM as part of that End User's system, in addition to any other remedies available to Lucent, Lucent may terminate any Dealer licenses to use Lucent maintenance software and may also terminate its subcontracts with Dealer to perform Dealer Service. If Dealer has sold a Lucent Product system and a Lucent Post-Warranty Maintenance service contract to an End User, Dealer will advise such End User that addition of unused product(s) to the Lucent Product system may void Lucent's warranty and cause Lucent to terminate the service contract. 3.6 Dealer agrees to purchase and maintain a working Lucent system either as a demonstration model or as Dealer's primary telecommunications system at each of Dealer's principal marketing locations. 3.7 Dealer shall offer to train those End Users who elect to install their own systems in the effective use of the Lucent Products, including providing any instructional material furnished to Dealer by Lucent. Dealer shall specifically describe to those End Users who elect to install their own systems the sections of such material, including brochures and manuals packaged with the Lucent Products, that describe toll fraud and the precautions an End User can take to prevent toll fraud. 3.8 Dealer shall inform End Users of the Services available from Dealer. 3.9 Dealer shall report promptly to Lucent all known or suspected Lucent Product defects or safety problems and keep Lucent informed of End User complaints with respect to Lucent Products or Services. 3.10 Dealer shall provide Lucent reasonable access to Dealer's premises during normal business hours to inspect and verify Dealer performance of its obligations under this Agreement, including the right to inspect and audit Dealer's records relating to Lucent Product transactions in and out of Dealer's Area, Dealer's purchases and sales of unused products, Distribution Functions and Dealer Services. 3.11 Dealer shall comply with all applicable requirements of federal, state and local laws, ordinances, administrative rules and regulations, including, by way of illustration and not limitation, all requirements of Part 68 of the Federal Communication Commission's (FCC) Rules and Regulations and the Federal Export Administration Act of 1969, 50 U.S.C. app. Sections 2401-2414. 3.12 To ensure timely delivery to End Users, Dealer shall maintain, subject to availability from Lucent, an adequate inventory of Lucent Products. Upon request, Dealer shall make available to Lucent the status of Dealer's current inventory of Lucent Product Components. 3.13 Dealer shall have the capability of providing End Users reasonable financing alternatives to facilitate the procurement of Lucent Products and Dealer Services. Dealer shall furnish evidence of such capability to Lucent upon request. a. To ensure fulfillment of Lucent's Product and Software warranties to End Users, to ensure End User safety, to ensure End Users receive the latest information concerning the use of Lucent Products and enhancements thereto, to maintain End User satisfaction, and to assist Lucent in tracking equipment maintenance obligations and materiel accountability, Dealer agrees to maintain and make available to Lucent on reasonable request an accurate and complete list of Dealer's Lucent Product and Software End Users by name, installation address, the Lucent Product Components furnished to each End User, the transaction date, and (for End Users who elect to install their own systems only), all serial numbers associated with the new Lucent Products, Software or new Lucent Product Components. The obligation to maintain and make such information available to Lucent shall survive expiration or termination of this Agreement. Lucent will use this information solely for the purposes set forth in this Section 3.14. b. If Lucent is to install the Products, Dealer shall give the information described in 3.14 a., above, to the Lucent Branch where the End User is located, in the agreed format, as soon as Dealer's order process is completed. This will enable the customer to receive the Lucent Warranty on the new Lucent Products and Software, and
Appears in 1 contract
Dealer Responsibilities. 3.1 Dealer has previously submitted to Lucent an "Authorized Dealer Application". Dealer certifies and warrants that, to the best of its knowledge, such information is current, accurate, complete and not misleading. Dealer also agrees during the term of this Agreement to notify Lucent immediately in writing and describe in detail any significant or material change in such information.
3.2 Dealer agrees to devote its best efforts to promote and market Lucent Products to End End-Users within the Area. Dealer also warrants that it will conduct its business in a manner that reflects favorably on the quality image of Lucent Products and on the good name, goodwill or reputation of Lucent and will not employ deceptive, misleading or unethical practices that are or might be detrimental to Lucent or its Products.
3.3 Dealer shall not purchase or otherwise obtain Lucent Products for resale from any source other than DDM unless a Lucent Product is not available from BCS on a timely basis, in which case Dealer may purchase that Lucent Product from the Lucent Catalogs or the NPSCCatalogs, provided that such purchases are only to meet a specific customer need. Unless agreed to in writing as stated in Section 3 1.0, Dealer's purchase or resale of an unused product originally manufactured by Lucent that, if purchased from DDM, would be a Lucent Product under this Agreement, shall be grounds for immediate termination of this AgreementAgreement as stated in Section 21.2.
3.4 Dealer shall provide and consistently maintain a staff of adequately trained and competent sales personnel, knowledgeable of the specifications, features and advantages of the Lucent Products. Such personnel shall be made aware of the restrictions on use of Lucent's Information as set forth in Section 14.0. All training that Lucent requires Dealer personnel to undergo that enables Dealer to market and demonstrate Lucent Products effectively shall be provided at no charge to Dealer. All other marketing or Lucent Product training requested by the Dealer and offered by Lucent, will be furnished to Dealer at Lucent's standard rates, terms and conditions.
3.5 If Dealer chooses to provide Dealer Service, Dealer shall provide and consistently maintain a staff of services personnel, trained on the Lucent Products to Lucent's specifications. Such personnel shall be made aware of the restrictions on use of Lucent's Information as set forth in Section 14.0. All services training that Lucent requires Dealer personnel to undergo, or other services training requested by the Dealer and offered by Lucent, will be furnished to Dealer at Lucent's standard rates, terms and conditions. If Dealer has subcontracted with Lucent to perform all or part of Dealer Service to an End User and Dealer installs unused product(sproduct (s) manufactured by Lucent but not purchased from DDM as part of that End User's system, in addition to any other remedies available to Lucent, Lucent may terminate any Dealer licenses to use Lucent maintenance software and may also terminate its subcontracts with Dealer to perform Dealer Service. If Dealer has sold a Lucent Product system and a Lucent Post-Warranty Maintenance service contract to an End User, Dealer will advise such End User that addition of unused product(sproduct (s) to the Lucent Product system may void Lucent's warranty and cause Lucent to terminate the service contract.
3.6 Dealer agrees to purchase and maintain a working Lucent system either as a demonstration model or as Dealer's primary telecommunications system at each of Dealer's principal marketing locations.
3.7 Dealer shall offer to train those End Users who elect to install their own systems in the effective use of the Lucent Products, including providing any instructional material furnished to Dealer by Lucent. Dealer shall specifically describe to those End Users who elect to install their own systems the sections of such material, including brochures and manuals packaged with the Lucent Products, that describe toll fraud and the precautions an End User can take to prevent toll fraud.n/a
3.8 Dealer shall inform End Users of the Services available from Dealer.
3.9 Dealer shall report promptly to Lucent all known or suspected Lucent Product defects or safety problems and keep Lucent informed of End User complaints with respect to Lucent Products or Services.
3.10 Dealer shall provide Lucent reasonable access to Dealer's premises during normal business hours to inspect and verify Dealer performance of its obligations under this Agreement, including the right to inspect and audit Dealer's records relating to Lucent Product transactions in and out of Dealer's Area, Dealer's purchases and sales of unused products, Distribution Functions and Dealer Services.
3.11 Dealer shall comply with all applicable requirements of federal, state and local laws, ordinances, administrative rules and regulations, including, by way of illustration and not limitation, all requirements of Part 68 of the Federal Communication Commission's (FCC) Rules and Regulations and the Federal Export Administration Act of 1969, 50 U.S.C. app. Sections 2401-2414.
3.12 To ensure timely delivery to End Users, Dealer shall maintain, subject to availability from Lucent, an adequate inventory of Lucent Products. Upon request, Dealer shall make available to Lucent the status of Dealer's current inventory of Lucent Product Components.
3.13 Dealer shall have the capability of providing End Users reasonable financing alternatives to facilitate the procurement of Lucent Products and Dealer Services. Dealer shall furnish evidence of such capability to Lucent upon request.
a. To ensure fulfillment of Lucent's Product and Software warranties to End Users, to ensure End User safety, to ensure End Users receive the latest information concerning the use of Lucent Products and enhancements thereto, to maintain End User satisfaction, and to assist Lucent in tracking equipment maintenance obligations and materiel accountability, Dealer agrees to maintain and make available to Lucent on reasonable request an accurate and complete list of Dealer's Lucent Product and Software End Users by name, installation address, the Lucent Product Components furnished to each End User, the transaction date, and (for End Users who elect to install their own systems only), all serial numbers associated with the new Lucent Products, Software or new Lucent Product Components. The obligation to maintain and make such information available to Lucent shall survive expiration or termination of this Agreement. .. Lucent will use this information solely for the purposes set forth in this Section 3.14.
b. If Lucent is to install the Products, Dealer shall give the information described in 3.14 a., above, to the Lucent Branch where the End User is located, in the agreed format, as soon as Dealer's order process is completed. This will enable the customer to receive the Lucent Warranty on the new Lucent Products and Software, andand if the customer has a Post Warranty Maintenance contract and has like products, the new Lucent Products will automatically be added to that contract when the Warranty expires.
3.15 Dealer shall keep accurate accounts, books and records relating to the business of Dealer with respect to Lucent Products and Dealer Services in accordance with generally accepted commercial and business accounting principles and practices that are sufficient for Lucent to ascertain Dealer's compliance with its obligations under this Agreement.
3.16 Dealer agrees to participate in Lucent's Customer Satisfaction Surveys. Lucent may conduct performance reviews of all Dealer responsibilities.
3.17 By the fifth (5th) business day of each month, in a format to be provided by Lucent to Dealer, Dealer will submit a point-of-sale report of sales made the previous month, by ZIP code, year, month, Pecode, quantity.
Appears in 1 contract
Dealer Responsibilities. 3.1 Dealer has previously submitted to Lucent an "Authorized Dealer Application". Dealer certifies and warrants that, to the best of its knowledge, such information is current, accurate, complete and not misleading. Dealer also agrees during the term of this Agreement to notify Distributor and Lucent immediately in writing and describe in detail any significant or material change in such information.
3.2 Dealer represents that it has the necessary marketing capabilities, integrity and dedication to sell forecast quantities of complete Lucent business telecommunications systems to End Users located in Dealer's Area. Dealer agrees to devote its best efforts to promote and market Lucent Products to End Users within the Area. Dealer also warrants that it will conduct its business in a manner that reflects favorably on the quality image of Lucent Products and on the good name, goodwill or reputation of Lucent and will not employ deceptive, misleading or unethical practices that are or might be detrimental to Lucent or its Products.
3.3 Dealer shall not purchase or otherwise obtain Lucent Products for resale from any source other than DDM Distributor unless a Lucent Product is not available from BCS Distributor on a timely basis, in which case Dealer may purchase that Lucent Product from the Lucent Catalogs or the NPSC, provided that such purchases are only to meet a specific customer need. Dealer's purchase or resale of an unused product originally manufactured by Lucent that, if purchased from DDMDistributor, would be a Lucent Product under this Agreement, shall be grounds for immediate termination of this Agreement.
3.4 Dealer shall provide and consistently maintain a staff of adequately trained and competent sales personnel, knowledgeable of the specifications, features and advantages of the Lucent Products. Such personnel shall be made aware of the restrictions on use of Lucent's Information as set forth in Section 14.08.0. All training that Lucent requires Dealer personnel to undergo that enables Dealer to market and demonstrate Lucent Products effectively shall be provided at no charge to Dealer. All other marketing or Lucent Product training requested by the Dealer and offered by Lucent, will be furnished to Dealer at Lucent's standard rates, terms and conditions. However, Lucent will waive such fees to train the first 10 Dealer sales personnel.
3.5 Dealer represents that it has or will acquire the service capabilities necessary to meet Lucent's quality standards for design, installation, and provision of warranty and maintenance on-site services for Lucent Products, if Dealer opts to provide such services. If Dealer chooses to provide Dealer Service, Dealer shall provide and consistently maintain a staff of services personnel, trained on the Lucent Products to Lucent's specifications. Such personnel shall be made aware of the restrictions on use of Lucent's Information as set forth in Section 14.08.0. All services training that Lucent requires Dealer personnel to undergo, or other services training requested by the Dealer and offered by Lucent, will be furnished to Dealer at Lucent's standard rates, terms and conditions. However, Lucent will waive such fees to train the first 50 Dealer technicians and 5 dealer CSR's. If Dealer has subcontracted with Lucent to perform all or part of Dealer Service to an End User and Dealer installs unused product(s) manufactured by Lucent but not purchased from DDM as part of that End User's system, in addition to any other remedies available to Lucent, Lucent may terminate any Dealer licenses to use Lucent maintenance software and may also terminate its subcontracts with Dealer to perform Dealer Service. If Dealer has sold a Lucent Product system and a Lucent Post-Warranty Maintenance service contract to an End User, Dealer will advise such End User that addition of unused product(s) to the Lucent Product system may void Lucent's warranty and cause Lucent to terminate the service contract.
3.6 Dealer agrees to purchase and maintain a working Lucent system either as a demonstration model or as Dealer's primary telecommunications system at each of Dealer's principal marketing locations.
3.7 Dealer shall offer to train those End Users who elect to install their own systems in the effective use of the Lucent Products, including providing any instructional material furnished to Dealer by Lucent. Dealer shall specifically describe to those End Users who elect to install their own systems the sections of such material, including brochures and manuals packaged with the Lucent Products, that describe toll fraud and the precautions an End User can take to prevent toll fraud.
3.8 Dealer shall inform End Users of the Services available from Dealer.
3.9 Dealer shall report promptly to Lucent all known or suspected Lucent Product defects or safety problems and keep Lucent informed of End User complaints with respect to Lucent Products or Services.
3.10 Dealer shall provide Lucent reasonable access to Dealer's premises during normal business hours to inspect and verify Dealer performance of its obligations under this Agreement, including the right to inspect and audit Dealer's records relating to Lucent Product transactions in and out of Dealer's Area, Dealer's purchases and sales of unused products, Distribution Functions and Dealer Services.
3.11 Dealer shall comply with all applicable requirements of federal, state and local laws, ordinances, administrative rules and regulations, including, by way of illustration and not limitation, all requirements of Part 68 of the Federal Communication Commission's (FCC) Rules and Regulations and the Federal Export Administration Act of 1969, 50 U.S.C. app. Sections 2401-2414.
3.12 To ensure timely delivery to End Users, Dealer shall maintain, subject to availability from Lucent, an adequate inventory of Lucent Products. Upon request, Dealer shall make available to Lucent the status of Dealer's current inventory of Lucent Product Components.
3.13 Dealer shall have the capability of providing End Users reasonable financing alternatives to facilitate the procurement of Lucent Products and Dealer Services. Dealer shall furnish evidence of such capability to Lucent upon request.
a. To ensure fulfillment of Lucent's Product and Software warranties to End Users, to ensure End User safety, to ensure End Users receive the latest information concerning the use of Lucent Products and enhancements thereto, to maintain End User satisfaction, and to assist Lucent in tracking equipment maintenance obligations and materiel accountability, Dealer agrees to maintain and make available to Lucent on reasonable request an accurate and complete list of Dealer's Lucent Product and Software End Users by name, installation address, the Lucent Product Components furnished to each End User, the transaction date, and (for End Users who elect to install their own systems only), all serial numbers associated with the new Lucent Products, Software or new Lucent Product Components. The obligation to maintain and make such information available to Lucent shall survive expiration or termination of this Agreement. Lucent will use this information solely for the purposes set forth in this Section 3.14.
b. If Lucent is to install the Products, Dealer shall give the information described in 3.14 a., above, to the Lucent Branch where the End User is located, in the agreed format, as soon as Dealer's order process is completed. This will enable the customer to receive the Lucent Warranty on the new Lucent Products and Software, andto
Appears in 1 contract
Samples: Dealer Agreement (Xeta Corp)
Dealer Responsibilities. 3.1 (a) The Dealer shall devote best efforts to the retail sale of NAD Products.
(b) The Dealer shall maintain a reasonable inventory of NAD Products and adequate facilities for the storage and maintenance thereof.
(c) The Dealer shall provide adequate facilities for the purpose of displaying and demonstrating the Products. If, in the opinion of the NAD Electronics, such facilities detract from or interfere with the demonstrated performance of the Products, NAD Electronics shall have the right to require the Dealer to alter such facilities.
(d) The Dealer shall maintain a complete record of its sales of the Products, including date of sale, name and model number of the Products sold, and the name and address of each purchaser, and shall furnish such information to NAD Electronics within a reasonable time after it is requested.
(e) The Dealer shall provide a local warranty service center for the servicing of Products which shall be either a facility at the dealer's office or a service facility operated by a third party. No service facility shall be used unless NAD Electronics has approved the use of said service facility in writing.
(f) The Dealer shall immediately notify NAD Electronics in writing of any claims for freight related damages to any Product of which the Dealer has previously submitted knowledge.
(g) The Dealer shall employ a reasonable number of sales personnel who, in the opinion of NAD Electronics, are (I) knowledgeable and experienced with respect to Lucent an "Authorized Dealer Application". Dealer certifies sound reproduction in general, (II) familiar with the NAD Products and warrants that, (III) able to demonstrate the working and uses of NAD Products to the best consuming public.
(h) If, in the opinion of NAD Electronics it is necessary, the Dealer shall maintain a training program for its knowledgesales personnel in connection with the demonstration, such information is current, accurate, complete use and not misleading. sale of NAD Products.
(i) The Dealer also agrees shall comply with all policies and programs of NAD Electronics which may be issued at any time in connection with the demonstration and sale of NAD Products.
(j) The Dealer shall purchase and display at all times during the term of this Agreement to notify Lucent immediately agreement, in writing and describe in detail any significant or material change in such information.
3.2 Dealer agrees to devote all its best efforts to promote and market Lucent locations the NAD Electronics' Products to End Users within the Area. Dealer also warrants that it will conduct its business in a manner that reflects favorably detailed on the quality image of Lucent Products Schedules which are attached to and on the good name, goodwill or reputation of Lucent and will not employ deceptive, misleading or unethical practices that are or might be detrimental to Lucent or its Products.
3.3 Dealer shall not purchase or otherwise obtain Lucent Products for resale from any source other than DDM unless a Lucent Product is not available from BCS on a timely basis, in which case Dealer may purchase that Lucent Product from the Lucent Catalogs or the NPSC, provided that such purchases are only to meet a specific customer need. Dealer's purchase or resale of an unused product originally manufactured by Lucent that, if purchased from DDM, would be a Lucent Product under this Agreement, shall be grounds for immediate termination made part of this Agreement.
3.4 (k) The Dealer shall provide and consistently maintain must purchase a staff minimum of adequately trained and competent sales personnel, knowledgeable of the specifications, features and advantages of the Lucent Products. Such personnel shall be made aware of the restrictions on use of Lucent's Information as set forth $20,000 in Section 14.0. All training that Lucent requires Dealer personnel to undergo that enables Dealer to market and demonstrate Lucent Products effectively shall be provided at no charge to Dealer. All other marketing or Lucent Product training requested by the Dealer and offered by Lucent, will be furnished to Dealer at Lucent's standard rates, terms and conditions.
3.5 If Dealer chooses to provide Dealer Service, Dealer shall provide and consistently maintain a staff of services personnel, trained on the Lucent Products to Lucent's specifications. Such personnel shall be made aware of the restrictions on use of Lucent's Information as set forth in Section 14.0. All services training that Lucent requires Dealer personnel to undergo, or other services training requested by the Dealer and offered by Lucent, will be furnished to Dealer at Lucent's standard rates, terms and conditions. If Dealer has subcontracted with Lucent to perform all or part of Dealer Service to an End User and Dealer installs unused product(s) manufactured by Lucent but not purchased from DDM as part of that End User's system, in addition to any other remedies available to Lucent, Lucent may terminate any Dealer licenses to use Lucent maintenance software and may also terminate its subcontracts with Dealer to perform Dealer Service. If Dealer has sold a Lucent Product system and a Lucent Post-Warranty Maintenance service contract to an End User, Dealer will advise such End User that addition of unused product(s) to the Lucent Product system may void Lucent's warranty and cause Lucent to terminate the service contract.
3.6 Dealer agrees to purchase and maintain a working Lucent system either as a demonstration model or as Dealer's primary telecommunications system at each of Dealer's principal marketing locations.
3.7 Dealer shall offer to train those End Users who elect to install their own systems in the effective use of the Lucent NAD Products, including providing any instructional material furnished non inclusive of parts, during the course of this Agreement to Dealer by Lucent. Dealer shall specifically describe to those End Users who elect to install their own systems the sections of such material, including brochures and manuals packaged with the Lucent Products, that describe toll fraud and the precautions maintain status as an End User can take to prevent toll fraud.
3.8 Dealer shall inform End Users of the Services available from authorized NAD Electronics Dealer.
3.9 (l) The Dealer shall report promptly to Lucent all known or suspected Lucent Product defects or safety problems and keep Lucent informed must initially purchase a representative sampling of End User complaints with respect to Lucent Products or ServicesNAD products.
3.10 Dealer shall provide Lucent reasonable access to Dealer's premises during normal business hours to inspect and verify Dealer performance of its obligations under this Agreement, including the right to inspect and audit Dealer's records relating to Lucent Product transactions in and out of Dealer's Area, Dealer's purchases and sales of unused products, Distribution Functions and Dealer Services.
3.11 Dealer shall comply with all applicable requirements of federal, state and local laws, ordinances, administrative rules and regulations, including, by way of illustration and not limitation, all requirements of Part 68 of the Federal Communication Commission's (FCC) Rules and Regulations and the Federal Export Administration Act of 1969, 50 U.S.C. app. Sections 2401-2414.
3.12 To ensure timely delivery to End Users, Dealer shall maintain, subject to availability from Lucent, an adequate inventory of Lucent Products. Upon request, Dealer shall make available to Lucent the status of Dealer's current inventory of Lucent Product Components.
3.13 Dealer shall have the capability of providing End Users reasonable financing alternatives to facilitate the procurement of Lucent Products and Dealer Services. Dealer shall furnish evidence of such capability to Lucent upon request.
a. To ensure fulfillment of Lucent's Product and Software warranties to End Users, to ensure End User safety, to ensure End Users receive the latest information concerning the use of Lucent Products and enhancements thereto, to maintain End User satisfaction, and to assist Lucent in tracking equipment maintenance obligations and materiel accountability, Dealer agrees to maintain and make available to Lucent on reasonable request an accurate and complete list of Dealer's Lucent Product and Software End Users by name, installation address, the Lucent Product Components furnished to each End User, the transaction date, and (for End Users who elect to install their own systems only), all serial numbers associated with the new Lucent Products, Software or new Lucent Product Components. The obligation to maintain and make such information available to Lucent shall survive expiration or termination of this Agreement. Lucent will use this information solely for the purposes set forth in this Section 3.14.
b. If Lucent is to install the Products, Dealer shall give the information described in 3.14 a., above, to the Lucent Branch where the End User is located, in the agreed format, as soon as Dealer's order process is completed. This will enable the customer to receive the Lucent Warranty on the new Lucent Products and Software, and
Appears in 1 contract
Dealer Responsibilities. 3.1 Dealer has previously submitted to Lucent an "Authorized Dealer Application". Dealer certifies and warrants that, to the best of its knowledge, such information is current, accurate, complete and not misleading. Dealer also agrees during the term of this Agreement to notify Lucent immediately in writing and describe in detail any significant or material change in such information.
3.2 Dealer agrees to devote its best efforts to promote and market Lucent Products to End Users within the Area. Dealer also warrants that it will conduct its business in a manner that reflects favorably on the quality image of Lucent Products and on the good name, goodwill or reputation of Lucent and will not employ deceptive, misleading or unethical practices that are or might be detrimental to Lucent or its Products.
3.3 Dealer shall not purchase or otherwise obtain Lucent Products for resale from any source other than DDM unless a Lucent Product is not available from BCS on a timely basis, in which case Dealer may purchase that Lucent Product from the Lucent Catalogs or the NPSC, provided that such purchases are only to meet a specific customer need. Dealer's purchase or resale of an unused product originally manufactured by Lucent that, if purchased from DDM, would be a Lucent Product under this Agreement, shall be grounds for immediate termination of this Agreement.
3.4 Dealer shall provide and consistently maintain a staff of adequately trained and competent sales personnel, knowledgeable of the specifications, features and advantages of the Lucent Products. Such personnel shall be made aware of the restrictions on use of Lucent's Information as set forth in Section 14.0. All training that Lucent requires Dealer personnel to undergo that enables Dealer to market and demonstrate Lucent Products effectively shall be provided at no charge to Dealer. All other marketing or Lucent Product training requested by the Dealer and offered by Lucent, will be furnished to Dealer at Lucent's standard rates, terms and conditions. However, Lucent will waive such fees to train the first 10 Dealer sales personnel.
3.5 If Dealer chooses to provide Dealer Service, Dealer shall provide and consistently maintain a staff of services personnel, trained on the Lucent Products to Lucent's specifications. Such personnel shall be made aware of the restrictions on use of Lucent's Information as set forth in Section 14.0. All services training that Lucent requires Dealer personnel to undergo, or other services training requested by the Dealer and offered by Lucent, will be furnished to Dealer at Lucent's standard rates, terms and conditions. . However, Lucent will waive such fees to train the first 50 Dealer technicians and 5 Dealer CSRs. If Dealer has subcontracted with Lucent to perform all or part of Dealer Service to an End User and Dealer installs unused product(sproduct (s) manufactured by Lucent but not purchased from DDM as part of that End User's system, in addition to any other remedies available to Lucent, Lucent may terminate any Dealer licenses to use Lucent maintenance software and may also terminate its subcontracts with Dealer to perform Dealer Service. If Dealer has sold a Lucent Product system and a Lucent Post-Warranty Maintenance service contract to an End User, Dealer will advise such End User that addition of unused product(sproduct (s) to the Lucent Product system may void Lucent's warranty and cause Lucent to terminate the service contract.
3.6 Dealer agrees to purchase and maintain a working Lucent system either as a demonstration model or as Dealer's primary telecommunications system at each of Dealer's principal marketing locationslocation.
3.7 Dealer shall offer to train those End Users who elect to install their own systems in the effective use of the Lucent Products, including providing any instructional material furnished to Dealer by Lucent. Dealer shall specifically describe to those End Users who elect to install their own systems the sections of such material, including brochures and manuals packaged with the Lucent Products, that describe toll fraud and the precautions an End User can take to prevent toll fraud.
3.8 Dealer shall inform End Users of the Services available from Dealer.
3.9 3.8 Dealer shall report promptly to Lucent all known or suspected Lucent Product defects or safety problems and keep Lucent informed of End User complaints with respect to Lucent Products or Services.
3.10 3.9 Dealer shall provide Lucent reasonable access to Dealer's premises during normal business hours to inspect and verify Dealer performance of its obligations under this Agreement, including the right to inspect and audit Dealer's records relating to Lucent Product transactions in and out of Dealer's Area, Dealer's purchases and sales of unused products, Distribution Functions and Dealer Services.
3.11 3.10 Dealer shall comply with all applicable requirements of federal, state and local laws, ordinances, administrative rules and regulations, including, by way of illustration and not limitation, all requirements of Part 68 of the Federal Communication Commission's (FCC) Rules and Regulations and the Federal Export Administration Act of 1969, 50 U.S.C. app. Sections 2401-2414.
3.12 3.11 To ensure timely delivery to End Users, Dealer shall maintain, subject to availability from Lucent, an adequate inventory of Lucent Products. Upon request, Dealer shall make available to Lucent the status of Dealer's current inventory of Lucent Product Components.
3.13 3.12 Dealer shall have the capability of providing End Users reasonable financing alternatives to facilitate the procurement of Lucent Products and Dealer Services. Dealer shall furnish evidence of such capability to Lucent upon request.
a. To ensure fulfillment of Lucent's Product and Software warranties to End Users, to ensure End User safety, to ensure End Users receive the latest information concerning the use of Lucent Products and enhancements thereto, to maintain End User satisfaction, and to assist Lucent in tracking equipment maintenance obligations and materiel accountability, Dealer agrees to maintain and make available to Lucent on reasonable request an accurate and complete list of Dealer's Lucent Product and Software End Users by name, installation address, the Lucent Product Components furnished to each End User, the transaction date, and (for End Users who elect to install their own systems only), all serial numbers associated with the new Lucent Products, Software or new Lucent Product Components. The obligation to maintain and make such information available to Lucent shall survive expiration or termination of this Agreement. Lucent will use this information solely for the purposes set forth in this Section 3.143.13.
b. If Lucent is to install the Products, Dealer shall give the information described in 3.14 3.13 a., above, to the Lucent Branch where the End User is located, in the agreed format, as soon as Dealer's order process is completed. This will enable the customer to receive the Lucent Warranty on the new Lucent Products and Software, andand if the customer has a Post Warranty Maintenance contract and has like products, the new Lucent Products will automatically be added to that contract when the Warranty expires.
3.14 Dealer shall keep accurate accounts, books and records relating to the business of Dealer with respect to Lucent Products and Dealer Services in accordance with generally accepted commercial and business accounting principles and practices that are sufficient for Lucent to ascertain Dealer's compliance with its obligations under this Agreement.
3.15 Dealer agrees to participate in Lucent's Customer Satisfaction Surveys. Lucent may conduct performance reviews of all Dealer responsibilities.
3.16 By the fifth (5th) business day of each month, in a format to be provided by Lucent to Dealer, Dealer will submit a point-of-sale report of sales made the previous month, by ZIP code, line and station size for new or upgraded systems, type of system, and the total price Dealer paid to Lucent for the equipment sold in each ZIP code.
Appears in 1 contract
Samples: Dealer Agreement (Xeta Corp)
Dealer Responsibilities. 3.1 Dealer has previously submitted to Lucent an "Authorized Dealer Application". Dealer certifies and warrants that, to the best of its knowledge, such information is current, accurate, complete and not misleading. Dealer also agrees during the term of this Agreement to notify Lucent immediately in writing and describe in detail any significant or material change in such information.
3.2 a. Dealer agrees to purchase the Products from King Cycle (or King Cycle’s authorized Distributors) and devote its Dealer's best efforts to promote and market Lucent sell the Products to End Users within retail customers through a retail sales program designed to promote the Area. Dealer also warrants that it will conduct its business in a manner that reflects favorably on unique design and technical qualities of the quality image of Lucent Products and on to otherwise fulfill its responsibilities as further provided in the good name, goodwill or reputation applicable Schedule of Lucent Dealer Responsibilities and will not employ deceptive, misleading or unethical practices that are or might be detrimental to Lucent or its Products.
3.3 Dealer shall not purchase or otherwise obtain Lucent Products for resale from any source other than DDM unless a Lucent Product is not available from BCS on a timely basis, in which case Dealer may purchase that Lucent Product from the Lucent Catalogs or the NPSC, provided that such purchases are only to meet a specific customer need. Dealer's purchase or resale of an unused product originally manufactured by Lucent that, if purchased from DDM, would be a Lucent Product under this Agreement, shall be grounds for immediate termination of this Agreement.
3.4 b. Dealer shall provide market the Products to its customers at such prices and consistently maintain under such terms and conditions as Dealer shall determine, except that Dealer shall offer, at a staff of adequately trained and competent sales personnelminimum, knowledgeable of the specifications, features and advantages of the Lucent Products. Such personnel shall be made aware of the restrictions on use of Lucent's Information as set forth terms which are equivalent to those stated in Section 14.0. All training that Lucent requires Dealer personnel to undergo that enables Dealer to market and demonstrate Lucent Products effectively shall be provided at no charge to Dealer. All other marketing 12 of this Agreement entitled “Warranties” or Lucent Product training requested by the Dealer and offered by Lucent, will be furnished to Dealer at Lucent's standard rates, terms and conditions.
3.5 If Dealer chooses to provide Dealer Service, Dealer shall provide and consistently maintain a staff conditions of services personnel, trained on the Lucent Products to Lucent's specifications. Such personnel shall be made aware of the restrictions on use of Lucent's Information as set forth in Section 14.0. All services training that Lucent requires Dealer personnel to undergo, any warranty statement or other services training requested by the Dealer and offered by Lucent, will be furnished to Dealer at Lucent's standard rates, terms and conditions. If Dealer has subcontracted with Lucent to perform all or part of Dealer Service to an End User and Dealer installs unused product(s) manufactured by Lucent but not purchased from DDM as part of that End User's system, in addition to any other remedies available to Lucent, Lucent may terminate any Dealer licenses to use Lucent maintenance software and may also terminate its subcontracts with Dealer to perform Dealer Service. If Dealer has sold a Lucent Product system and a Lucent Post-Warranty Maintenance service contract to an End User, Dealer will advise such End User that addition of unused product(s) to the Lucent Product system may void Lucent's warranty and cause Lucent to terminate the service contract.
3.6 Dealer agrees to purchase and maintain a working Lucent system either as a demonstration model or as Dealer's primary telecommunications system at each of Dealer's principal marketing locations.
3.7 Dealer shall offer to train those End Users who elect to install their own systems in the effective use of the Lucent Products, including providing any instructional material agreement furnished to Dealer by Lucent. Dealer shall specifically describe to those End Users who elect to install their own systems the sections of such material, including brochures and manuals packaged King Cycle for marketing Products or shipped with the Lucent ProductsProducts to the End User. If Dealer refuses to adhere to the King Cycle suggested prices set by King Cycle, that describe toll fraud and the precautions an End User can take King Cycle may refuse to prevent toll fraud.
3.8 Dealer shall inform End Users of the Services available from sell to Dealer.
3.9 c. Dealer shall report promptly agrees to Lucent at all known or suspected Lucent Product defects or safety problems times comply with the responsibilities and keep Lucent informed requirements of End User complaints with respect to Lucent Products or Servicesits approved dealer type set forth on Schedule A (Type 3), Schedule B (Type 2), and Schedule C (Type 1) that are attached hereto and incorporated herein by this reference.
3.10 d. Dealer agrees to conduct its business at all times in strict com- pliance with all applicable federal, state, and local laws and regulations. Dealer in its retail sales program shall provide Lucent reasonable access at no time engage in any unfair or unethical trade practices, such as "bait and switch" advertising, and shall make no false or misleading representations with regard to King Cycle, or any affiliate of King Cycle, or the Products.
e. Dealer may be requested to supply to King Cycle certain materials such as photographs of Dealer’s business locations, photographs of Dealer’s employees, or descriptive text and images relating to Dealer's premises during normal business hours , or other items submitted by Dealer to inspect King ("Materials") for use by King Cycle on the King Cycle website or in various King Cycle promotions or advertis- ing. King Cycle shall not acquire ownership to the Materials, but shall have the limited, non-exclusive right and verify license to use, reproduce, prepare deriv- ative works, distribute, publish, and display any such Materials on the King Cycle website or as otherwise deemed appropriate by King Cycle without further approval from Dealer. All Materials, and other intellectual property if any, supplied by the Dealer performance are accepted by King Cycle upon the represen- tation by Dealer that Dealer has the right to use, reproduce, prepare deriva- tive works, distribute, publish, and display the Materials and grant a license to King Cycle for such use without infringing the rights of its obligations under this Agreementany third party, including the right rights of any individuals appearing in photographs submitted by Dealer to inspect King, and audit Dealer's records relating without violating any law. Xxxxxx agrees to Lucent Product transactions in indemnify and out of Dealer's Areahold King Cycle, Dealer's purchases its officers, directors, employees, and sales of unused productsany third parties affiliated with King Cycle harmless from and against any and all third party claims including reasonable attorneys' fees, Distribution Functions and Dealer Services.
3.11 Dealer shall comply with all applicable requirements of federal, state and local laws, ordinances, administrative rules and regulations, including, by way of illustration and not limitation, all requirements of Part 68 related to or arising from the authorized use of the Federal Communication Commission's (FCC) Rules Materials and Regulations and the Federal Export Administration Act of 1969, 50 U.S.C. app. Sections 2401-2414other intellectual property provided to King Cycle by Dealer.
3.12 To ensure timely delivery to End Users, Dealer shall maintain, subject to availability from Lucent, an adequate inventory of Lucent Products. Upon request, Dealer shall make available to Lucent the status of Dealer's current inventory of Lucent Product Components.
3.13 Dealer shall have the capability of providing End Users reasonable financing alternatives to facilitate the procurement of Lucent Products and Dealer Services. Dealer shall furnish evidence of such capability to Lucent upon request.
a. To ensure fulfillment of Lucent's Product and Software warranties to End Users, to ensure End User safety, to ensure End Users receive the latest information concerning the use of Lucent Products and enhancements thereto, to maintain End User satisfaction, and to assist Lucent in tracking equipment maintenance obligations and materiel accountability, Dealer agrees to maintain and make available to Lucent on reasonable request an accurate and complete list of Dealer's Lucent Product and Software End Users by name, installation address, the Lucent Product Components furnished to each End User, the transaction date, and (for End Users who elect to install their own systems only), all serial numbers associated with the new Lucent Products, Software or new Lucent Product Components. The obligation to maintain and make such information available to Lucent shall survive expiration or termination of this Agreement. Lucent will use this information solely for the purposes set forth in this Section 3.14.
b. If Lucent is to install the Products, Dealer shall give the information described in 3.14 a., above, to the Lucent Branch where the End User is located, in the agreed format, as soon as Dealer's order process is completed. This will enable the customer to receive the Lucent Warranty on the new Lucent Products and Software, and
Appears in 1 contract
Samples: Dealer Agreement
Dealer Responsibilities. 3.1 Dealer has previously submitted to Lucent an "Authorized Dealer Application". Dealer certifies and warrants that, to the best of its knowledge, such information is current, accurate, complete and not misleading. Dealer also agrees during the term of this Agreement to notify Lucent Distributor and Avaya immediately in writing and describe in detail any significant or material change in such information.
3.2 Dealer represents that it has the necessary marketing capabilities, integrity and dedication to sell forecast quantities of complete Avaya business telecommunications systems to End Users located in Dealer's Area. Dealer agrees to devote its best efforts to promote and market Lucent Avaya Managed Products to End Users within the Area. Dealer also warrants that it will conduct its business in a manner that reflects favorably on the quality image of Lucent Avaya Managed Products and on the good name, goodwill or reputation of Lucent Avaya and will not employ deceptive, misleading or unethical practices that are or might be detrimental to Lucent Avaya or its Products.
3.3 Dealer shall not purchase or otherwise obtain Lucent Avaya Managed Products for resale from any source other than DDM Distributor unless a Lucent Avaya Managed Product is not available from BCS Distributor on a timely basis, in which case cases Dealer may purchase that Lucent Avaya Managed Product from the Lucent Catalogs or the NPSC, provided that such purchases are only to meet a specific customer needan authorized alternate source under Avaya's then current alternate sourcing policy. Dealer's purchase or resale of an unused product Unused Product originally manufactured by Lucent Avaya that, if purchased from DDMDistributor, would be a Lucent Avaya Managed Product under this Agreement, shall be grounds for immediate termination of this Agreement.
3.4 Dealer shall provide and consistently maintain a staff of adequately trained and competent sales personnel, knowledgeable of the specifications, features and advantages of the Lucent Avaya Managed Products. Such personnel shall be made aware of the restrictions on use of LucentAvaya's Information as set forth in Section 14.08.0. All training that Lucent Avaya requires Dealer personnel to undergo that enables Dealer to market and demonstrate Lucent Avaya Managed Products effectively shall be provided at no charge to Dealer. All other marketing or Lucent Avaya Managed Product training requested by the Dealer and offered by LucentAvaya, will be furnished to Dealer at LucentAvaya's standard rates, terms and conditions.
3.5 Dealer represents that it has or will acquire the service capabilities necessary to meet Avaya's quality standards for design, installation, and provision of warranty and maintenance on-site services for Avaya Managed Products, if Dealer opts to provide such services. If Dealer chooses to provide Dealer Service, Dealer shall provide and consistently maintain a staff of services personnel, trained on the Lucent Avaya Managed Products to LucentAvaya's specifications. Such personnel shall be made aware of the restrictions on use of LucentAvaya's Information as set forth in Section 14.08.0. All services training that Lucent Avaya requires Dealer personnel to undergo, or other services training requested by the Dealer and offered by LucentAvaya, will be furnished to Dealer at LucentAvaya's standard rates, terms and conditions. If Dealer has subcontracted with Lucent Avaya to perform all or part of Dealer Service to an End User and Dealer installs unused product(sproduct (s) manufactured by Lucent Avaya but not purchased from DDM as part of that End User's system, in addition to any other remedies available to LucentAvaya, Lucent Avaya may terminate any Dealer licenses to use Lucent Avaya maintenance software and may also terminate its subcontracts with Dealer to perform Dealer Service. If Dealer has sold a Lucent . Avaya Managed Product system and a Lucent Avaya Post-Warranty Maintenance service contract to an End User, Dealer 3NEDA6I Indirect will advise such End User that addition of used and unused product(sproduct (s) to the Lucent Avaya Managed Product system may void LucentAvaya's warranty and cause Lucent Avaya to terminate the service contract.
3.6 Dealer agrees to purchase and maintain a working Lucent Avaya system either as a demonstration model or as Dealer's primary telecommunications system at each of Dealer's principal marketing locations.
3.7 Dealer shall offer to train those End Users who elect to install their own systems in the effective use of the Lucent Avaya Managed Products, including providing any instructional material furnished to Dealer by LucentAvaya. Dealer shall specifically describe to those End Users who elect to install their own systems the sections of such material, including brochures and manuals packaged with the Lucent Avaya Managed Products, that describe toll fraud and the precautions an End User can take to prevent toll fraud.
3.8 Dealer shall inform End Users of the Services available from Dealer.
3.9 Dealer shall report promptly to Lucent Avaya all known or suspected Lucent Avaya Managed Product defects or safety problems and keep Lucent Avaya informed of End User complaints with respect to Lucent Avaya Managed Products or Services.
3.10 Dealer shall provide Lucent Avaya reasonable access to Dealer's premises during normal business hours to inspect and verify Dealer performance of its obligations under this Agreement, including the right to inspect and audit Dealer's records relating to Lucent Avaya Managed Product transactions in and out of Dealer's Area, Dealer's purchases and sales of unused products, Distribution Functions and Dealer Services.
3.11 Dealer shall comply with all applicable requirements of federal, state and local laws, ordinances, administrative rules and regulations, including, by way of illustration and not limitation, all requirements of Part 68 of the Federal Communication Commission's (FCC) Rules and Regulations and the Federal Export Administration Act of 1969, 50 U.S.C. app. Sections 2401-2414.
3.12 To ensure timely delivery to End Users, Dealer shall maintain, subject to availability from Lucent, an adequate inventory of Lucent Products. Upon request, Dealer shall make available to Lucent the status of Dealer's current inventory of Lucent Product Components.
3.13 Dealer shall have the capability of providing End Users reasonable financing alternatives to facilitate the procurement of Lucent Products and Dealer Services. Dealer shall furnish evidence of such capability to Lucent upon request.
12 a. To ensure fulfillment of LucentAvaya's Product and Software warranties to End Users, to ensure End User safety, to ensure End Users receive the latest information concerning the use of Lucent Avaya Managed Products and enhancements thereto, to maintain End User satisfaction, and to assist Lucent Avaya in tracking equipment maintenance obligations and materiel accountability, Dealer agrees to maintain and make available to Lucent Avaya on reasonable request an accurate and complete list of Dealer's Lucent Avaya Managed Product and Software End Users by name, installation address, the Lucent Avaya Managed Product Components furnished to each End User, the transaction date, and (for End Users who elect to install their own systems only), all serial numbers associated with the new Lucent Avaya Managed Products, Software or new Lucent Avaya Managed Product Components. The obligation to maintain and make such information available to Lucent Avaya shall survive expiration or termination of this Agreement. Lucent Avaya will use this information solely for the purposes set forth in this Section 3.143.12.
b. If Lucent is to install the Products, Dealer shall give the information described in 3.14 a., above, to the Lucent Branch where the End User is located, in the agreed format, as soon as Dealer's order process is completed. This will enable the customer to receive the Lucent Warranty on the new Lucent Products and Software, and
Appears in 1 contract
