Distribution Rights and Obligations Sample Clauses

Distribution Rights and Obligations. (a) GameTek hereby engages Distributor, and Distributor hereby agrees to be engaged by GameTek, as GameTek's sole and exclusive seller and distributor of Distributed Products throughout the Territory during the Exploitation Period. During the Exploitation Period for each Game Title, Distributor shall distribute such Distributed Products through all usual and customary wholesale channels, and Distributor shall order and maintain inventories of appropriate quantities of Distributed Products with respect to each Game Title as shall be reasonably necessary to meet anticipated demand. (b) Distributor shall have the right to use, publish and permit others to use and publish GameTek's name, and, subject to any contractual restrictions of which GameTek advises Distributor prior to such use or publication, any names of or trademarks associated with, or embodied in, any Game Title or reproduction or simulation thereof, the script, speech, images, characters, characterizations, designs, graphics, art work and other characteristics associated with each Game Title, and the name of each Game Title (collectively, the "Marks"), in connection with the sale, advertising, distribution and exploitation thereof. Prior to commencing distribution of any Distributed Products in any country in the Territory, Distributor shall verify the existence of GameTek's rights to distribute such products in such country, the obligations and conditions to which such rights are subject, and the extent, if any, of Third Party Royalties payable in respect of such distribution. Distributor shall comply with the provisions of the agreements with such third parties to the extent Distributor is apprised of such provisions by GameTek, insofar as they relate to Distributor's distribution of Distributed Products hereunder. (c) Distributor shall have the right, solely for advertising, publicity and promotional purposes, to perform and display the Distributed Products publicly, and to permit the public performance thereof, but only in a manner consistent with ordinary custom and practice in the industry for the promotion of products similar to the Game Titles. (d) Distributor shall have the right to use all artwork, textual material and other materials furnished to Distributor by GameTek in connection with the Distributed Products, including advertising, packaging and wrapping materials (collectively, "Packaging and Promotional Materials"), to the extent created by or on behalf of GameTek in connection w...
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Distribution Rights and Obligations. 2.1 [***]. 2.2 [***]. 2.3 [***]. 2.4 [***]. 2.5 [***]. 2.6 [***].
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Distribution Rights and Obligations. (a) Appointment as Exclusive Distributor. Subject to the agreements set forth in Schedule 7(a), Cytomedix hereby appoints Distributor as an exclusive Cytomedix distributor within the Territory for the Exclusive Field of Use and as a non-exclusive distributor within the Territory for the Non-Exclusive Field of Use, to market, distribute and sell the Products to all existing and potential customers (“Customers”) within the Territory and Field of Use, subject to compliance with the terms and conditions of this Agreement. Distributor shall use best efforts to market, distribute and sell the Products, consistent with the terms and conditions of this Agreement. Additionally, Distributor shall provide post-sale Customer service for the Products in the Territory under the terms set forth in this Agreement.
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Distribution Rights and Obligations. A. Subject to the terms and conditions set forth herein, PEC appoints Cordis and Cordis accepts the appointment, as exclusive worldwide distributor for the marketing and sale of the X-Ray System within the Field. B. Cordis will use reasonable commercial efforts (i) to sell X-Ray Systems in the Field, (ii) promote, through Cordis's own advertising and sales promotion activities, the purchase and use of X-Ray Systems by customers in the Field, and (iii) ensure representation of and sales support for X-Ray Systems at major meetings and conferences in the Field, including without limitation, the following meetings and conferences: American Heart Association and the American College of Cardiology. PEC will at its own expense support Cordis's efforts at major meetings and conferences. Cordis will be responsible for producing appropriate sales and marketing materials to support its sales and promotional efforts. C. Cordis will be responsible for servicing the X-Ray Systems. In the event Cordis is required to purchase replacement components from PEC, PEC agrees to sell such components to Cordis at PEC's cost. In the event Cordis requires the assistance of PEC in calibrating any Control Device, PEC will provide such calibration services to Cordis at the rates set forth in Exhibit C. D. Cordis will be responsible for all customer training. PEC will provide up to five (5) days of training each calendar year during the Term to Cordis' sales and service personnel at no charge to Cordis, except that Cordis shall be responsible for all travel expenses (including transportation, room and board) for Cordis personnel. The training sessions will be conducted at facilities to be selected by PEC and Cordis, and will be arranged by Cordis after consultation with PEC. PEC will prepare appropriate training materials that will be copied and distributed to its sales and service personnel. Cordis will be responsible for preparing and distributing appropriate sales materials and product brochures. If Cordis requires more than five (5) days of training for its personnel during any calendar year, Cordis can purchase such additional training from PEC at PEC's then per diem rates. E. The Steering Committee will be consulted as to the spare parts to be maintained by Cordis as required to service the X-Ray Systems in a timely manner. Cordis will maintain an adequate supply of spare parts as required to service the X-Ray Systems in a timely manner. Cordis will purchase such spare parts from...
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Distribution Rights and Obligations. Distributor agrees to pay all of its incurred expenses associated with promoting and closing sales, i.e., sales literature, advertisements, travel, lodging, entertainment, etc. -- Distributor is obligated to put forth reasonable efforts to promote and obtain sales of Manufacturer's products, including data sheets to customers, calls, quotations, trade shows, demonstrations on site and at customers' site. -- Distributor has the rights to distribute and represent other like or similar products to those provided by Manufacturer. -- All customer contacts that are initiated by Distributor are deemed to be Distributor's exclusive customer and at no time, without written consent of Distributor, will Manufacturer circumvent that linkage either directly or through other indirect means. -- Any disputes that arise with regard to multiple distributors or distributor exclusivity will be arbitrated by a mutally agreed upon third party. Time is of the esssence in resolving such disputes.
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Distribution Rights and Obligations 
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Related to Distribution Rights and Obligations

  • Rights and Obligations If a successor to the Agent is appointed under the provisions of Clause 24.10 (SUCCESSOR AGENT), then (i) the retiring Agent shall be discharged from any further obligation hereunder but shall remain entitled to the benefit of the provisions of this Clause 24 and (ii) its successor and each of the other parties hereto shall have the same rights and obligations amongst themselves as they would have had if such successor had been a party hereto.

  • Continuing Rights and Obligations After the satisfaction and discharge of this Indenture, this Indenture will continue for (i) rights of registration of transfer and exchange, (ii) replacement of mutilated, destroyed, lost or stolen Notes, (iii) the rights of the Noteholders to receive payments of principal of and interest on the Notes, (iv) the obligations of the Indenture Trustee and any Note Paying Agent under Section 3.3, (v) the rights, obligations and immunities of the Indenture Trustee under this Indenture and (vi) the rights of the Secured Parties as beneficiaries of this Indenture in the property deposited with the Indenture Trustee payable to them for a period of two years after the satisfaction and discharge.

  • Additional Rights and Obligations The author(s) (and their employers as applicable), hereby authorise the Publishers to take such steps as they consider necessary at their own expense in the copyright owner’s name and on their behalf, if they believe that a third party is infringing or is likely to infringe copyright or the rights granted to the Publishers herein in the Contribution without further recourse to the copyright owner(s). The Corresponding Author acknowledges that all versions of the Contribution, and any associated reviews and responses to those reviews, may be published if the Contribution is accepted for publication. The Publishers expressly agree to place the final published post-production Contribution for display on PMC (including their international mirror sites) promptly after publication without extra charge for this deposit to the authors or their employers (provided PMC does not charge the Publishers), which will include any Publisher supplied amendments or retractions. The author(s) acknowledge and accept that BMJ may make additional changes to the Contribution as considered necessary in accordance with standard editorial processes whether before or after publication. The Corresponding Author will usually see proofs for their Contribution and every effort will be made to consult with the Corresponding Author if substantial alterations are made. BMJ may also retract or publish a correction or other notice when it considers this appropriate for legal or editorial reasons and this shall be at its absolute discretion which shall be exercised reasonably.

  • Parties' Rights and Obligations If during the Term there is any Condemnation of all or any part of the Leased Property or any interest in this Lease, the rights and obligations of Lessor and Lessee shall be determined by this Article 15.

  • Rights and Obligations of Members Section 6.1

  • Trustee’s Rights and Obligations The Trustee is entitled to receive, and will be fully protected in relying upon, an Opinion of Counsel stating that the execution of any amendment, supplement or waiver authorized pursuant to this Article is authorized or permitted by the Indenture. If the Trustee has received such an Opinion of Counsel, it shall sign the amendment, supplement or waiver so long as the same does not adversely affect the rights of the Trustee. The Trustee may, but is not obligated to, execute any amendment, supplement or waiver that affects the Trustee’s own rights, duties or immunities under the Indenture.

  • RIGHTS AND OBLIGATIONS OF NWESD The NWESD Board of Directors and Superintendent agree to provide educational services pursuant to requirements of the Office of the Superintendent of Public Instruction (OSPI). All staff for the Program shall be employed by the NWESD and subject to the policies and rules and regulations of the NWESD, including regulations pertaining to RCW 28A.400.303, RCW 28A.400.322 and RCW 28A.400.330, and teacher certification as required by the State of Washington. In accordance with this Agreement, the NWESD shall: A. Operate a self-contained education program for students with specialized learning needs who manifest severe behavior challenges. B. Recruit, employ, and supervise staff required to adequately operate the Program. All staff for the Program shall be employed by the NWESD and shall be subject to the policies, rules and regulations of the Board of Directors of the NWESD. The NWESD reserves the right to delay or, if necessary, deny placement of any student where staffing capacity at the time of referral is estimated to be insufficient to adequately operate the Program upon student enrollment. C. Contract for staff each year according to the total number of students participating Districts have identified prior to March 1st, as identified in Section IV.A. When the number of students enrolled in the Program exceeds the level that can be reasonably accommodated by existing staff, additional staff may be hired as necessary. D. Contract or subcontract with any person or entity to provide services needed to operate the Program. E. Develop consistent procedures for students entering into and exiting from the Program. F. Coordinate interdistrict and interagency services and agreements required to implement educational plans and programs, including an Individual Education Program (IEP). G. Coordinate with each District for transportation, related services, and emergency services as needed to support attendance on a full-time basis. Related services for students are to be based upon IEP-designated needs. These services will be provided and paid for by each student’s resident District, unless it has been agreed upon by the IEP team that it would be more appropriate to offer these services as part of the Program. Student-specific services (e.g., 1:1 instructional aides, OT, PT, SLP, and other services) that are provided by the Program will be billed as an additional cost (including indirect charges) to the resident District of the student, unless otherwise agreed in writing. H. Coordinate Program and resident District personnel in accomplishing assessments, IEPs (to include resident District participation), and a full continuum of services for students. I. Coordinate shuttle transportation with each District during the school day between identified learning centers.

  • Other Rights and Obligations of the Authority (a) be deemed to have taken possession and control of the Project forthwith; (b) take possession and control of all materials, stores, implements, construction plants and equipment on or about the Site; (c) be entitled to restrain the Concessionaire and any person claiming through or under the Concessionaire from entering upon the Site or any part of the Project; (d) require the Concessionaire to comply with the Divestment Requirements set forth in Clause 34.1; and (e) succeed upon election by the Authority, without the necessity of any further action by the Concessionaire, to the interests of the Concessionaire under such of the Project Agreements as the Authority may in its discretion deem appropriate, and shall upon such election be liable to the Contractors only for compensation accruing and becoming due and payable to them under the terms of their respective Project Agreements from and after the date the Authority elects to succeed to the interests of the Concessionaire. For the avoidance of doubt, the Concessionaire acknowledges and agrees that all sums claimed by such Contractors as being due and owing for works and services performed or accruing on account of any act, omission or event prior to such date shall constitute debt between the Concessionaire and such Contractors, and the Authority shall not in any manner be liable for such sums. It is further agreed that in the event the Authority elects to cure any outstanding defaults under such Project Agreements, the amount expended by the Authority for this purpose shall be deducted from the Termination Payment.

  • Rights and Obligations of Parties The rights and obligations of each of the parties in any of the property of either or both of them whenever and wherever acquired or located; [PL 1995, c. 694, Pt. B, §2 (NEW); PL 1995, c. 694, Pt. E, §2 (AFF).]

  • Party A’s Rights and Obligations 4.1 甲方应不晚于扣款日向/在其结算账户转账/存入等于（或不少于）存款资金的款项，并在起息日前的所有时间均确保并维持结算账户中有该等数额的款项。若因非乙方过错的任何原因，包括但不限于由于甲方的债权债务纠纷或任何原因导致结算账户被司法机关采取查封、冻结或支取等强制措施，甲方未能在起息日前的所有时间确保并维持结算账户中的存款资金数额的，本协议应立即解除并失效，但不影响甲方应承担的违约责任并向乙方赔偿全部损失的义务。 No later than the Trade Date, Party A shall transfer/deposit money equal to (or not less than) the full Deposit Amount to/in the Settlement Account and shall ensure that such amount of fund in the Settlement Account shall be held and maintained at all time until the Effective Date. Failure by Party A to do the same due to whatever reason other than Party B’s fault, including without limitation, the Deposit Amount being frozen, seized or taken, in whole or in part, with enforcement measures by judicial authority arising from its credits, debts dispute and/or whatsoever reason, shall cause this Agreement to be immediately and automatically ceased and this Agreement will be no longer to be in force and effect, and in such case, it shall be deemed that Party A breaches the terms of this Agreement and therefore shall be liable for all losses and damages suffered by Party B arising therefrom. 4.2 甲方授权乙方在扣款日对甲方结算账户扣划与存款资金相等数额的款项并转存至结构性存款标的下，该等操作无须经甲方另行同意或通知甲方。 On the Effective Date, Party A hereby authorizes Party B to deduct fund in the Settlement Account equal to the full Deposit Amount and transfer the same to be deposited under the Structured Deposit program without further consent from and notice to Party A. 4.3 甲方授权乙方在结算日或根据本协议第6.2 款的提前终止日（如适用）将结构性存款标的下的符合本协议第5.2 款数额的资金转入甲方的结算账户，该等操作无须经甲方另行同意或通知甲方。 On the Settlement Date or (as the case may be) the Early Termination Date (as specified in Clause 6.2), Party A hereby authorizes Party B to transfer fund so deposited under the Structured Deposit program to the Settlement Account without further consent from and notice to Party A. Provided that the fund to be transferred by Party B thereof shall be equal to the amount as specified in Clause 5.2. 4.4 在甲方签署本协议后的 24 小时（“冷静期”）内，甲方有权以乙方指定的方式通知乙方撤销结构性存款业务。若甲方在冷静期内行使撤销权的，本协议视为未生效，相关结构性存款业务不进行。冷静期结束后，甲方的撤销权立即自动完全失效。 Within 24 hours from the execution of this Agreement by Party A (“Cooling-off carried out. Party A accepts and agrees that immediately after the Cooling-off Period, Party A’s right to withdraw/cancel the purchase of Structured Deposit shall be completely ceased. 4.5 除另有约定外，相关税费（若有）由甲方自行负担。 Unless otherwise specified, Party A shall bear all relevant taxes applicable to it (if any). 4.6 甲方对本协议及销售文件负有保密义务，未经乙方书面许可，甲方不得向任何组织、个人提供或泄露与乙方或本协议有关的任何业务资料及信息，法律及/或监管要求另有规定除外。 Party A shall keep confidential this Agreement and Ancillary Document. Without written approval from Party B, it shall not provide nor disclose to any organization or individual any business material and information relating to Party B and in connection with this Agreement, unless otherwise required by laws regulations and/or regulatory requirement. 4.7 甲方认可，产品说明书及所有销售文件的所有条款与条件符合其意图及要求，应得到甲方的完全遵守。 Party A accepts that all terms and conditions as provided in the Commercial Term and any relevant Ancillary Documents meet its intentions and requirements and it shall fully comply with all provisions hereof/thereof.