Distributor Model Sample Clauses

Distributor Model. Allegiance shall maintain the principal contractual relationship with the customer for sales, sales support, accounts receivable, and customer service in connection with the supply of the Products and Perfusion Services in connection with the provision by Allegiance of Cost Management, ValueLink and other services consolidated on an Allegiance invoice for Products, Perfusion Services and Allegiance products (as required by the customer). Baxter shall use reasonable efforts to cooperate with Allegiance and to facilitate Allegiance's fulfillment of its obligations hereunder. Baxter shall provide to Allegiance the Distributor List Price to be paid by Allegiance to Baxter and a suggested direct sale price (the "Suggested Sales Price") in connection with each Distributor Model transaction, provided, however, that Allegiance shall have the sole right and responsibility for negotiating and contracting with each customer the delivered price of the Products and
Sample 1
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Distributor Model. Under the Distributor Model, Allegiance shall maintain the principal contractual relationship with the customer for sales, sales support, customer invoicing, accounts receivable, and customer service in connection with the supply of the Products in connection with the provision by Allegiance of Kits and Cost Management, ValueLink, and other services consolidated on an Allegiance invoice for Products and, in some instances, Allegiance products (as required by the customer). Baxter shall use reasonable efforts to cooperate with Allegiance and to facilitate Allegiance's fulfillment of its obligations hereunder. Baxter shall provide to Allegiance a suggested direct sale price including Standard Delivery (the "Suggested Sales Price") and an effective Distributor Net Sales price applicable to each such Product in connection with each Distributor Model transaction; provided, however, that Allegiance shall have the sole right and responsibility for negotiating and contracting with each customer the delivered price of the Products. If the customer has a then-current contract with Baxter for such Products, the Suggested Sales Price shall be the then-current contract price. If Baxter has an agreement with any customer for Xxxxxx'x provision of Products to such customer and such customer subsequently requests (a) Kits, and/or (b) Cost Management, ValueLink, and other services consolidated on an Allegiance invoice for such Products and, in some instances, Allegiance products, then all such Distributor Model sales of Products to such customer shall apply to any minimum purchase commitments or quantity discounts contained in Xxxxxx'x agreement with such customer.
Sample 1
Distributor Model. Baxter shall pay to Allegiance a service fee equal to the applicable percentages (pursuant to Section 6.4) of the Distributor Net Sales of such Products.
Sample 1
Distributor Model. 3.1 If a customer approaches Xxxxxx rather than Allegiance in connection with a Distributor Model transaction, Xxxxxx will advise the customer that the customer must obtain the delivered price from Allegiance, and Xxxxxx will advise Allegiance of the Suggested Sales Price. Xxxxxx may inform the customer that it will provide a Suggested Sales Price to Allegiance, and Allegiance could use the Suggested Sales Price as a starting point. Nevertheless, Allegiance shall have the sole right to set the delivered price.
Sample 1

Related to Distributor Model

  • Distributor The Distributor represents and warrants that: (i) the Distributor is a limited partnership duly organized and in good standing under New York law; (ii) the Distributor is registered as a broker-dealer under federal and applicable state securities laws and is a member of the NASD; and (iii) the Distributor is registered as an investment adviser under federal securities laws.

  • Product The term “

  • Licensed Software Section 3.17(f).......................................27

  • New Products You agree to comply with NASD Notice to Members 5-26 recommending best practices for reviewing new products.

  • Supplier shall exercise reasonable care in carrying out the provisions of this Agreement, but shall be kept indemnified by, and shall be without liability to CMA and/or any Fund for any action taken or omitted by it in good faith without negligence including, without limitation, acting in accordance with any Proper Instruction. Supplier shall be entitled to rely on and may act upon the advice of counsel (who may be counsel for CMA or any Fund) on all matters arising in connection with the Services. At any time, Supplier may apply to any officer of CMA or a Fund for instructions and may consult with outside counsel for CMA or the applicable Fund or the independent auditors for the Fund at the expense of the Fund, or other individuals designated in writing by CMA or the Fund, for advice with respect to any matter arising in connection with the Services. Supplier shall not be liable, and shall be indemnified by each Fund or CMA, as applicable, for any action taken or omitted by it in good faith in reliance upon any such instructions or advice or upon any paper or document believed by it to be genuine and to have been signed by such officers or individuals. Supplier shall not be held to have notice of any change of authority of any officer or individual until receipt of written notice thereof from the Fund or CMA. Nothing in this Section shall be construed as imposing upon Supplier any obligation to seek such instructions or advice. Without in any way limiting the generality of the foregoing, Supplier shall in no event be liable for any loss or damage arising from causes beyond its control including, without limitation, delay or cessation of services hereunder or any damages to CMA or a Fund resulting therefrom as a result of work stoppage, power or other mechanical failure, natural disaster, governmental action, communication disruption or other impossibility of performance.

  • Products and Services Part 2.9(a) of the Disclosure Schedule accurately identifies and describes each Company Product currently being designed, developed, manufactured, marketed, distributed, provided, licensed, or sold by the Company.

  • Distributors The Manager shall make or cause to be made such arrangements as are expedient for the distribution of Units, having regard to the requirements of Applicable Laws and applicable stock exchange rules and regulations respecting such distribution of Units in the jurisdiction or jurisdictions in which they are to be distributed. It is understood and agreed that: (i) the Manager or the Investment Manager may distribute Units itself in the offering jurisdictions in which it is registered, or is exempt from such registration, under applicable Securities Legislation; and (ii) the Manager will retain the services of the Underwriters pursuant to the Underwriting Agreement to assist it in the distribution of the Units in the offering jurisdictions.

  • Company Products Schedule 2.10(d) of the Company Disclosure Letter lists all Company Products, and for each such product or feature (and each version thereof) identifying its release date.

  • Third Party Software Customer acknowledges that in order for MyEcheck to perform the Consulting Services, Customer may need to obtain additional third party services ("Third Party Services") or third party technology ("Third Party Technology"). Customer agrees that the rights and licenses with respect to Third Party Technology and Third Party Services shall be under terms set forth in the pertinent purchase, license or services agreements between Customer and the vendors of such Third Party Software or Third Party Services. Customer shall execute and comply with appropriate purchase, license, or services agreements with respect to any Third Party Software or Third Party Services. Any amounts payable to third party vendors or service providers under such agreements are the sole responsibility of Customer and shall be paid directly by Customer to such third party vendors or service providers. MyEcheck Services Agreement

  • Competing Products The provisions of Section 21 are set forth on attached Exhibit H and are incorporated in this Section 21 by this reference.

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