Distributor Responsibilities. 21.1 You acknowledge that the distributor is responsible for the supply of electricity at your premises, and that the supply of electricity may be subject to variations in voltage and frequency and may contain voltage surges, which may cause damage. We are unable to guarantee the quality and security of supply of electricity.
21.2 The distributor may disconnect, interrupt or reduce the supply of electricity to your premises. To the full extent permitted by law, you release Next Business Energy from any liability for such disconnection, interruption or reduction in the supply of electricity or any variation in the voltage and frequency of the supply.
Distributor Responsibilities. During the term of this Agreement, DISTRIBUTOR agrees to the following:
(i) To teach GUPTA authored Courses only (Courses may be broken down to fit the needs of the market) with Gupta Authorized Instructor(s);
(ii) To provide on a quarterly basis to GUPTA no later than the 5th of each month following the end of the quarter that this Agreement is in effect, the Student Evaluation Summary in the form of Attachment 2 for each GUPTA Course taught;
(iii) To adhere to the following GUPTA Course fulfillment requirements and any other reasonable ongoing training requirements as may be specified from time-to-time by GUPTA. GUPTA reserves the right to modify or change the GUPTA Territory List Price of any or all of the applicable products or services upon 30 days prior written notice to DISTRIBUTOR.
Distributor Responsibilities. 4.1. In support of its commitment to the common vision set out in Article 1.1 above and its appointment referenced in Article 2.1 above, the Distributor undertakes to conduct all its activities hereunder in strict accordance with the Xxxxxxx Standards. The Distributor will establish and maintain a senior management structure appropriate to ensuring professional management of its business. The Distributor will give Xxxxxxx reasonable prior notice of any material changes to either structure or personnel. Subject to the individual employee’s performance, the Distributor will take all reasonable steps to retain all those employees who have received Xxxxxxx related training and who are considered Important by the Parties to the Distributor’s Xxxxxxx related business. The Distributor will also have the following responsibilities during the term hereof:
4.1.1 the Distributor will establish, maintain and continually strengthen a dedicated sales and marketing team for the promotion, sale, service and warranty support of the Products in the Territory targeted at maximizing sales and winning new business and offering best in class customer support for the Parties’ mutual benefit. The Distributor will seek at all times to grow sales of the Products through pull through and follow up type business activities including but not limited to pursuing opportunities with fleets, airlines, rental yards, OEM dealers and end-users. In support of this, the Distributor will:
(a) advertise and promote interest in the Products in the Territory. This shall include (but shall not be limited to) the use of local communications media, maintaining a detailed and professional Internet web site, and exhibition or display facilities. The Distributor may, with Xxxxxxx’ prior written consent, exhibit and be involved in exhibiting any of the Products at any exhibition or trade show and take part in, support or be involved in competitions, competitive trials or demonstrations of the Products. The Distributor shall upon Xxxxxxx’ reasonable request withdraw at its own expense any particular advertisements, catalogues, sales literature or other printed matter relating to the Products;
(b) provide service training courses in line with appropriate Xxxxxxx guidelines in respect of the Products within the Territory;
(c) hold and distribute a pre-agreed (with Xxxxxxx) level and range of technical, sales and service literature applicable to the Products throughout the Territory and to its Dealers; and
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Distributor Responsibilities. Distributor shall use its commercially reasonable efforts (i) to assist CHI in performing its activities under the Non-Integrated Product Development Plan, and (ii) to furnish to CHI in accordance with the schedule set forth in the Non-Integrated Product Development Plan, the design requirements and other data as may be necessary to allow CHI to develop the MTWA Test Module and to interface the MTWA Test Module with the Stress System, (iii) to carry out the other activities assigned to Distributor in the Non-Integrated Product Development Plan, and (iv) upon the Parties’ mutual execution of the Integrated ASM Development Plan, to meet Distributor’s obligations under the Integrated ASM Development Plan on the development schedule set forth in the Integrated ASM Development Plan.
Distributor Responsibilities. Distributor shall, at its cost, produce retail packaging, media label artwork, user's manuals, localization of non-code resources to German if German language rights are granted as per 2.01(b), and sales and marketing materials for the Software and shall use its best efforts to pursue aggressive sales and marketing to realize the maximum sales potential for the Software. All such packaging and materials shall be provided to Developer for its review and approval, such approval not to be unreasonably withheld or delayed. Failure by Developer to approve or disapprove a component within seven (7) business days shall be deemed to be approval for that component. For SuperFassst! the parties have agreed at minimum that (a) Distributor shall not use "SuperFassst!" as the product name, but rather will use a different name of its choice, (b) reference to the "SuperFassst! Technology" will appear in reasonable prominence on the front of the box, (c) Developer's corporate logo and "created by" attribution will appear in reasonable prominence on the back of the box and (d) the appropriate legal trademark and copyright notices will appear in fine print on the box.
Distributor Responsibilities. The Distributor shall:
(a) Diligently sample (by passing to Producer sample requests of existing and potential customers in the Trading Area), sell, advertise and promote the sale of the Products to the Industry in the Trading Area to fulfill the Products sales objectives mutually established by the parties from time to time;
(b) Maintain a bona fide sales department adequately staffed, trained and equipped to enable Distributor to serve the Industry in the Trading Area adequately and properly, to give customers technical sales assistance, address and resolve customer complaints and to fulfill its other obligations under this Agreement;
(c) Maintain adequate sales and warehouse facilities as well as a representative and adequate stock of the Products to meet the demands of the Industry in the Trading Area;
(d) Prepare and maintain, and submit to the Producer on a monthly basis, all documentation and reports reasonably required from time to time to be prepared, maintained or submitted, including but not limited to, the following: customer, sales, freight and inventory data regarding the Products, pricing and volume data, and call reports regarding visits to existing and potential customers in the Trading Area, all in such form and at such times as Producer may from time to time reasonably request;
(e) Maintain adequate supply of all current literature (including product data sheets, safety data sheets (“SDS”), brochures, etc.) relating to the Products and to provide customers and prospective customers with copies of the same at the time of Product inquiry or sale and, in particular, maintain and provide all customers of Products with appropriate safety related literature and SDS in full compliance with all applicable regulatory requirements including, as applicable, the OSHA Hazard Communication Standard;
(f) Participate in trade shows and exhibitions in the Trading Area where, in Distributor’s reasonable business judgment, such participation will promote the Products;
(g) Not make any representation or warranty with respect to any Products, other than as expressly provided by Producer;
(h) Conduct its business in a professional and ethical manner, and in compliance with all applicable laws including, without limitation, those pertaining to taxes and the prohibition of corruption, bribery and the offering of inducements to public or semi-public officials, including the United States Foreign Corrupt Practices Act;
(i) In the event Distributor purchases any P...
Distributor Responsibilities. 2.1 In consideration for the right to act as a SUNWAY Distributor, DISTRIBUTOR shall:
(a) use its best efforts to sell, advertise and promote the sale and use of the Product throughout the Territory.
(b) order and maintain at least the minimum stock of adequate samples of the Product which SUNWAY determines necessary to support DISTRIBUTOR's sales effort in the Territory as mutually agreed between DISTRIBUTOR and SUNWAY.
(c) ensure that its appropriate personnel participate in Distributor training sessions that may be offered from time to time by SUNWAY at agreed locations.
(d) furnish to SUNWAY information relating to orders, sales, service and inventory of Product and Product sales budgets and forecasts in such manner as SUNWAY may from time to time request;
(e) furnish SUNWAY, upon SUNWAY's request, detailed market analysis and reports with respect to the Territory;
(f) provide reasonable notice (60 days) of Distributor's intent to market and sell, within the Territory, products of another manufacturer that are identical or similar to the Product.
Distributor Responsibilities. 4.1 Performance of Obligations: Distributor represents that it has the necessary resources to perform its obligations hereunder including, without limitation, the necessary financial, marketing capabilities, integrity and dedication to sell forecast quantities of Products. Distributor agrees to provide annual audited and quarterly internal financial statements to Avaya, upon request. Distributor agrees to devote its reasonable commercial efforts to promoted and market Products to Avaya’s Resellers. Distributor also warrants that it will conduct its business in a manner that reflects favorably on the quality image of the Products and on the good name, goodwill or reputation of Avaya and will not employ deceptive, misleading or unethical practices detrimental to Avaya or its Products.
Distributor Responsibilities. DISTRIBUTOR accepts this appointment upon the terms and conditions herein and agrees that, so long as this appointment is in effect, it will:
(a) Use its commercially reasonable efforts to develop business in, to promote the sale and use of, and to sell the Equipment covered by this Agreement in the assigned Territory;
(b) Maintain a sales organization which actively solicits the sale of products covered by this Agreement, carry out promotional programs, and fully utilize the sales assistance furnished by NOV;
(c) Submit to NOV, upon request if available, the forecasted requirements of DISTRIBUTOR for Equipment;
(d) Buy and resale Equipment, and maintain those stocks of Equipment, components and accessories that are necessary to promote the sales of NOV products and the Equipment and fulfill its customers’ service needs;
(e) Inform NOV of significant personnel changes, and other material changes within the organization of the DISTRIBUTOR, that would materially affect the DISTRIBUTOR’s performance under this Agreement;
(f) Obtain, to the extent necessary or appropriate, any necessary approvals from any governmental, local or other authority, which are required in order to sell the Equipment and comply with the provisions hereof;
(g) Pay NOV for the Equipment purchased from NOV at the prices and upon the terms and conditions herein set forth;
(h) Purchase from NOV Equipment in such quantity as shall satisfy the DISTRIBUTOR’s requirements for resale during the term of this Agreement, unless otherwise agreed to in writing by NOV;
(i) Indemnify and hold harmless NOV, its affiliated companies, parents and their respective directors, officers, employees, agents and other representatives from and against any and all claims, liability, loss, demands, obligations or damage of any kind or character, including without limitation, injuries and death to persons, and loss of or damage to property by whomever owned, arising out of DISTRIBUTOR’s negligent performance, acts or omission under this Agreement. This obligation shall be deemed continuous, notwithstanding any expiration or termination of this Agreement.
Distributor Responsibilities. Distributor shall provide technical support to Customers of those Software products provided by Distributor. Distributor will provide all Xxxxx 0 xxx Xxxxx 0 Xxxxxxx. Xx this the parties agree that Distributor will:
3.1 Provide access to telephone and electronic communications for technical assistance and consultation 24 hours a day 365 days a year to Distributor's support center.
3.2 Execute diagnostic routines as made available by OPEN MARKET's for Xxxxx 0 and Level 2 support situations in accordance with OPEN MARKET's instructions as they relate to OPEN MARKET's Software products, and inform OPEN MARKET of the results of those diagnostics.
3.3 Reasonably verify the existence of a Software product problem and to determine the conditions under which that problem can be duplicated prior to submission to OPEN MARKET.
3.4 Identify, define, and report software problems in a manner that will allow OPEN MARKET to verify, replicate, and correct Software defects.
3.5 Provide direct customer contact for Xxxxx 0 and Level 2 of technical support assistance and act as the front line field support organization providing technical support directly to their Customers.
3.6 Manage and control problem situations arising at Customer sites.
3.7 Distributor will act as the front line field support organization for Xxxxx 0 support and facilitate OPEN MARKET's direct communication with Customer in Level 3 support situation.
3.8 Distributor agrees to be a beta test site for OPEN MARKET Software products.
3.9 Distributor agrees to provide response, updates, and relief support, as per Section 2.2.2, to its Customers as the primary interface to them.
3.10 Distributor agrees to maintain an adequate staff of trained technical support personnel to service the needs of its Customers.
3.11 Distributor agrees to participate with OPEN MARKET in a semi-annual technical support review to ensure Distributor and OPEN MARKET are meeting their respective Support Obligations as defined herein.
