DISTRIBUTOR'S GENERAL OBLIGATIONS Sample Clauses

DISTRIBUTOR'S GENERAL OBLIGATIONS. Best efforts. Distributor agrees to devote its best efforts to promote, service and maximize the sales of the Products throughout the Territory to Customers and work diligently to obtain orders for the Products. Stock of Demonstration Products. Unless otherwise specified in Annex [number], Distributor shall at all times carry at least near to complete range of items comprised in the Products for the purpose of demonstrating the Products to prospective customers.
Sample 1
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DISTRIBUTOR'S GENERAL OBLIGATIONS. 2.1 The Distributor will purchase from GLIATECH and actively promote and resell the Products within the Territory. The Distributor will maintain adequate facilities and personnel to perform its obligations under this Agreement and will comply in all material respects with all applicable local, state and national laws regulating the resale of the Products. 2.2 The Distributor undertakes to use its best efforts to market and sell the Products in the Territory and to give prompt attention to all inquiries or orders for the Products from customers or potential customers. 2.3 The Distributor shall not participate in the manufacture, sale or distribution of any products that compete with the Products. If at any time during the term of this Agreement, the Distributor engages in the manufacture, sale or distribution in the Territory, either directly or through subsidiaries or affiliates, of any products which GLIATECH reasonably deems to be substantially similar to or competitive with the Products, then GLIATECH will have the right to terminate this Agreement and end the exclusivity granted to the Distributor hereunder and open up the distribution of the Products in the Territory. 2.4 The Distributor shall develop and implement a comprehensive annual marketing plan for the Products. The annual marketing plan will detail the advertising and promotional efforts to be undertaken by the Distributor. All marketing and promotional activities will be at the Distributor's own expense. GLIATECH will have the right to accompany the Distributor and/or the Distributor's sales personnel on sales calls with customers and/or surgeons within the territory as GLIATECH may reasonably request. 2.5 In order to maintain the rights granted by GLIATECH under the present Agreement, the Distributor shall use its best efforts in fulfilling its obligations hereunder. The Distributor shall: (a) place orders for and sell the minimum amount of Products as set forth in Appendix 3 attached hereto and made a part hereof; (b) meet the reporting schedule as set forth in Appendix 4 attached hereto and made a part hereof; and (c) undertake its obligations under the present Agreement in accordance with the quality standards as set forth in Appendix 5 attached hereto and made a part hereof and (d) implement the annual marketing plan as set forth in Section 2.4. At least six weeks prior to the expiration of each year during the term of this Agreement, GLIATECH's representatives will meet with the Distri...
Sample 1
DISTRIBUTOR'S GENERAL OBLIGATIONS. The distributor shall: (a) devote its best efforts to promoting, selling, leasing, renting, and servicing the Products it purchases from Beerco pursuant hereto to customers within the Territory; (b) promptly following the execution of this Agreement, open one retail store in the Territory, at a location of its choosing, for the sale, lease, or renting of the Products. shall open additional retail stores in the Territory when and where, in its sole discretion (which shall be reasonably exercised), it becomes necessary or desirable to do so. (c) refrain from engaging, directly or indirectly, in the sale, lease, or renting of any items, components, or products which serve the same function as the Products, other than those Products purchased from Beerco pursuant hereto.
Sample 1
DISTRIBUTOR'S GENERAL OBLIGATIONS. 10.1 The Distributor shall: (a) inform the Supplier of all Authorisations required from any Governmental Agency necessary for the marketing, importation, or sale of Products in the Territory or for the Supplier to conduct its business, and the Distributor shall apply for all such Authorisations (in the Supplier's name if requested by the Supplier) and keep them in effect for the Supplier's benefit and transfer them to the Supplier or its nominee on the Supplier's written request; (b) inform the Supplier promptly of any Law, judgment, order, award, or determination of any court or arbitration or administrative tribunal or policy of any Governmental Agency that conflicts with any provision of this Agreement or that may result in any provision of this Agreement being or becoming unenforceable under the Laws of any jurisdiction in the Territory; (c) promptly inform the Distributor of any investigations, legal proceedings, and threats of legal proceedings against the Distributor or any Authorized Sub-Distributor and regularly update the Supplier with respect to such investigations or legal proceedings; (d) store and transport the Products in accordance with the manufacturers' directions and the Supplier's reasonable requirements as notified from time to time and otherwise so as to prevent them from being damaged or adversely affected by heat, cold, moisture or otherwise; (e) permit the Supplier to inspect, audit and conduct a stock take of all Products held by the Distributor from time to time; (f) exercise reasonable skill and care in performing its obligations under this Agreement; (g) not re-package or vary the packaging of the Products or obscure, remove, vary or interfere with in any way any label, marking or other indication on any Product or Material without the prior written consent of the Supplier; (h) keep the Products in its possession or under its control insured against fire, theft, storm, accident or other loss or damage for their full insurable value, and provide the Supplier with a certificate of insurance or copy of the policy on the Commencement Date and before each renewal date; (i) not sell any Products which to its knowledge are defective or could result in liability for Supplier; and (j) at the Supplier's request and expenses, make any necessary administrative arrangements in order to enable the Supplier's technical personnel to travel and stay in the Territory in order to perform the Supplier's obligations under this Agreement.
Sample 1
DISTRIBUTOR'S GENERAL OBLIGATIONS. Distributor shall: (a) Provide pickup of Product purchased from Metro at the MetroPaint production facility, Swan Island, 0000 X. Xxxxx Xxx., Xxxxxxxx, Xxxxxx 00000. (b) Devote its best efforts to promoting and selling the Product purchased from Metro to customers within the Territory. (c) Use its best efforts to enact and carry out a merchandising policy designed to preserve the good will that is associated with the name and reputation of Metro and the Product. (d) Conduct any and all sales activities in connection with the Product in a lawful manner, consistent with the highest standards of fair trade, fair competition and business ethics. Distributor shall keep the interior and exterior of its business premises in a state of good repair and in a clean and orderly manner; all Product shall be neatly and properly displayed to the retail public. (e) Use its best efforts to diligently and faithfully develop demand for the Product and to solicit purchases thereof, so as to maintain a substantial and increasing volume of sales of the Product. Distributor further agrees that, at all times hereunder, it will maintain adequate working capital, inventory, facilities and personnel to accomplish this purpose. (f) Allow Metro to review and provide input on all marketing materials Distributor develops for the Product.
Sample 1
DISTRIBUTOR'S GENERAL OBLIGATIONS. Distributor shall: (a) devote its best efforts to promoting, selling, leasing, renting, and servicing the Products purchased from Manufacturer pursuant hereto to customers within the Territory; (b) within one hundred twenty (120) days of the signing of this Agreement, display the Products in a minimum of ________ (___%) per cent of the gross displayed square footage in the Distributor’s ____________ location, located at ; (c) refrain from selling, leasing, renting or shipping any Products to any Person outside the Territory or for use outside the Territory; (d) use its best efforts to enact and carry out a merchandising policy designed to preserve the good will that is associated with the name and reputation of Manufacturer and the Products; (e) conduct any and all sales activities in connection with the Products in a lawful manner, consistent with the highest standards of fair trade, fair competition and business ethics and shall keep the interior and exterior of its business premises in a good state of repair and in a clean and orderly manner and all Products shall be neatly and properly displayed to the retail public; and (f) use its best efforts to diligently and faithfully develop demand for the Products and to solicit purchases thereof so as to maintain a substantial and increasing volume of sales of the Products, Distributor further agrees that, at all times hereunder, it will maintain adequate working capital, inventory, facilities and personnel to accomplish this purpose.
Sample 1
DISTRIBUTOR'S GENERAL OBLIGATIONS. Distributor will
Sample 1
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DISTRIBUTOR'S GENERAL OBLIGATIONS. (A) BEST EFFORTS. Distributor agrees to use its continuing diligence and best efforts to market, promote, and distribute the Products and to secure purchasers for the Products within the Territory. The Distributor's best efforts hereunder shall include, without limitation, attendance at trade shows, distribution of marketing brochures and other sales information, advertising in appropriate trade journals and other publications and media, the dedication of a reasonable portion of the time, efforts and responsibilities of a reasonable number of sales persons located within the Territory and the maintenance of facilities and inventory adequate to meet the requirements of the market for the Products in the Territory, all at Distributor's expense. Notwithstanding the foregoing obligations, to the extent permitted under the laws of the Territory, Distributor shall not sell the Products to any customer disapproved by Osmotics in writing.
Sample 1

Related to DISTRIBUTOR'S GENERAL OBLIGATIONS

  • Your General Obligations 6.1 Full information You must give us any information we reasonably require for the purposes of this contract. The information must be correct, and you must not mislead or deceive us in relation to any information provided to us. 6.2 Updating information You must tell us promptly if information you have provided to us changes, including if your billing address changes or if your use of energy changes (for example, if you start running a business at the premises).

  • General Obligations 1. Each Party shall apply its measures relating to the provisions of this Chapter in accordance with Article 116 (General Principles) and, in particular, shall expeditiously apply those measures so as to avoid unduly impairing or delaying trade in goods or services or conduct of investment activities under this Agreement. 2. Nothing in this Chapter shall be construed to prevent a Party from applying measures to regulate the entry of natural persons into, or their temporary stay in, its territory, including those measures necessary to protect the integrity of, and to ensure the orderly movement of natural persons across, its borders, provided that such measures are not applied in such a manner as to unduly impair or delay trade in goods or services or conduct of investment activities under this Agreement.

  • General Obligation Except as permitted by Clause 14.2, all Confidential Information shall be held confidential during and after the continuance of this contract and shall not be divulged in any way to any third party without the prior written approval of the other party.

  • General Obligations of the Parties A. Recognition of Higher Education Partner, Promotion, Marketing, and Advertising 1) When reporting and publicizing high school students’ completion of dual credit courses, degrees, or certificates, Xxxxxxx ISD will recognize Collin College as their higher education partner awarding college credit. Both Parties agree not to use the other Party’s name, logo, or likeness in any press release, marketing materials, or other public announcements without receiving prior written approval from an authorized designee. B. Understanding of the Parties 1) Both parties understand the safety and security risks inherent with minors and agree that certain risks may be unforeseeable. Further, the Parties agree that the public safety departments from both Collin College and Xxxxxxx ISD will collaborate to develop and/or review safety and security standards and/or guidelines, including emergency response. 2) In accordance with FERPA, Collin College and Xxxxxxx ISD will protect students’ privacy and guard against the unauthorized release of identifying student information and records, and comply with all applicable requirements of FERPA.

  • Several Obligations No Lender shall be responsible for the failure of any other Lender to make a Loan or to perform any other obligation to be made or performed by such other Lender hereunder, and the failure of any Lender to make a Loan or to perform any other obligation to be made or performed by it hereunder shall not relieve the obligation of any other Lender to make any Loan or to perform any other obligation to be made or performed by such other Lender.

  • Several Obligations; No Liability Notwithstanding that certain of the Loan Documents now or hereafter may have been or will be executed only by or in favor of Agent in its capacity as such, and not by or in favor of the Lenders, any and all obligations on the part of Agent (if any) to make any credit available hereunder shall constitute the several (and not joint) obligations of the respective Lenders on a ratable basis, according to their respective Commitments, to make an amount of such credit not to exceed, in principal amount, at any one time outstanding, the amount of their respective Commitments. Nothing contained herein shall confer upon any Lender any interest in, or subject any Lender to any liability for, or in respect of, the business, assets, profits, losses, or liabilities of any other Lender. Each Lender shall be solely responsible for notifying its Participants of any matters relating to the Loan Documents to the extent any such notice may be required, and no Lender shall have any obligation, duty, or liability to any Participant of any other Lender. Except as provided in Section 15.7, no member of the Lender Group shall have any liability for the acts of any other member of the Lender Group. No Lender shall be responsible to any Borrower or any other Person for any failure by any other Lender (or Bank Product Provider) to fulfill its obligations to make credit available hereunder, nor to advance for such Lender (or Bank Product Provider) or on its behalf, nor to take any other action on behalf of such Lender (or Bank Product Provider) hereunder or in connection with the financing contemplated herein.

  • Several Obligations; Nonreliance; Violation of Law The respective obligations of the Lenders hereunder are several and not joint and the failure of any Lender to make any Loan or perform any of its obligations hereunder shall not relieve any other Lender from any of its obligations hereunder. Each Lender hereby represents that it is not relying on or looking to any margin stock (as defined in Regulation U of the Board) for the repayment of the Borrowings provided for herein. Anything contained in this Agreement to the contrary notwithstanding, neither the Issuing Bank nor any Lender shall be obligated to extend credit to the Borrowers in violation of any Requirement of Law.

  • Borrowings; Several Obligations Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective Commitments. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments are several and no Lender shall be responsible for any other Lender’s failure to make Loans as required.

  • Joint and Several Obligations Except as otherwise stated herein, the obligations of NYISO, Developer and Connecting Transmission Owner are several, and are neither joint nor joint and several.

  • Several Obligations; Remedies Independent The failure of any Lender to make any Loan to be made by it on the date specified therefor shall not relieve any other Lender of its obligation to make its Loan on such date, but neither any Lender nor any Agent shall be responsible for the failure of any other Lender to make a Loan to be made by such other Lender, and (except as otherwise provided in Section 4.6 hereof) no Lender shall have any obligation to any Agent or any other Lender for the failure by such Lender to make any Loan required to be made by such Lender. The amounts payable by the Company at any time hereunder and under the Note to each Lender shall be a separate and independent debt and each Lender shall be entitled to protect and enforce its rights arising out of this Agreement and the Notes, and it shall not be necessary for any other Lender or any Agent to consent to, or be joined as an additional party in, any proceedings for such purposes.

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