DISTRIBUTOR'S Warranties. Distributor represents and warrants to Primus ------------------------ as follows:
DISTRIBUTOR'S Warranties. DISTRIBUTOR guarantees that it will actively and diligently promote the sale of the Products in USA during the Term of this Contract.
DISTRIBUTOR'S Warranties. DISTRIBUTOR guarantees that it will actively and diligently promote the sale of the Products in USA during the Term of this Contract. The PRINCIPAL should make effort to refer sales leads in the States of Nevada, Texas and Arizona less than one MW in size to the distributor and consult the distributor for sales leads larger than one MW. The PRINCIPAL should refer to DISTRIBUTOR inquiries in the States of Nevada, Texas and Arizona less than one MW in size.
DISTRIBUTOR'S Warranties a) Distributor warrants that it is solvent and not in danger of bankruptcy. Distributor has the authority to enter into this agreement and there are and, to the best of Distributor's knowledge and belief, will be no claims, actions, suits, arbitrations, or other proceedings or investigations pending or threatened against or affecting the Distributors ability to fulfill its obligations under this agreement, at law or in equity, or before any federal, state, county, municipal or other governmental instrumentality or authority, domestic or foreign. Distributor warrants that all payments from sub-distributors and other Distributors will be by check, wire transfer, letter of credit or money order payable in the name of Distributor. If cash is accepted, a copy of license agreement with the amount of the deposit will be sent to Producer. Distributor further warrants that Distributor will not accept any other consideration, whether cash, discounts on Distributors for other films, favors of any kind, or any other form of consideration, from any sub-distributor or Distributor in return for licensing the Picture, unless such consideration is approved by Producer.
DISTRIBUTOR'S Warranties. DISTRIBUTOR guarantees that it will actively and diligently promote the sale of the Products in the Territory during the Term of this Contract. Under the preferred distribution right, the PRINCIPAL should make effort to refer all sales leads less than one MW in size to the preferred distributor and consult the preferred distributor for sales leads larger than one MW. The PRINCIPAL should refer to DISTRIBUTOR all inquiries less than one MW in size, with an exemption of contracts signed previously to the valid date of this Contract for Products In the preferred distribution Territory
DISTRIBUTOR'S Warranties. 11 Incorporation of Distributor's Warranties in Dealer's Sales . . . . . . . . . . . . . . . . . . . . . . . . . 12
DISTRIBUTOR'S Warranties a) As Principal: Distributor represents and warrants to Licensor that the following are true and correct and will remain so throughout the Agreement Term:
i) Distributor has full authority and capacity to execute this Agreement and full legal and financial ability to perform all of its obligations under this Agreement;
ii) Distributor is the type of entity and is domiciled as indicated on the Cover Page.
iii) There are no existing or threatened claims or litigation which would adversely affect or impair Distributor’s ability to perform under this Agreement;
iv) Distributor will honor all restrictions on the exercise of the Licensed Rights and the Allied Rights under this Agreement and will not exploit any Licensed Right outside the Territory, before the end of its Holdback, or after its License Period.
v) No authorized dubbed or subtitled version of the Picture created by Distributor does or will:
(i) defame, or hold in a false light, or infringe any privacy or publicity or other personal right of any Person; or (ii) infringe any copyright, trademark, trade secret, right of ideas, or similar property right of any Person; or (iii) to the best of Distributor’s knowledge at the time of its creation, infringe any patent rights of any Person.
DISTRIBUTOR'S Warranties. A new section, Section 15.3, shall be added to the Original Agreement (and the following sections renumbered), which shall state in full as follows:
DISTRIBUTOR'S Warranties. Distributor represents and warrants to the Company that:
(a) Distributor will at all times comply with Applicable Laws in connection with the services it provides under this Agreement. Without limiting the generality of the foregoing, Distributor understands that Company is required to and abides by the FCPA and Anti-Corruption Laws, and that as sales distributor for the Company Distributor is also required to abide by the FCPA and Anti-Corruption Laws while working on behalf of the Company.
(b) Distributor is familiar with and understands the provisions of the FCPA and applicable Anti-Corruption Laws, including without limitation the provisions relating to the prohibitions regarding the payment or giving of anything of value, either directly or indirectly, to a government official or political party for the purpose of influencing an act or other decision of the recipient. In connection with this Agreement, neither the Distributor nor any of its Associated Person(s) has or will directly or indirectly give, offer, promise or authorize the giving of anything of value to any current or former Government Official or other party whether affiliated with a Government or Government Entity, or private entity with the corrupt intent to obtain or retain any business, or secure an unfair business advantage.
(c) Neither the Distributor or its Associated Person(s) are, or during the period of the Agreement will become, (i) a Government Official, in any country where any aspect of the Agreement will take place; (ii) an immediate family member of such a Government Official (i.e. parent, child, spouse, sibling, or any of the foregoing through marriage); or (iii) a nominee for any Government Official. If during the Term of the Agreement there is a change in the information contained in this Section, the Distributor and affected Associated Person(s) shall make immediate disclosure of same to the Company, who may then terminate the Agreement, in its discretion, in accordance with Section 17.”
DISTRIBUTOR'S Warranties. 6.1. The Company will initially send to the Distributor [number] copies of the software ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ - ■ ■ ■ ■ ; ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ;
6.2. The Distributor agrees that it ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ :
6.2.1 Sell any other software ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ , ■ ■ ■ ■ ■ ■ ■ ■ , ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ; ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ;
