DR as Seller and Merchant of Record Sample Clauses

DR as Seller and Merchant of Record. DR will be the seller and merchant of record for all Product sales to End Users through the Commerce Solution. Company shall provide DR with Suggested Retail Prices for the Products resold by DR through the Commerce Solution; as the seller of record and to ensure full compliance with state, federal and foreign anti-trust and anti-competition laws and regulations, DR shall have the right to set the price or license fee at which the Products are offered for sale to End Users (which may, at DR’s option, match the Suggested Retail Price), and the shipping and handling charge to the End User. Title to licensed Products will remain with Company at all times. Title to (a) the media on which Products are contained, (b) the License Right and/or (c) the Service Use Right ((b) and (c) collectively, “Intangible Products”) ((a), (b) and (c) collectively, “Transferred Rights & Materials”), will remain with Company until DR processes a complete Transaction by an End User, at which time DR purchases and/or licenses the applicable Transferred Rights & Materials from Company, which will pass to DR for immediate subsequent passage and transfer to the End User. Company acknowledges that in certain circumstances, DR may resell such Product to a Corporate Affiliate of DR for the immediate subsequent resale and transfer of such Product to the End User by such Corporate Affiliate, in which case all obligations contained in this Agreement which are applicable to DR (including, but not limited to, the DR-Ireland Transaction Obligations, as applicable) shall also be binding on such DR Corporate Affiliate. Company agrees and acknowledges that it shall not enter orders on behalf of End Users through the Commerce Solution except as expressly agreed upon by the Parties in an Exhibit to this Agreement. DR shall have the right to decline to resell any product through the Commerce Solution which DR reasonably determines that (a) the offering of such product is in violation of DR’s policies regarding products suitable for sale posted at xxxx://xxx.xxxxxxxxxxxx.xxx; or (b) such offered product is not compliant with laws, rules or regulations pertaining to the sale of commercial goods and services, as applicable in the relevant jurisdiction; or (c) the offering of such product for sale and/or distribution through the Commerce Solution represents in the reasonable opinion of DR’s legal counsel, an unacceptable level of legal risk for DR or (d) DR is able to provide any official written documen...
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Related to DR as Seller and Merchant of Record

  • RECORDS OF PORTFOLIO SHARE TRANSACTIONS; MISCELLANEOUS RECORDS 1. INSURER shall maintain master accounts with the Fund, on behalf of each Portfolio, which accounts shall bear the name of INSURER as the record owner of Portfolio shares on behalf of each Separate Account investing in the Portfolio.

  • Places of Business and Locations of Records The principal places of business and chief executive office of such Seller Party and the offices where it keeps all of its Records are located at the address(es) listed on Exhibit III or such other locations of which the Agent has been notified in accordance with Section 7.2(a) in jurisdictions where all action required by Section 14.4(a) has been taken and completed. Seller's Federal Employer Identification Number is correctly set forth on Exhibit III.

  • Keeping and Marking of Records and Books (i) The Servicer will (and will cause each Originator to) maintain and implement administrative and operating procedures (including, without limitation, an ability to recreate records evidencing Receivables in the event of the destruction of the originals thereof), and keep and maintain all documents, books, records and other information reasonably necessary or advisable for the collection of all Receivables (including, without limitation, records adequate to permit the immediate identification of each new Receivable and all Collections of and adjustments to each existing Receivable). The Servicer will (and will cause each Originator to) give the Agent notice of any material change in the administrative and operating procedures referred to in the previous sentence.

  • Purchases of Portfolio Shares for Sale to Customers (a) In offering and selling Portfolio shares to your customers, you agree to act as dealer for your own account; you are not authorized to act as agent for us or for any Portfolio.

  • Location of Records The offices where the initial Servicer keeps all of its records relating to the servicing of the Pool Receivables are located at 000 Xxxxxxxxxx Xxxxx, Xxxxx 0000, Xxxxxxx, Xxxxxxxx 00000.

  • Marking of Records At its expense, the Seller will xxxx its master data processing records evidencing Pool Receivables and related Contracts with a legend evidencing that Receivable Interests related to such Pool Receivables and related Contracts have been sold in accordance with the Agreement.

  • Tax Service Contracts Unless otherwise agreed upon by the Seller and the Purchaser, each Mortgage Loan is covered by a life of loan, transferable real estate tax service contract assignable to the Purchaser.

  • Transfer of Records In accordance with Sections 2.1 and 3.1, the Receiver assigns, transfers, conveys and delivers to the Assuming Institution, whether located on Bank Premises occupied or not occupied by the Assuming Institution or at any other location, any and all Records of the Failed Bank, other than the following:

  • Maintenance of Records and Accounting Services The Bank will maintain records with respect to transactions for which the Bank is responsible pursuant to the terms and conditions of this Agreement, and in compliance with the applicable rules and regulations of the 1940 Act. The books and records of the Bank pertaining to its actions under this Agreement and reports by the Bank or its independent accountants concerning its accounting system, procedures for safeguarding securities and internal accounting controls will be open to inspection and audit at reasonable times by officers of or auditors employed by the Fund and will be preserved by the Bank in the manner and in accordance with the applicable rules and regulations under the 1940 Act. The Bank shall perform fund accounting and shall keep the books of account and render statements or copies from time to time as reasonably requested by the Treasurer or any executive officer of the Fund. The Bank shall assist generally in the preparation of reports to shareholders and others, audits of accounts, and other ministerial matters of like nature.

  • Bxxx of Sale The Bxxx of Sale covering the Personal Property, in the form attached hereto as Exhibit D.

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