Common use of ESTABLISHMENT OF RELATIONSHIP Clause in Contracts

ESTABLISHMENT OF RELATIONSHIP. 2.1 Upon the earlier submission and completion by the Marketing Partner of the Marketing Partner Application Form or execution by the Marketing Partner of this Agreement, the Company shall conduct an initial review of the Marketing Partner. In the event the Company is willing to enter into this Agreement with the Marketing Partner, the Company’s authorized representative (the “Marketing Partner Manager”) shall contact the Marketing Partner using the contact details provided by the Marketing Partner in the Marketing Partner Application Form or otherwise and notify the Marketing Partner about provisional acceptance thereof as the Company’s Marketing Partner and about commencement by the Company of the Marketing Partner due-diligence, KYC and verification process (the “Verification Process”). 2.2 As soon as reasonably practicable after giving notice to the Marketing Partner under Clause 2.1 above, the Marketing Partner Manager shall contact the Marketing Partner and inform him of the KYC, anti- money laundering and other verification and compliance documentation that the Marketing Partner will have to provide to the Company in the course of the Verification Process, including the documents specified in Clause 2.3 below. 2.3 The Marketing Partner shall, as soon as reasonably possible upon receipt of the communication from the Company under Clause 2.2 above, provide to the Company such documents as the Company shall determine in its sole discretion for the purposes of completion of the Verification Process and as may be required for the purposes of the Ava Group complying with the Applicable Laws and Regulations. Without prejudice to the generality of the foregoing, the Marketing Partner shall provide to the Company copies of the following documentation: (i) If the Marketing Partner is a natural person, the Marketing Partner’s proof of residence and proof of identity in a form satisfactory to the Company; (ii) If the Marketing Partner is a body corporate, copies of all statutory documents of the Marketing Partner, including but not limited to its memorandum and articles of association, certificate of incorporation, proof of registered address, register of directors and shareholders, certificate of good standing; and (iii) Detailed description of the Marketing Partner’s source(s) of traffic (Digital and offline) which the Marketing Partner intends to use for the purposes of introducing potential Clients to the Ava Group, including web-address of the Marketing Partner’s web-site(s) and details of any off-line media or other activities operated by the Marketing Partner (“Traffic”). The Marketing Partner shall only obtain Traffic, including a web-site, which have been communicated and approved by the Company during the Verification Process. Where the Marketing Partner wishes to use additional and/or different Traffic, these shall be communicated and approved by the Company prior to being used by the Marketing Partner for the purpose of providing the Services. 2.4 The Marketing Partner shall ensure that all and any documents requested from it under this Clause 2 are provided to the Company in a form satisfactory to the Company before the date of any commission payment becoming due to the Marketing Partner under this Agreement. The Marketing Partner understands and agrees that the Company reserves the right to withhold any commission and any other payments due to the Marketing Partner hereunder until the Verification Process is completed to the Company’s satisfaction. The Marketing Partner Manager shall notify the Marketing Partner of successful completion of the Verification Process. 2.5 The Marketing Partner understands and agrees that Company reserves the right to permanently withhold any commission from the Marketing Partner and update the Marketing Partner’s account accordingly so that no commissions (including with respect to periods preceding the date of occurrence of any of the items in the following list) will be payable to Marketing Partner, and Marketing Partner will not have any claims against the Company, if any of the following occur: 1. The verification process has not been completed to the Company’s satisfaction within twelve (12) months following registration of the Marketing Partner in Xxxxxxxxxx.xxx. 2. A valid payment method has not been implemented within twelve (12) months following registration of the Marketing Partner in Xxxxxxxxxx.xxx. 3. The Marketing Partner is not responsive for at least six (6) months, and the Company is not able to proceed with the commission payment. 4. The Marketing Partner has the commission set on hold by the Company for a period exceeding six (6) months. 5. The Marketing Partner account has been permanently suspended due to abuse, violation of one or more provisions of this Agreement or of the Communication Guidelines. 2.6 The Marketing Partner shall immediately notify the Company in writing in the event of any changes to its circumstances (or in the event where the Company notifies the Marketing Partner that it has become aware of such changes) that cause any of the documents submitted to the Company during the Marketing Partner Verification Process be outdated or invalid, and shall henceforth provide to the Company accurate and up-to-date documents reflecting any such changes.

Appears in 4 contracts

Samples: Marketing Partner Agreement, Marketing Partner Agreement, Marketing Partner Agreement

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ESTABLISHMENT OF RELATIONSHIP. 2.1 Upon the earlier submission and completion by the Marketing Partner of the Marketing Partner Application Form or execution by the Marketing Partner of this Agreement, the Company shall conduct an initial review of the Marketing Partner. In the event the Company is willing to enter into this Agreement with the Marketing Partner, the Company’s authorized representative (the “Marketing Partner Manager”) shall contact the Marketing Partner using the contact details provided by the Marketing Partner in the Marketing Partner Application Form or otherwise and notify the Marketing Partner about provisional acceptance thereof as the Company’s Marketing Partner and about commencement by the Company of the Marketing Partner due-diligence, KYC and verification process (the “Verification Process”). 2.2 As soon as reasonably practicable after giving notice to the Marketing Partner under Clause 2.1 above, the Marketing Partner Manager shall contact the Marketing Partner and inform him of the KYC, anti- money laundering and other verification and compliance documentation that the Marketing Partner will have to provide to the Company in the course of the Verification Process, including the documents specified in Clause 2.3 below. 2.3 The Marketing Partner shall, as soon as reasonably possible upon receipt of the communication from the Company under Clause 2.2 above, provide to the Company such documents as the Company shall determine in its sole discretion for the purposes of completion of the Verification Process and as may be required for the purposes of the Ava Group Crown Holdings complying with the Applicable Laws and Regulations. Without prejudice to the generality of the foregoing, the Marketing Partner shall provide to the Company copies of the following documentation: (i) If the Marketing Partner is a natural person, the Marketing Partner’s proof of residence and proof of identity in a form satisfactory to the Company; (ii) If the Marketing Partner is a body corporate, copies of all statutory documents of the Marketing Partner, including but not limited to its memorandum and articles of association, certificate of incorporation, proof of registered address, register of directors and shareholders, certificate of good standing; and (iii) Detailed description of the Marketing Partner’s source(s) of traffic (Digital and offline) which the Marketing Partner intends to use for the purposes of introducing potential Clients to the Ava GroupCrown Holdings, including web-address of the Marketing Partner’s web-site(s) and details of any off-line media or other activities operated by the Marketing Partner (“Traffic”). The Marketing Partner shall only obtain Traffic, including a web-site, which have been communicated and approved by the Company during the Verification Process. Where the Marketing Partner wishes to use additional and/or different Traffic, these shall be communicated and approved by the Company prior to being used by the Marketing Partner for the purpose of providing the Services. 2.4 The Marketing Partner shall ensure that all and any documents requested from it under this Clause 2 are provided to the Company in a form satisfactory to the Company before the date of any commission and any other payment becoming due to the Marketing Partner under this Agreement. The Marketing Partner understands and agrees that the Company reserves the right to withhold any commission and any other payments due to the Marketing Partner hereunder until the Verification Process is completed to the Company’s satisfaction. The Marketing Partner Manager shall notify the Marketing Partner of successful completion of the Verification Process. 2.5 The Marketing Partner understands and agrees that Company reserves the right to permanently withhold any commission from the Marketing Partner and update the Marketing Partner’s account accordingly so that no commissions (including with respect to periods preceding the date of occurrence of any of the items in the following list) will be payable to Marketing Partner, and Marketing Partner will not have any claims against the Company, if any of the following occur: 1. The verification process has not been completed to the Company’s satisfaction within twelve (12) months following registration of the Marketing Partner in Xxxxxxxxxx.xxx. 2. A valid payment method has not been implemented within twelve (12) months following registration of the Marketing Partner in Xxxxxxxxxx.xxx. 3. The Marketing Partner is not responsive for at least six (6) months, and the Company is not able to proceed with the commission payment. 4. The Marketing Partner has the commission set on hold by the Company for a period exceeding six (6) months. 5. The Marketing Partner account has been permanently suspended due to abuse, violation of one or more provisions of this Agreement or of the Communication Guidelines. 2.6 The Marketing Partner shall immediately notify the Company in writing in the event of any changes to its circumstances (or in the event where the Company notifies the Marketing Partner that it has become aware of such changes) that cause any of the documents submitted to the Company during the Marketing Partner Verification Process be outdated or invalid, and shall henceforth provide to the Company accurate and up-to-date documents reflecting any such changes.

Appears in 1 contract

Samples: Marketing Partner Agreement

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