Holdover for Non-Compliance. Notwithstanding any other provision in this Agreement, IG may, in its sole and absolute discretion, withhold, delay or deny payment of the Marketing Partner Fee in any of the following events: (a) IG has reason to suspect that the Marketing Partner’s activity is not in compliance with any applicable laws or regulations; (b) IG has reason to suspect that the Marketing Partner’s activity is in breach of this Agreement; (c) the Marketing Partner has failed to complete any form as may be required by IG or has entered misleading or incorrect information in a form provided by the Marketing Partner to IG; (d) the Marketing Partner has failed to provide any document as may be demanded by IG; and/or (e) IG has been notified by any third party of the alleged infringement of property or rights (e.g. intellectual property rights) by the Marketing Partner or by the Marketing Partner’s activity. The Marketing Partner hereby irrevocably waives its rights to, and shall indemnify IG and any member of the IG Group for, any claim or demand made against IG or any member of the IG Group, their directors, officers, shareholders, employees or against any Site in respect of the exercise by IG of its rights in this clause 4.9.
Appears in 3 contracts
Samples: Marketing Partnership Agreement, Marketing Partnership Agreement, Marketing Partnership Agreement
Holdover for Non-Compliance. Notwithstanding Notwithstanding any other provision in this Agreement, IG may, in its sole and absolute discretion, withhold, delay or deny payment of the Marketing Partner Fee in any of the following events:
(a) IG has reason to suspect that the Marketing Partner’s activity is not in compliance with any applicable laws or regulations;
(b) IG has reason to suspect that the Marketing Partner’s activity is in breach of this Agreement;
(c) the Marketing Partner has failed to complete any form as may be required by IG or has entered misleading or incorrect information in a form provided by the Marketing Partner to IG;
(d) the Marketing Partner has failed to provide any document as may be demanded by IG; and/or
(e) IG has been notified by any third party of the alleged infringement of property or rights (e.g. intellectual property rights) by the Marketing Partner or by the Marketing Partner’s activity. The Marketing Partner hereby irrevocably waives its rights to, and shall indemnify IG and any member of the IG Group for, any claim or demand made against IG or any member of the IG Group, their directors, officers, shareholders, employees or against any Site in respect of the exercise by IG of its rights in this clause 4.9.
Appears in 2 contracts
Samples: Marketing Partnership Agreement, Marketing Partnership Agreement