OBLIGATIONS OF DEALER. 3.1 Dealer will energetically display, promote, and sell the Products at all Dealer location. Without limitation to the generality of the foregoing, Xxxxxx agrees to:
3.1.1 Maintain an adequate business venue, together with an adequate storage facility for sufficient Product inventory;
3.1.2 Ensure that all Dealer advertised or promoted prices for the Products shall be the same or higher than SecureTech’s Manufacturer Suggested Retail Price (MSRP). This policy applies only to advertised and promotional efforts. It does not restrict the actual price a Dealer may sell the Products to its retail customers;
3.1.3 Maintain a staff of competent sales personnel to solicit orders for the sale of Products and provide excellent retail customer service and support;
3.1.4 Act as a liaison between the retail customer and SecureTech when special questions or concerns arise;
3.1.5 When performing Product installations ONLY use technicians that have previously received the necessary SecureTech training and certifications required by SecureTech Product warranties;
3.1.6 Train end-users to safely use and operate the Products;
3.1.7 Arrange for and ensure the prompt and efficient warranty replacement or repair, subject to the liabilities of SecureTech under its product warranty of all Products sold by Dealer;
3.1.8 Acquire and maintain, at Dealer’s own expense, liability insurance in amounts reasonably satisfactory to SecureTech, to cover all activities of Dealer in the performance of this Agreement;
3.1.9 Abide by such reasonable rules and instructions as SecureTech may promulgate; and
3.1.10 Comply with all applicable laws and regulations unless such compliance would be contrary to, or cause SecureTech to incur financial detriment under the laws of the United States; and comply, without limitation, with any requirements for the registration or recording of this Agreement with local governmental entities.
3.2 All of the expenses incurred by Dealer relating to the sale of the Products and the provision of related services will be borne by Dealer except as otherwise expressly provided herein or agreed to in writing by SecureTech.
3.3 Dealer is responsible for the payment of all costs and expenses, including shipping, handling, insurance, brokerage fees, taxes, customs, and other governmental charges incurred or imposed after passage of title as specified in the Terms and Conditions of Sale.
3.4 Dealer may not, without the consent of SecureTech, reverse engineer, disassemble, ...
OBLIGATIONS OF DEALER. Dealer understands and agrees that, in exchange for the opportunity to participate in the Program pursuant to the terms and conditions of the Agreement, Dealer is required to comply with the obligations set forth in this Exhibit A.
OBLIGATIONS OF DEALER. In consideration of TMS/USA’s provision of the Program to Dealer, Dealer agrees that it will comply, and cause its employees, agents, representatives and vendors to comply, with all the provisions set for in Section 1 of this Agreement.
OBLIGATIONS OF DEALER. 4.1 In consideration of TMS/USA’s provision of the Program to Dealer, Dealer agrees that it will comply, and cause its employees, agents, representatives and vendors to comply, with all the provisions set forth in this Agreement.
4.2 Dealer shall designate an individual (the “Parts Manager”) who is authorized to enroll Dealer in one or more Additional Features as further set forth herein.
4.3 To enroll in any Additional Features, the Parts Manager shall access the applicable Portal, as provided in Section 1.2.3.
OBLIGATIONS OF DEALER. Dealer agrees to:
1. Actively and vigorously market Hyundai Goods;
2. Use its best efforts to attain the sales targets set forth on Exhibit A, attached hereto (“Sales Targets”);
3. Display conspicuously at Dealer’s Facilities, at Dealer’s cost, Hyundai-approved sales, service and parts signs;
4. Establish and maintain a flooring financing plan in a minimum amount of $225,000.00.
5. Send, at Dealer’s expense, all of Dealer’s sales persons to all of Hyundai’s regularly scheduled sales and service meetings for the purpose of obtaining current Hyundai Goods information and policies;
6. Investigate and handle, at Dealer’s expense, all complaints by customers of Dealer relating to the purchase of Hyundai Goods. All warranty claims that cannot be expeditiously resolved shall be referred to Hyundai’s Director of Warranty Administration, together with a report of relevant facts and the name and address of the complaining customer;
7. Not later than 90 days after the end of Dealer’s fiscal year, provide to Hyundai a copy of Dealer’s annual financial statement, certified by Dealer’s president to be a true and accurate reflection of Dealer’s financial condition, and prepared in accordance with Generally Accepted Accounting Standards;
8. Upon written request by Hyundai, provide to Hyundai, no later than 20 days following the end of each month, Dealer’s financial statement for the preceding month. Such financial statements shall be certified by Dealer’s president to be a true and accurate reflection of Dealer’s financial condition, and prepared in accordance with Generally Accepted Accounting Standards; and
9. Comply with all applicable laws, ordinances, regulations and other requirements of all local, state, federal and other governmental bodies; obtain maintain all permits, licenses and other consents required to perform Dealer’s obligations under this Agreement; and not engage in any unfair or illegal trade practice or commit any act or engage in any transaction that would reflect adversely upon the goodwill associated with Hyundai and Hyundai Goods.
OBLIGATIONS OF DEALER. Upon termination or expiration of this Agreement for any reason, DEALER shall immediately cease using and shall, upon request of DIRECTV, deliver to DIRECTV or destroy and certify such destruction promptly upon request (a) any unused DIRECTV sales/lease related literature; (b) all originals and copies of completed and uncompleted Order forms and applications; (c) all forms, directives, policy manuals and other written information and materials supplied to it by DIRECTV pursuant to this Agreement or which contain DIRECTV’s Marks and (d) all Subscriber Information. On termination, DEALER shall immediately discontinue all activities related to the promotion, marketing and advertising of the National Commercial Offers and DIRECTV Service, the sales of DIRECTV Programming Packages and all use of DIRECTV’s Trade Secrets and shall cease to identify itself as an authorized dealer for DIRECTV Service or otherwise affiliated in any manner with DIRECTV. Because of the difficulty in establishing the improper use of customer lists and other Trade Secrets, DEALER agrees that for a period of two (2) years after termination, it shall not, on behalf of any other provider of audio/video multichannel video/entertainment programming services or equipment or on its own behalf, solicit any Commercial Subscriber who was procured by DEALER and is a Commercial Subscriber as of such termination date.
OBLIGATIONS OF DEALER a. Dealer agrees to use its best efforts to market and sell the Programs in accordance with the terms, policies and manuals associated with the Programs. Dealer shall only offer a Customer a Program on the most current Contract approved by AGWS. Each Program shall only be marketed in accordance with and subject to the AGWS policies, manuals, rules, regulations and fees in effect at the time such Contract is sold. AGWS may at any time revise its policies, manuals, rules, regulations and fees. Dealer’s failure to follow any AGWS policy, manual, rule, regulation or fee schedule shall relieve AGWS of any obligation created under this Agreeement. Dealer has no authority to alter or change any AGWS policy, manual, rule, regulation or fee.
b. Dealer acknowledges that the Programs including, without limitation, all trade names, promotional materials, Contracts, forms and procedures associated therewith, have been developed at a great effort and expense by AGWS and constitute the proprietary property of AGWS. Dealer agrees that it shall use the Programs and all materials associated therewith only during the time this Dealer Agreement is in effect and only for the purposes of the Programs. In the event of termination of this Agreement, Dealer shall return all unused Program materials to AGWS.
c. The Dealer shall, following the sale by Dealer of each Program and/or Contract, retain as its fee the purchase price of the Contract less the “Net Dealer Cost” as set forth in the rate manuals provided to Dealer by AGWS, and shall remit to AGWS the full amount of the Net Dealer Cost. The Net Dealer Cost and Contract shall be submitted to AGWS no later than the 15th day of the calender month for buisness written and/or sold during the previous calender month. AGWS and the insurers of its Programs shall no obligation or liability for any Contract not timely remitted to it with the appropriate Net Dealer Cost. Dealer’s failure to remit AGWS Contracts in a timely manner may, at the sole discretion of AGWS, result in the application of late fees or rejection of the Contract.
d. Until the Net Dealer Cost is submitted to AGWS, the Dealer shall hold the proceeds of each Contract sale in a fiduciary capacity as trustee for AGWS and the Program insurer and under conditions satisfactory to AGWS and the insurer.
e. Dealer acknowledges and agrees that certain Contracts may be cancellable by the Contract purchaser, AGWS or the lienholder. Dealer shall follow the AGWS Program policies, man...
OBLIGATIONS OF DEALER. It shall be Dealer's responsibility to use its best efforts to promote and sell the Products. Dealer's obligations shall include, without limitation, the following:
OBLIGATIONS OF DEALER. (a) Dealer shall use its best efforts to sell and promote the sale of Products. Dealer acknowledges its obligation to maintain the high standard associated with and the good will symbolized by the Company and the Manufacturer’s Products, and to safeguard the interests of the Company and to refrain from any conduct which would lessen the image of the Company or Products. Dealer acknowledges also an obligation to give the best possible service to owners of Products, wherever and whenever they may have been purchased.
(b) The Company is entering into this Agreement in reliance upon the representations, warranties and agreements of dealer that (i) the persons who on the date of this Agreement participate in the ownership and control of Dealer will be the only persons who have any interest, of record or beneficially, in Dealer; (ii) no other person, firm or corporation has or will have any right, option or privilege under any circumstances to acquire any interest, of record or beneficially, in Dealer; (iii) Dealer will provide written notice to the Company prior to any contemplated change in the ownership or interest in Dealer, or in the identity of the persons who have authority and responsibility for the management of Dealer's business, and will not enter into any agreement to effect any such change without the prior written approval of the Company. Failure to obtain written approval is grounds for termination of this Agreement as specified in Section 14(b)(2).
OBLIGATIONS OF DEALER. A. Dealer shall use its best efforts to sell and promote the products and services provided by the Company and provide such service to Users as will enable Dealer to develop and maintain the goodwill of Users and prospective Users.
B. Dealer agrees to recruit, train and pay for an adequate sales and marketing force to sell and distribute the products and services in order to meet the quota set forth. Dealer agrees to pay for any and all costs and expenses incurred in advertising, marketing, and selling the products and services to Users. Dealer agrees to devote its best efforts to selling and marketing the products and services described above. Dealer agrees to provide prompt, courteous and professional efforts to market the products and services. Dealer shall attend trade shows, association meetings, and other marketing events to promote, distribute and sell the products and services referred to in this Agreement.
C. Dealer shall not make any false or misleading statements, representations or comments in order to sell, lease or distribute the products and services. Dealer shall cooperate with Company to resolve any and all User complaints concerning the products and services supplied by the Company and take such action as Company may reasonably request to resolve the complaints, if any, and cooperate in the conduct of litigation, if any, involving the Company's products and services.
D. Dealer shall carry and provide Company with a copy of Dealer's liability and errors and omissions or other policies as Company may reasonably require covering hazards, injuries, losses, damages, employees, theft, embezzlement, misrepresentation, errors and omissions.
E. Dealer will furnish at its own cost sales and promotional materials such as sales literature, technical data, instruction material and advertising in order to reasonably meet the quota referred to in this Agreement
F. Dealer shall submit monthly reports to Company on the number and type of the Company's products services or licenses sold or distributed each month. The Dealer shall furnish to the Company a full, clear, complete and accurate report identifying the names, addresses, and telephone numbers of customers, and the Company's product and/or products licensed and sold. Dealer shall make its sales and business records pertaining to products and services provided by the Company available to Company during normal business hours, on reasonable notice. The reporting period shall commence on the last day of...
