Obligations of Reseller. 3.1 Reseller shall inform the End-Users of the terms and conditions of the purchase of the Products and the Licensed Software. The terms and conditions of the End-User Software License are in Attachment B.
3.2 The Company shall not be a party to any arrangements between Reseller and its End-Users or in any manner be bound, or have any legal obligation, in respect thereof. Reseller further agrees that it is not, nor shall it represent itself to be, the legal or authorized representative or agent of the Company, nor shall it assume or create any obligation, warranty or responsibility on behalf of the Company, unless otherwise agreed upon in writing by the Company.
3.3 Reseller shall use its best efforts to create a market for, to promote, to maintain a demand for, as well as to establish, an efficient network within the Territory, in order to obtain maximum sales and installations of the Products.
3.4 Reseller shall at all times maintain adequate sales and technical facilities, maintain an adequate number of Products required for demonstrations and assign competent personnel in sufficient numbers as may be necessary for the proper performance of its obligations under this Agreement.
3.5 Reseller shall use its best efforts to promote, at its own expense, the sale of the Products in the Territory, through advertising, public relations, trade shows, conventions, direct mail, etc., with the purpose of achieving the largest possible sales volume for the Products in the Territory.
3.6 Reseller is responsible for the advertising in the Territory, but the Company is allowed, although not required, to undertake advertising in the Territory at its own cost. The Company may also participate in fairs or exhibitions or undertake other promotional efforts at its own cost within the Territory and without any obligation to Reseller.
3.7 Reseller will provide advertising plans for the product to the company for review and approval on a quarterly basis. Reseller shall reasonably consider any comments or suggestions that the Company may make.
3.8 In all advertising, trade shows, conventions, and other promotions, as well as in all sales and technical literature, the name of the Company and the Trademarks shall be evidenced and respected. Reseller shall use the Trademarks, in their original form and without alteration, unless otherwise approved in advance in writing by the Company.
3.9 Reseller agrees to purchase minimum quantities as detailed in Attachment C for the initial te...
Obligations of Reseller. 3.1 Reseller shall use best commercially reasonable efforts to actively and effectively advertise, market and promote the Service as widely and aggressively as possible so as to maximize the financial benefit to Reseller and to Antigua Online Gaming. Reseller shall only engage in advertising, marketing and promotional efforts which do not violate any law and which reflect positively upon the business reputation of Antigua Online Gaming. In particular, Reseller agrees to market the product in a manner that is consistent with the content and style of the Service. In connection therewith, Antigua Online Gaming shall have the right to review and approve (approval shall not be unreasonably withheld) the manner and methods of advertising, marketing and promotion used by Reseller in connection with the Service. Approval may be withheld if Antigua Online Gaming determines, in its sole discretion, that any such activities would tend to reduce the value of, or would impair Antigua Online Gaming's goodwill and business reputation, or would expose Antigua Online Gaming to legal liability.
3.2 Notwithstanding any approval by Antigua Online Gaming given in accordance with section 3.1 of this Agreement, Antigua Online Gaming shall under no circumstances be held liable for, and Reseller shall indemnify, defend and hold Antigua Online Gaming harmless against, any and all claims asserted against Antigua Online Gaming by reason of Reseller's marketing and promotional efforts undertaken hereunder.
3.3 Reseller shall bear all costs and expenses incurred in connection with the advertising, marketing and promotion of the Service, including but not limited to all costs relating to the marketing.
Obligations of Reseller. Reseller agrees to follow all reasonable instructions, directives, and policies used by Roccstar Wireless relating to its sales or marketing of Roccstar Wireless products and services. Xxxxxxxx agrees to allow Roccstar Wireless to print the name and location of Reseller on Roccstar Wireless promotional literature and advertisements; Reseller agrees to at all times act honestly, fairly, and in good faith accurately portray Roccstar Wireless to current and prospective customers. Xxxxxxxx agrees to cooperate and report to Roccstar Wireless any complaints it receives with regard to service to ensure subscriber satisfaction and approval.
Obligations of Reseller. Throughout the term of this Agreement, Reseller shall market and provide the Paging Services described in Article II to End Users in the Territory in the following manner.
Obligations of Reseller. A. Reseller shall use reasonable efforts to actively promote ConnectWise Software in the Territory to End Users. Reseller may not market or seek to resell ConnectWise Software outside the Territory, either directly or indirectly. Reseller may not solicit, engage or fulfill orders for ConnectWise Software outside the Territory. Reseller shall maintain the formal name of ConnectWise in all advertising and other printed materials relating to the ConnectWise Software. ConnectWise reserves the right to require Reseller to furnish to ConnectWise in advance for review and approval any and all promotional, advertising and other materials which refer to ConnectWise or which use or display any trademark, service mark, logo or trade name of ConnectWise. ConnectWise also reserves the right to require Reseller to discontinue use of any promotional, advertising or other materials referring to ConnectWise or the ConnectWise Software.
B. Reseller agrees to furnish to its End Users the then current ConnectWise Master License Agreement, and ensure that the End User accepts the terms of the Master License Agreement. Reseller shall promptly notify ConnectWise of any and all material breaches of the Master License Agreement and will assist ConnectWise in all steps necessary to terminate any breached license if the breach is not curable or if it is not cured promptly after notice.
C. Except as expressly permitted by this Agreement, Reseller shall not incur any liability on behalf of ConnectWise, purport to make any contract binding upon ConnectWise or otherwise represent or hold itself out as an agent, representative, attorney-in-fact, successor or assign or in any other capacity or appearance which would or may tend to cause any person or entity to believe Reseller to be acting in any such capacity.
D. Reseller shall not purchase or otherwise procure ConnectWise Software for resale under this Agreement from any party (including its subsidiaries or affiliates or its parent) other than ConnectWise or an Authorized Distributor. Reseller shall immediately notify ConnectWise, in writing, if any unauthorized third party offers to sell ConnectWise Software to Reseller.
E. Reseller acknowledges that proper usage, sales and marketing of ConnectWise Software is largely dependent on appropriate training of Reseller’s sales and technical staff. Reseller agrees to implement the minimum training program set forth in Exhibit B to ensure sufficient technical knowledge of ConnectWise Software ...
Obligations of Reseller. (a) Reseller shall use its best efforts to promote the marketing of the Products.
(b) Reseller shall be responsible for providing installation, training, and support to its customers when desired by the customers and for warranty service as set forth in Section 6(a) below.
(c) Reseller shall provide and maintain an adequate technically trained staff and telephone service to provide prompt support to customers.
(d) Reseller shall comply with all applicable laws, rules, and regulations in its performance of this Agreement. In particular, Reseller shall not export any Product, directly or indirectly, to any country outside the United States without World Cyberlinks' prior written approval.
(e) Reseller shall promptly notify world Cyberlinks of any infringement of World Cyberlinks proprietary rights that comes to Reseller's attention.
Obligations of Reseller. (a) Reseller shall use its best efforts to promote the marketing of the Products.
(b) Reseller shall be responsible for providing installation, training, and support to its customers when desired by the customers and for warranty service as set forth in Section 6(a) below.
(c) Reseller shall provide and maintain an adequate technically-trained staff and telephone service to provide prompt support to customers.
(d) Reseller shall provide copies of the Products only pursuant to Riverbed end-user license agreements enclosed with the Products. Reseller shall not vary the terms of any such agreements.
(e) Reseller shall not de-compile, reverse engineer, reverse compile, make modifications to, or perform any similar type of operation on any Software acquired under this Agreement, in any fashion or for any purpose without the prior written consent of Riverbed and additional terms and conditions.
(f) Reseller shall not make copies of or verbal or media translations of the Software or user documentation, or make telecommunications data transmissions of the Software.
(g) Reseller shall comply with all applicable laws, rules, and regulations in its performance of this Agreement. In particular, Reseller shall not export any Product, directly or indirectly, to any country outside the United States without Riverbed's prior written approval.
(h) Reseller shall promptly notify Riverbed of any infringement of Riverbed proprietary rights that comes to Reseller's attention.
Obligations of Reseller. (a) Reseller shall use its best efforts to sell and promote the sale of Products. Reseller acknowledges its obligation to maintain the high standard associated with and the good will symbolized by Products, and to safeguard the interests of Company and to refrain from any conduct which would lessen the image of Company or Products.
(b) Company is entering into this Agreement in reliance upon the representations, warranties and agreements of Reseller that (i) the persons who on the date of this Agreement participate in the ownership and control of Reseller will be the only persons who have any interest, of record or beneficially, in Reseller; (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 Reseller; (iii) Reseller will provide written notice to Company prior to any contemplated change in the control of Reseller, or in the identity of the persons who have authority and responsibility for the management of Reseller's business. Failure to notify Company in writing is grounds for termination of Agreement. If a change in control of Reseller occurs which may reasonably be deemed adverse to Company, Company has the option to terminate this Agreement immediately. Curtis, Inc Product Resxxx Xxreement Version of 1 June, 2004
(c) Reseller will hold as confidential and proprietary any information that is given by Company to Reseller. Items deemed confidential include, but are not limited to; price lists, product plans, and commercial relationships.
Obligations of Reseller. 1. Reseller personnel engaged in the processing of personal data have received appropriate training on their responsibilities and are subject to obligations of confidentiality with Reseller.
2. Reseller shall only process personal data on behalf of and in accordance with Customer’s instructions and shall treat personal data as Confidential Information. The Customer instructs Reseller to process personal data for the following purposes: (i) processing in accordance with the Agreement and applicable orders placed by Customer under the Agreement, and (ii) processing to comply with other reasonable instructions provided by the Customer where such instructions are consistent with the terms of the Agreement. Reseller shall not use the data provided for data processing for other purposes and shall not store this data for a period longer than that specified by the Customer or required by law.
3. The data shall be processed exclusively within the United States of America, except when Customer provides documents or data in a support case to Reseller or as otherwise mutually agreed in writing by Customer and Reseller. Any other forwarding of data to a third country requires the prior consent of the Customer and is subject to the Parties’ compliance with the special requirements of applicable data protection laws.
4. Reseller shall promptly notify the Customer if Reseller becomes aware of any unlawful access to any Customer personal data stored on Reseller’s equipment or in Reseller’s facilities, or unauthorized access to such equipment or facilities resulting in loss, disclosure, or alteration of the Customer’s personal data. Xxxxxxxx will investigate the incident and provide the Customer with information about the incident and take reasonable steps to mitigate the effects and to minimize any damage resulting from the incident. The Customer agrees that Xxxxxxxx’s obligation under this Section is not and will not be constructed as an acknowledgement by Reseller of any fault or liability with respect to the incident or an obligation on the part of Reseller to provide legal advice or otherwise to advise Customer or monitor Customer’s legal obligations with respect to Privacy Laws.
5. Upon termination of the Services, Reseller will keep any data produced in connection with the Services at least for further 60 days and will delete them no later than 90 days after the end-date of the Agreement, and this Schedule 1 shall continue to apply within this period of time. The Cus...
Obligations of Reseller. 2.1 Advertising and Marketing
