Common use of Purchasing through a Reseller Clause in Contracts

Purchasing through a Reseller. The following supplemental terms apply if you purchase the Software, Maintenance or Customer Support through a Reseller: If you place an order for the Software, Maintenance or Customer Support with a Reseller: (i) such document shall constitute an Order; and (ii) your acceptance of such Order shall be an acceptance of this Agreement provided that any transactions solely between you and the Reseller shall not form part of this Agreement. First line technical support for the Software will be provided by the Reseller, unless otherwise expressly stated in your Order or your agreement with the Reseller. Any non-payment of fees owed to a Reseller under an Order shall amount to a material breach of this Agreement. If you grant a Reseller access to your Customer Data or to your Software account, such access shall constitute consent to the disclosure of your Customer Data to the Reseller pursuant to clause 4.4, and you will be responsible for terminating such access. If you have purchased the Software, Maintenance or Customer Support from a Reseller you should investigate and satisfy yourself regarding the experience, skills and qualifications of that Reseller. Any Reseller is an independent contractor and is neither appointed nor authorised by us as our consultant, subcontractor or agent. We do not endorse, and do not make any representation, warranty or promise regarding any Reseller and shall have no liability whatsoever for any damage, liabilities or losses caused by any Reseller. Schedule 1 – Sage Contracting Entities, Governing Law and Jurisdiction Sage South Africa (Pty) Ltd; 0xx Xxxxx, Xxxxxxx Xxxx, 00 Xxxxx Xxxxxxxx, Xxxxxxxxx, Xxxxxxx 0000, Xxxxx Xxxxxx Law Johannesburg, High Court Sage Software Middle East FZ-LLC; Building Xx 00, Xxxxx Xxxxxxxx Xxxx, Xxxxx. English law Except for the right of either Party to apply to a court of competent jurisdiction for injunctive, or other equitable relief, any dispute or claim arising out of or relating to this Agreement, shall be settled by arbitration in Dubai International Financial Centre in United Arab Emirates in accordance with the laws of England and rules of arbitration of the London Court of International Arbitration (LCIA). The language to be used in the arbitration shall be English. In the case of arbitration, the arbitration shall be conducted in the English language. One or more arbitrators appointed in accordance with the following: (i) Arbitration by One Arbitrator: If the Parties agree to a one-arbitrator, the parties shall agree upon and appoint an arbitrator, after first ascertaining that the appointee consents to act, within thirty (30) days from the date on which written notice of referral to arbitration by one arty is received by the other party (the "Notice Date") or (ii) Arbitration by Three Arbitrators: If the Parties are unable to agree on a one arbitrator, or, having so agreed, are unable to agree on the arbitrator within thirty (30) days from the Notice Date, then the arbitration shall be conducted by and before three (3) arbitrators, who shall be appointed as follows. Each Party shall appoint one arbitrator, after first ascertaining that the appointee consents to act, and notify the other Party in writing of the appointment within sixty (60) days from the Notice Date. The appointed arbitrators shall agree upon and appoint the third arbitrator, who shall be the chairman, after first ascertaining that the appointee consents to act, and notify the Parties in writing of the appointment within ninety (90) days from the Notice Date.The chairman shall be a qualified lawyer, and the other arbitrators shall have a background or training in computer law, computer science, or marketing of computer products. The arbitrators shall have the authority to grant injunctive relief, in a form substantially similar to that which would otherwise be granted by a court of law. The Parties irrevocably agree to submit to arbitration and the Parties each agree that any award made by the arbitrators shall be enforceable in any country, without further inquiry into the disputed matters which are the subject of the award. The provisions of this clause shall survive termination of this Agreement. Sage Software Nigeria Limited; 1st Floor Xxxx 0 Xxxxxxxxx Xxxxx Xxx Xxxxxx Xxxxxxx Xxxxxxxxx Estate Ikoyi Lagos State Nigeria South African Law Johannesburg, High Court, South Africa

Purchasing through a Reseller. The following supplemental terms apply if you purchase a subscription to the Software, Maintenance or Customer Support Service through a Reseller: If you place an order for the Software, Maintenance or Customer Support Service with a Reseller: Reseller (i) such document shall constitute an Order; and (ii) your acceptance of such Order shall be an acceptance of this Agreement provided that any transactions solely between you and the Reseller shall not form part of this Agreement. First line technical support for the Software Service will be provided by the Reseller, unless otherwise expressly stated in your Order or your agreement with the Reseller. Any non-payment of fees owed to a Reseller under an Order shall amount to a material breach of this Agreement. If you grant a Reseller access to your Customer Data or to your Software Service account, such access shall constitute consent to the disclosure of your Customer Data to the Reseller pursuant to clause 4.44.2, and you will be responsible for terminating such access. If you have purchased the Software, Maintenance or Customer Support Service from a Reseller you should investigate and satisfy yourself regarding the experience, skills and qualifications of that Reseller. Any Reseller is an independent contractor and is neither appointed nor authorised by us as our consultant, subcontractor or agent. We do not endorse, and do not make any representation, warranty or promise regarding any Reseller and shall have no liability whatsoever for any damage, liabilities or losses caused by any Reseller. Schedule 1 – Sage Contracting Entities, Governing Law and Jurisdiction Sage South Africa (Pty) Ltd; 0xx Xxxxx, Xxxxxxx Xxxx, 00 Xxxxx Xxxxxxxx, Xxxxxxxxx, Xxxxxxx 0000, Xxxxx Xxxxxx Law Johannesburg, High Court Sage Software Middle East FZ-LLC; Building Xx 00, Xxxxx Xxxxxxxx Xxxx, Xxxxx. English law Except for the right of either Party to apply to a court of competent jurisdiction for injunctive, or other equitable relief, any dispute or claim arising out of or relating to this Agreement, shall be settled by arbitration in Dubai International Financial Centre in United Arab Emirates in accordance with the laws of England and rules of arbitration of the London Court of International Arbitration (LCIA). The language to be used in the arbitration shall be English. In the case of arbitration, the arbitration shall be conducted in the English language. One or more arbitrators appointed in accordance with the following: (i) Arbitration by One Arbitrator: If the Parties agree to a one-arbitrator, the parties shall agree upon and appoint an arbitrator, after first ascertaining that the appointee consents to act, within thirty (30) days from the date on which written notice of referral to arbitration by one arty is received by the other party (the "Notice Date") or (ii) Arbitration by Three Arbitrators: If the Parties are unable to agree on a one arbitrator, or, having so agreed, are unable to agree on the arbitrator within thirty (30) days from the Notice Date, then the arbitration shall be conducted by and before three (3) arbitrators, who shall be appointed as follows. Each Party shall appoint one arbitrator, after first ascertaining that the appointee consents to act, and notify the other Party in writing of the appointment within sixty (60) days from the Notice Date. The appointed arbitrators shall agree upon and appoint the third arbitrator, who shall be the chairman, after first ascertaining that the appointee consents to act, and notify the Parties in writing of the appointment within ninety (90) days from the Notice Date.. The chairman shall be a qualified lawyer, and the other arbitrators shall have a background or training in computer law, computer science, or marketing of computer products. The arbitrators shall have the authority to grant injunctive relief, in a form substantially similar to that which would otherwise be granted by a court of law. The Parties irrevocably agree to submit to arbitration and the Parties each agree that any award made by the arbitrators shall be enforceable in any country, without further inquiry into the disputed matters which are the subject of the award. The provisions of this clause shall survive termination of this Agreement. Sage Software Nigeria Limited; 1st Floor Xxxx 0 Xxxxxxxxx Xxxxx Xxx Xxxxxx Xxxxxxx Xxxxxxxxx Estate Ikoyi Lagos State Nigeria South African Law Johannesburg, High Court, South Africa