RESELLER'S OBLIGATIONS. 8.1 The Reseller shall and shall procure that any End User shall:
(a) ensure that the terms of the Order and any information it provides in the Service Order Form and Goods Specification are complete and accurate;
(b) co-operate with Voip-Unlimited in all matters relating to the Services;
(c) provide Voip-Unlimited, its employees, agents, consultants and subcontractors, with access to the Reseller's premises, office accommodation and other facilities as reasonably required by Voip-Unlimited;
(d) provide Voip-Unlimited with such information and materials as Voip-Unlimited may reasonably require in order to supply the Services, and ensure that such information is accurate in all material respects;
(e) prepare the any premises for the supply of the Services as required (if applicable);
(f) obtain and maintain all necessary licences, permissions and consents which may be required before the date on which the Services are to start;
(g) keep and maintain all of Voip-Unlimited’s Materials at the premises to which Services are supplied in safe custody at its own risk, maintain Voip-Unlimited Materials in good condition until returned to Voip- Unlimited, and not dispose of or use Voip-Unlimited Materials other than in accordance with Voip- Unlimited's written instructions or authorisation;
(h) comply with any additional obligations as set out in the Service Documents; and
(i) promptly report any faults in the Services in accordance with Voip-Unlimited’s fault reporting procedures as published on the Portal from time to time and available on request;
(j) Comply with any reasonable instructions or regulations issued by Voip-Unlimited to the Reseller concerning the Reseller’s use or End User’s use of the Services;
(k) Maintain or procure the maintenance of all third party equipment required for the provision of the Services by Voip-Unlimited.
(l) Promptly on request provide to Voip-Unlimited (free of charge) any information which Voip-Unlimited may require to enable it to proceed with the performance of its obligations under the Contract including any information which Voip-Unlimited may reasonably request for the purposes of credit verification and debt collection. The Reseller permits Voip-Unlimited to use such information and to provide it to third parties acting on behalf of Voip-Unlimited for such purposes; and
(m) Comply at all times with all laws and obligations applicable to it and the use of the Services by it
(n) Not use or permit the use of the Services in ...
RESELLER'S OBLIGATIONS. 8.1. In the context of the promotion of the Service The Reseller undertakes to: - Ensure sustained promotion of the Service and the services offered by MC3 to any prospect and its End Customers, in accordance with the directives and the level of communication indicated by MC3 and/or the Cloud Service Provider; - In particular, to send a regular electronic message promoting the Service to all of its End Customers and prospects on a regular basis, to mention and promote the Service on its own website and in its printed documen- tation, etc. In this respect, the Reseller undertakes, in particular, to scrupulously respect the provisions of Law No. 2004-575 of 21 June 2004 "for confidence in the digital economy" and the "Data Protection Act" of 2002, as well as any future law amending this legislation. - Use the promotional material (leaflets, explanations, user cases, etc.) transmitted by MC3 and/or the Cloud Services Provider and systematically recall the authorship of MC3 and/or the Cloud Services Provider on all pro- motional tools it may produce itself, which will be submitted to MC3 and/or the Cloud Services Provider prior to their distribution according to the terms of the Customer Contract. - Provide prospects and End Customers with any useful advice and information concerning the Service, to ensure that the Service is suited to the End Customer's needs, to advise them on the optimum conditions for accessing the Service (in particular the web connection and hardware and network configuration requirements); - Not to offer any functionality or options other than those presented in the promotional material submitted by MC3 and/or the Cloud Service Provider. - Identify any specific needs of the End Customer that would require an adaptation of the Service within the framework of the Initialization and value the costs necessary for these adaptations as long as they fall within its scope of intervention. - Send to MC3 any specific functional request from the End Customer so that MC3 and/or the Cloud Ser- vices Provider can analyse the feasibility and indicate the conditions and limits to be passed on to the End Cus- tomer in the negotiation between the Reseller and the End Customer. - Check the solvency of the End Customer and the legal capacity of the End Customer's representative or their authority to sign the Customer Contract, and alert MC3 without delay in the event of a risk of insolvency or unlawfulness detected in the prospect.
8.2. As part of the mark...
RESELLER'S OBLIGATIONS. (a) Services provided under this Agreement shall be in accordance with all applicable rules and regulations of the FCC and the appropriate state regulatory commissions (if applicable).
(b) Reseller is solely responsible for determination of prices charged to Subscribers for the Services.
(c) Reseller is responsible for ensuring that any equipment utilized by Subscribers in connection with the Services and each Subscriber's use thereof shall at all times meet industry standards for compatibility, FCC and other applicable regulatory authorities' requirements, and the reasonable technical requirements and standards set forth by MobileComm from time to time.
(d) Subject to Article V(e) Reseller shall permit only 1200 Baud POCSAG paging receivers to be activated on the Facilities unless otherwise notified in writing by MobileComm and will act immediately to replace any equipment found to be non-conforming to this requirement. Reseller will maintain an adequate supply of such paging receivers to satisfy Subscriber demand for sales and replacement of equipment.
(e) Reseller shall be soley responsible for all risks and expenses incurred in connection with its actions in the sale or use of the Services or for any other acts required of Reseller pursuant to this Agreement. Reseller shall act in all respects on its own account and shall be solely responsible for any credit verification, deposits, billing, collection, bad debt, consolidation, Subscriber billing complaints, sales taxes and similar taxes on the equipment and Services provided by or through Reseller. Reseller shall use its best efforts to prevent fraudulent or illegal use by any Subscriber of any PINs assigned to Reseller and shall act immediately to stop fraudulent or illegal use by any Subscriber of Reseller as soon as such use is discovered or made known to Reseller. Reseller shall immediately report to MobileComm any material complaints received from Subscribers relating to Services provided hereunder.
(f) Reseller shall not make any warranties, express or implied, with regard to the Services and specifically agrees it shall make no such warranties to any Subscriber.
RESELLER'S OBLIGATIONS. Upon the occurrence and during the continuance of an Event of Default, Reseller shall, if Administrative Agents so request, assemble all the movable tangible Collateral and make it available to Administrative Agents at a place or places to be designated by Administrative Agents in their discretion.
RESELLER'S OBLIGATIONS. The Reseller undertakes and agrees with Eramba at all times during the Term that it shall at its own cost and expense:
3.1 look after the interests of Eramba and act towards Eramba dutifully and in good faith;
3.2 use all reasonable endeavours to promote and sell the Services in the Territory to the Sector with all due care and diligence, and, subject to Clause 4, to negotiate, conclude and enter into contracts for the sale of the Services;
3.3 comply with all reasonable and lawful instructions of Eramba concerning the marketing and sale of the Services in the Territory;
3.4 work diligently to promote and protect Eramba’s interests and enhance and maintain the reputation of the Services;
3.5 be entitled to describe itself in dealings with potential Customers and Customers as an authorised reseller of Eramba;
3.6 ensure that the Services are shown clearly as an option for potential Customers on the Reseller’s website;
3.7 notify prospective Customers, that the Eramba Terms and Conditions apply to the supply of the Services;
3.8 maintain good relationships with Customers and potential Customers;
3.9 communicate to Eramba all information available to the Reseller that the Reseller deems is necessary relating to a Customer and an Order,
3.10 promptly and without making any admissions to the Customer, inform Eramba of any complaint or after-sales enquiry concerning the Services received by the Reseller;
3.11 inform Eramba immediately of any change in control of the Reseller and/or of any change in its organisation or method of doing business which might affect the performance of the Reseller’s duties under this Agreement;
3.12 comply with all applicable laws and regulations including the Data Protection Xxx 0000 and the Xxxxxxx Xxx 0000, and with any anti-bribery policy provided to it by Eramba and promptly report to Eramba any compliant received by a third party in relation to any breach of applicable laws and/or regulations, and any request or demand for any undue financial or other advantage of any kind received in connection with the Services; and
3.13 not during the Term or for 6 months after the Term, directly or indirectly operate or otherwise be involved in a business that competes with the Services whether as a principal, employee, partner, agent, shareholder or otherwise.
3.14 following execution of the Eramba Terms and Conditions by a Customer,
(a) install and configure the initial instances of the Software;
(b) train the Customer in the use of the S...
RESELLER'S OBLIGATIONS. Reseller shall:
(a) comply with all applicable laws, statutes, regulations, and codes relating to anti-bribery and anti-corruption ("Relevant Requirements");
(b) have and shall maintain in place throughout the term its own policies and procedures to ensure compliance with the Relevant Requirements and will enforce them where appropriate;
(c) promptly report to the Hotel any request or demand for any undue financial or other advantage of any kind received by Reseller in connection with the performance of this Agreement; and
(d) within 3 months of the Effective Date and annually thereafter, certify to the Hotel in writing signed by an officer of Reseller, compliance with this Clause 11 by Reseller. Reseller shall provide such supporting evidence of compliance as the Hotel may reasonably request.
RESELLER'S OBLIGATIONS. Reseller will make no use of Confidential Information for any purpose except as expressly authorized by this Agreement. Except as expressly provided in this Agreement, Reseller will not discloseConfidential Information to any third party and will protect and treat all Confidential Information with the same degree of care as it uses to protect its own confidential information of like importance, but in no event with less than reasonable care. Except as expressly provided in this Agreement, Reseller will not use, make or have made any copies of Confidential Information, in whole or in part, without the prior written authorization of 1LS. In the event that Reseller is required to disclose Confidential Information pursuant to law. Reseller will notify Innovative Litigation Services of the required disclosure with sufficient time for Innovative Litigation Services to seek relief, will cooperate with Innovative Litigation Services in taking appropriate protective measures, and will make such disclosure in a fashion that maximizes protection of the Confidential Information from further disclosure.
RESELLER'S OBLIGATIONS. Reseller will make no use of Confidential Information for any purpose except as expressly authorized by this Agreement. Except as expressly provided in this Agreement, Reseller will not disclose Confidential Information to any third party and will
RESELLER'S OBLIGATIONS. 5.1 MARKETING DEVELOPMENT. Reseller will aggressively market and advertise the Products. So long as Reseller in compliance with this Agreement, Reseller may participate in Handspring's Market Development Fund program ("MDF Program"). A copy of the current MDF Program Guidelines is attached as Exhibit B.
5.2 INVENTORY/ SALES INFORMATION. Reseller will be required to provide sell through and inventory information for all inventory locations via an electronic link such as EDI or other standard data transfer and exchange method. The method must be agreed to in advance by Reseller and Handspring.
RESELLER'S OBLIGATIONS. Xxxxxxxx agrees to:
(a) Promptly report to HD Fleet all claims of hardware defects and any other claims or complaints for products and services of HD Fleet;
(b) Promptly report installation of unit in vehicle by completing the installer forms;
(c) Assure its personnel who are marketing HD Fleet products and services are current on all training offered by HD Fleet to its Resellers;
(d) Identify its customers with HD Fleet, by completion and submission of order form on every unit sold by Reseller within five (5) business days of sale;
(e) Provide help desk Tier 1 supports services to its customers, so that HD Fleet is working with the reseller support team, not the end- user of the subscribed service. Additional fees would apply if HD Fleet is directly supporting the end customer devices and would be subject to a $5.00 monthly unit fee if not addressed and resolved within twenty-five (25) business days following formal notice.
(f) Provide HD Fleet with thirty (30) days written notice in advance of termination of support services for any Identified Reseller Customer;
(g) Invoice and collect from its customers without HD Fleet involvement;
(h) Make payment to HD Fleet within due date of invoice; Payments are deemed made upon their receipt by HD Fleet Accounting Department and has cleared bank;
(i) Make payment to HD Fleet for all GPS tracking services on the following basis:
i. The first month of service is usually prorated since HD Fleet provides a 2-week installation window for all clients. This means the camera is shipped active and will be billed for a full month or partial month of service based on when the unit is shipped. An invoice for the monthly services would be due within 15 days of receipt for the 1st month of subscription services.
ii. Regular monthly service fees will be invoiced on the 1st day of each month and are due and payable within twenty-seven (27) days thereafter.
iii. Hardware invoices are due prior to shipping of equipment to client or Reseller.
(j) Resellers must pay a $500.00 enrollment fee that would include 1 road/driver demo camera. The first 60 days of subscription service is covered in this enrollment fee and then the reseller prevailing rate for that camera type would be due monthly. This camera is to be used for demos and for training Reseller’s staff and not to be resold to clients. HD Fleet’s expectations is that this device will provide additional knowledge to Reseller’s team.
