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 SERVI-CLOUD DOMINICANA to any prospect and its End Customers, in accordance with the directives and the level of communication indicated by SERVI-CLOUD DOMINICANA 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 SERVI-CLOUD DO- MINICANA and/or the Cloud Services Provider and systematically recall the authorship of SERVI-CLOUD DO- MINICANA and/or the Cloud Services Provider on all promotional tools it may produce itself, which will be sub- mitted to SERVI-CLOUD DOMINICANA 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 SERVI-CLOUD DOMINICANA 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 SERVI-CLOUD DOMINICANA any specific functional request from the End Customer so that SERVI-CLOUD DOMINICANA and/or the Cloud Services Provider can analyse the feasibility and indicate the conditions and limits to be passed on to the End Customer 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 th...
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. (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. 4.1 The Reseller shall be entitled to demonstrate the Software to any bona fide prospective licensee or subscriber.
4.2 The Reseller shall:
4.2.1 At all times conduct its business in a manner that will reflect favourably on the Software and on the good name and reputation of QGate;
4.2.2 Use QGate's trademarks and trade names relating to the Software only in the registered style or such other style used by QGate and shall not use such trademarks or trade names in connection with any other software or services or as part of the corporate or any trade name of the Reseller;
4.2.3 Use its best endeavours to promote and extend the licensing of the Software throughout the Territory;
4.2.4 At all times display, demonstrate and otherwise represent the Software fairly in comparison with competitive products from other suppliers;
4.2.5 At all times employ a sufficient number of staff who are capable of competently demonstrating the Software to prospective licensees;
4.2.6 At all times maintain adequate demonstration facilities for the Software;
4.2.7 Supply to QGate such reports, returns and other information relating to orders and projected orders for the Software and regarding licensees as QGate may from time to time reasonably require;
4.2.8 Not make any promises or representations or give any warranties, guarantees or indemnities in respect of the Software except such as are contained in the QGate End User License Agreement, or End User Subscription Agreement or as expressly authorised by QGate in writing;
4.2.9 Not alter, obscure, remove, interfere with or add to any of the trademarks, trade names, markings or notices affixed to or contained in the Software delivered to or accessed by the Reseller or its customers;
4.2.10 Not by itself or with others participate in any illegal, deceptive, misleading or unethical practices including, but not limi xxx to, disparagement of the Software or QGate or other practices which may be detrimental to the Software, QGate or the public interest;
4.3 Allow not more than once in each period of twelve months, QGate or its authorised agents may at any time request any reasonable information for the purpose of ascertaining that the Reseller is complying with its obligations under this Agreement. The Resel ler shall provide this information within 7 working days of the request being made
4.4 Any review, request for information or audit conducted by QGate in accordance with clause 4.2.7 or 4.3 must
4.4.1 not cause business interrupt...
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. 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. 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. 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. 6.1 The Reseller shall use best endeavours to promote and market the Products in the Territory (at its own cost), seek orders for the Products in the Territory, and carry out the other duties specified in this clause using all due care and diligence and shall cultivate and maintain good relations with the Reseller's Clients and potential clients in the Territory in accordance with sound commercial principles.
6.2 The Reseller accepts that the Emperium Software is NOT sold but licensed.
6.3 The Reseller shall conduct (at its own cost) the promotion and marketing of the Products in the Territory along with the provision of Support services with all due care and diligence.
6.4 The Reseller shall provide First Level Support and Maintenance services to the Reseller's Clients in accordance with clause 7 below, and shall provide co-operation and assistance to the Supplier in the Supplier's efforts to provide Second Level Support and Maintenance.
6.5 The Reseller shall keep the Supplier informed of all its sales and promotion activities by means of monthly marketing and sales reports, which reports shall include details of all revenues associated with sale of the Products. The Supplier may at its own expense upon reasonable notice inspect and/or audit such reports in order to verify sales and orders and such audits and inspections shall take place during reasonable business hours and in such manner so as not to interfere with the Reseller's normal business activities and on the understanding that the Supplier shall not be entitled to more than two audits in each calendar year during the Term.
6.6 The Reseller shall throughout the Term:
6.6.1 obey the Supplier's reasonable instructions in relation to the intended use of the Products;
6.6.2 advertise regularly the Products by advertising in print or in digital media copies of which should be supplied to the Supplier at the Reseller's expense upon the Supplier's request;
6.6.3 supply to the Supplier such information and support as may enable the Supplier to carry out its obligations under this Agreement;
6.6.4 provide training to members of its own organisation and to the Reseller's Clients wishing to use the Products and
6.6.5 use its best endeavours to meet the Minimum Targets specified in Schedule 4 or as subsequently amended by the Supplier. [Failure to meet the Minimum Targets shall entitle the Supplier at its discretion to terminate this Agreement on the Expiry Date.]
6.7 The Reseller shall not:
6.7.1 describe ...