Common use of Responsibility for Customers Clause in Contracts

Responsibility for Customers. The Representative will be responsible for procuring compliance by its Customers with this Agreement. The Representative shall enter into a written agreement with each Customer under which the Customer agrees to obligations which are substantially similar in all material respects to the Representative’s obligations under this Agreement in relation to the marketing of and solicitation of orders for the Services. Distributor may in its discretion and without giving a reason object to the appointment of any person as a Customer; Distributor will notify the Representative of any such objection. In that case, the Master Agent will not appoint the person concerned as a Customer or, if the person has already been appointed, will immediately terminate the appointment of the person concerned. If Master Agent determines that any Customer has taken any action or omitted to take any action that would be a material breach of this Agreement or applicable Law (a “Subagent Breach”), then: (i) Master Agent shall promptly notify Distributor of the same; and (ii) Master Agent shall cease permitting such Subagent to market and solicit orders for the Services if the Subagent does not cure such Subagent Breach within thirty (30) days following Master Agent providing written notice of default to the Customer with respect thereto (which notice will be sent in accordance with Master Agent’s ordinary business practices, or at the reasonable request of Distributor).