Restriction on Marketing Sample Clauses

Restriction on Marketing. Promotion and Provision of iProov Products to Government. Client shall not, whether directly or indirectly, market, promote or provide, or authorise or permit any other person (including any Third Party Customer) to market, promote or provide, an iProov Product (whether as part of a Combined Service or otherwise), other than the iProov Enroller (which uses GPA technology), to or for the benefit of any government, whether national, supranational, provincial, municipal, local or other (a “Government”), or governmental entity (including any governmental enterprise, agency or department). For this purpose, a “governmental entity” includes any entity (a) of which a Government has the direct or indirect ownership or control of more than fiky percent (50%) of the issued share capital or stock, or (b) whose management may effectively be directed or controlled by a Government or its nominee(s), whether directly or indirectly. Client may from time consult with iProov for a determination as to whether an entity constitutes a governmental entity (including by the possession of voting power, as a result of any powers conferred by any document regulating that entity, or otherwise), providing all reasonable information in order to assist in making such a determination. Client shall ensure that all Third Party Customer Agreements, and the enforcement of such contracts, effectively prevent Third Party Customers from conducting any such marketing, promotion or provision.
Sample 1
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Related to Restriction on Marketing

  • WHEREAS the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and

  • Severability Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

  • Definitions For purposes of this Agreement:

  • Miscellaneous The Vendor acknowledges and agrees that continued participation in TIPS is subject to TIPS sole discretion and that any Vendor may be removed from the participation in the Program at any time with or without cause. Nothing in the Agreement or in any other communication between TIPS and the Vendor may be construed as a guarantee that TIPS or TIPS Members will submit any orders at any time. TIPS reserves the right to request additional proposals for items or services already on Agreement at any time.

  • NOW, THEREFORE the parties hereto agree as follows:

  • Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of New York.

  • Entire Agreement This DPA and the Service Agreement constitute the entire agreement of the Parties relating to the subject matter hereof and supersedes all prior communications, representations, or agreements, oral or written, by the Parties relating thereto. This DPA may be amended and the observance of any provision of this DPA may be waived (either generally or in any particular instance and either retroactively or prospectively) only with the signed written consent of both Parties. Neither failure nor delay on the part of any Party in exercising any right, power, or privilege hereunder shall operate as a waiver of such right, nor shall any single or partial exercise of any such right, power, or privilege preclude any further exercise thereof or the exercise of any other right, power, or privilege.

  • Notices Any notice, request or other document required or permitted to be given or delivered to the Holder by the Company shall be delivered in accordance with the notice provisions of the Purchase Agreement.

  • IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the date first above written.

  • Termination In the event that either Party seeks to terminate this DPA, they may do so by mutual written consent so long as the Service Agreement has lapsed or has been terminated. Either party may terminate this DPA and any service agreement or contract if the other party breaches any terms of this DPA.

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