Rights and Obligations of Party A. 23. Party A shall provide necessary technical support to and cooperate with Party B in order for Party B to perform the obligations hereunder, and Party A shall provide relevant training and/or marketing materials as may be required for the operation of the authorized business. 24. Party A shall provide to Party B account numbers and relevant authority for its electronic operating system and support system and business related training, electronic system training and service training. 25. Party A shall provide the latest fee standards and policies, administration procedures, promotion activities plans and other policies and plans related to the authorized business to Party B as soon as practicable. 26. Party A shall pay channel expansion service fees to Party B according to the terms of this Agreement and schedules herein. 27. Party A may revise the policies regarding channel expansion service fees based on government policies, market competition, technology, service or product upgrade, etc. Such revised policies shall be deemed a valid part of this Agreement. Party A shall notify Party B of such revision on channel expansion service fees as soon as practicable. 28. Party A may evaluate performance of Party B based on existing evaluation policies and Party B’s operation results and reward or penalize Party B accordingly. 29. Party A may, in its sole discretion, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilities, credits, timeliness of payment based on Party B’s performance; and adjust the level of authorization granted to and the deposit required from Party B accordingly. 30. Party A may supervise the operation of authorized business by Party B and reasonably appoint administration staff to inspect the authorized business as conducted by Party B at any time with respect to Party B’s marketing activities, service quality, and implementation of fee standards. 31. Party A authorizes Party B to use Party A’s image, brand and other symbols within the authorized scope. If such symbols are used outside of the authorized scope by Party B or in such manner that has not been authorized, Party A may request Party B to rectify such breach, and if such breaches are not rectified, Party A may penalize Party B, terminate co-operations with Party B, and reserve the rights to seek economic and legal rectification for its damages. 32. In the case of a breach of Party A’s policies and rules applicable to the authorized business by Party B, Party A may deduct any fines, damages and/or other payments from the channel expansion service fees and deposits in accordance with relevant policies and/or terms of this Agreement and schedules herein.
Appears in 1 contract
Samples: GSM Business Cooperation Agreement (Loyalty Alliance Enterprise Corp)
Rights and Obligations of Party A. 23. 6.1 Party A has the right to request Party B to repay all the debts in full and on schedule, and request Party B to apply for and use the credit facility in accordance with the conditions and terms under this Contract.
6.2 For the credit facility with a term of more than one year (not inclusive), Party A shall provide necessary technical support have the right to assess the operating and cooperate with financial conditions and the progress of the specific project of Party B and guarantor (if any) in order for accordance with the credit conditions agreed in this Contract from the second year since the credit facility becomes effective, and adjust the credit amount, term and interest rate based on the assessment results. If there is any collateral (pledge), Party A shall have the right to request an appraisal institution approved by Party A to assess the value of the collateral (pledge) on an annual basis. If the value of the collateral (pledge) significantly decreased and became insufficient to guarantee the debt of the master debt contract, Party A has the right to request Party B to perform repay part of the obligations hereunderloan or provide other security measures approved by Party A.
6.3 Party A has the right to request Party B to provide information related to the credit facility, enter the business premises of Party B, investigate, review and inspect the use of the credit, and the assets, financial position and operation of Party B, and Party A B shall provide relevant training and/or marketing materials as may be required for the operation of the authorized business.
24. cooperate; Party A shall provide has the right to Party B account numbers and relevant authority for its electronic operating system and support system and business related training, electronic system training and service training.
25. Party A shall provide the latest fee standards and policies, administration procedures, promotion activities plans and other policies and plans related to the authorized business to Party B as soon as practicable.
26. Party A shall pay channel expansion service fees to Party B according to the terms of this Agreement and schedules herein.
27. Party A may revise the policies regarding channel expansion service fees based on government policies, market competition, technology, service or product upgrade, etc. Such revised policies shall be deemed a valid part of this Agreement. Party A shall notify Party B of such revision on channel expansion service fees as soon as practicable.
28. Party A may evaluate performance of Party B based on existing evaluation policies and Party B’s operation results and reward or penalize Party B accordingly.
29. Party A may, in its sole discretion, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilities, credits, timeliness of payment based on Party B’s performance; and adjust the level of authorization granted to and the deposit required from Party B accordingly.
30. Party A may supervise the operation of authorized business by Party B and reasonably appoint administration staff to inspect the authorized business as conducted by Party B at any time with respect to Party B’s marketing activities, service quality, and implementation of fee standards.
31. Party A authorizes Party B to use the loan as agreed in this Contract.
6.4 Party A’s image, brand and other symbols within A shall be obliged to keep the authorized scope. If such symbols are used outside of the authorized scope information provided by Party B confidential, except for the following: (a) where the laws and regulations provide otherwise or the competent authorities or regulatory authorities require otherwise; (b) disclosure in such manner that has not been authorized, Party A may request Party B any legal or arbitration proceedings; (c) disclosure to rectify such breach, and if such breaches are not rectified, Party A may penalize Party B, terminate co-operations with Party B, and reserve the rights to seek economic and legal rectification for its damages.
32. In the case of a breach group or branch of Party A’s policies and rules applicable ; (d) disclosure to the authorized business professional consulting institution engaged by it (including but not limited to lawyers and financial advisers); (e) otherwise agreed by Party A and Party B, ; or (f) the information provided by Party A may deduct any fines, damages and/or other payments from the channel expansion service fees and deposits in accordance with relevant policies and/or terms of this Agreement and schedules hereinB does not constitute a confidential information.
Appears in 1 contract
Samples: Comprehensive Credit Facility Contract (Oneconnect Financial Technology Co., Ltd.)
Rights and Obligations of Party A. 232.1.1 Party A shall provide Party B with the requirements and scripts of the return visit investigation program; conduct project indicators, assessment criteria, business processing rules, unit price of remuneration and settlement methods. Party A’s notice shall prevail as to specific requirements. Party B shall unconditionally abide the requirements. Party A shall be liable for assessment and rectification of Party B’s implementation.
2.1.2 Party A shall be liable for launching the return visit investigation program and submitting Party B with “Third Party Return Visit Investigation Program Confirmation Letter” (Appendix 1), which shall be executed upon signatures from persons who in charge from both parties.
2.1.3 Party A have right to: monitor Party B’s operation; lay down “Return Visit Investigation Quality Assessment Criteria” (Appendix 2); carry out regular check; point out the problems existing in Party B’s implementation of business processing and require Party B to implement and rectify in the light of Party A’s opinions.
2.1.4 Party A shall conduct trainings for Party B’s personnel engaging in program management and operation on editing return visit questionnaire and execution standard.
2.1.5 Party A shall be liable for the spot checks on the implementation of Party B’s number management under Party A’s respective requirements on number management rules for supporting system.
2.1.6 Party A shall positively coordinate and handle the feedback problems from Party B and provide Party B with necessary technical support and instruction.
2.1.7 Party A have the right to make dynamic adjustment to the standards set forth in “Return Visit Investigation Quality Assessment Criteria” (Appendix 2) and cooperate with shall inform Party B in order for Party B to perform written form which executes from the obligations hereunder, and date of the written notice.
2.1.8 Party A shall provide relevant training and/or marketing materials as may be required liable for the operation reviewing all kinds of the authorized business.
24. Party A shall provide to Party B account numbers statements and relevant authority for its electronic operating system and support system and business related training, electronic system training and service training.
25. Party A shall provide the latest fee standards and policies, administration procedures, promotion activities plans and other policies and plans related to the authorized business to Party B as soon as practicable.
26. Party A shall pay channel expansion service fees to Party B according to the terms of this Agreement and schedules herein.
27. Party A may revise the policies regarding channel expansion service fees based on government policies, market competition, technology, service or product upgrade, etc. Such revised policies shall be deemed a valid part of this Agreement. Party A shall notify Party B of such revision on channel expansion service fees as soon as practicable.
28. Party A may evaluate performance of Party B based on existing evaluation policies and Party B’s operation results and reward or penalize Party B accordingly.
29. Party A may, in its sole discretion, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilities, credits, timeliness of payment based on Party B’s performance; and adjust the level of authorization granted to and the deposit required from Party B accordingly.
30. Party A may supervise the operation of authorized business program reports submitted by Party B and reasonably appoint administration staff to inspect shall be liable for the authorized business as conducted by Party B at any time with respect to Party B’s marketing activities, settlement of remuneration for the service quality, and implementation of fee standardsprogram.
31. Party A authorizes Party B to use Party A’s image, brand 2.1.9 For any malfunction and other symbols within the authorized scope. If such symbols are used outside breakdown of the authorized scope by Party B or in such manner that has not been authorizedoutbound supporting system, Party A may request Party B to rectify such breach, shall response in time and if such breaches are not rectified, Party A may penalize Party B, terminate co-operations with Party B, and reserve shall ensure the rights to seek economic and legal rectification for its damagesstable operation of the supporting system.
32. In the case of a breach of Party A’s policies and rules applicable to the authorized business by Party B, Party A may deduct any fines, damages and/or other payments from the channel expansion service fees and deposits in accordance with relevant policies and/or terms of this Agreement and schedules herein.
Appears in 1 contract
Samples: Cooperation Framework Agreement (China Customer Relations Centers, Inc.)
Rights and Obligations of Party A. 232.1 Party A shall have a preemptive right to carry out mobile game services with Party B on a nationwide basis.
2.2 Party A shall have the right to know and review the business license, relevant qualification certificate, copyright ownership, business permits, bank account and such other information provided by Party B.
2.3 Party A shall have the right to know the legality of the mobile game information provided by Party B, provided, however, that Party A will not take any responsibilities arising from any illegal or incorrect information provided by Party B.
2.4 Depending on the business and market development, Party A has the right to formulate or amend the business standards, management measures, quality and/or service standards, and communicate the same to Party B in an appropriate form for Party B to comply with. At the same time, these documents will be used by Party A as basis to manage and assess Party B’s business operations. The business standards, management measures, quality and/or service standards so formulated or amended shall be equally effective as this Agreement.
2.5 Party A shall be responsible for the day-to-day maintenance of the business billing platform, and provide guidance and assistance to Party B in system connection, debugging and online work to guarantee the stable running of the platform. Party A shall provide necessary technical support open the network management system and other interface management tools to and cooperate with Party B in order for Party B to perform facilitate its checking of the obligations hereundercharges to users and relevant status of operation, so as to ensure that Party B can monitor the fee charge and operation of its games in a convenient, true and valid manner.
2.6 Party A shall provide relevant training and/or marketing materials as may be required for have the operation right to review the content and sources of the authorized business.games put online by Party B on the platform, and make confirmation on the business management system in an appropriate form, provided, however, that Party A will not assume any responsibility arising from any illegal contents provided by Party B.
24. 2.7 According to Management Measures for Cooperation in Mobile Game Business (V1.0), Party A shall provide have the right to review and assess Party B account numbers and relevant authority for its electronic operating system various business, select the superior and support system and business related training, electronic system training and service training.
25. Party A shall provide eliminate the latest fee standards and policies, administration procedures, promotion activities plans and other policies and plans related to the authorized business to Party B as soon as practicable.
26. Party A shall pay channel expansion service fees to Party B according to the terms of this Agreement and schedules herein.
27. Party A may revise the policies regarding channel expansion service fees based on government policies, market competition, technology, service or product upgrade, etc. Such revised policies shall be deemed a valid part of this Agreement. Party A shall notify Party B of such revision on channel expansion service fees as soon as practicable.
28. Party A may evaluate performance of Party B based on existing evaluation policies and Party B’s operation results and reward or penalize Party B accordingly.
29. Party A may, in its sole discretion, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilities, credits, timeliness of payment inferior based on Party B’s performance; performance in business development, credit points and adjust the level of authorization granted to and the deposit required from Party B accordingly.
30. Party A may supervise the operation of authorized business by Party B and reasonably appoint administration staff to inspect the authorized business as conducted by Party B at any time with respect to breaches, reward Party B’s marketing activities, creative business and supervise Party B’s customer service quality, and implementation of fee may terminate this Agreement with Party B if it fails to reach Party A’s standards.
31. 2.8 Party A authorizes Party B to use Party A’s image, brand and other symbols within shall be responsible for the authorized scope. If such symbols are used outside overall advertising of the authorized scope by Party B or in such manner that has not been authorized, cooperation business.
2.9 If Party A may request Party B to rectify such breachis investigated by relevant national authority, and if such breaches are not rectifiedconsumers’ association or any other organization, Party A may penalize Party Bor is claimed legal responsibilities, terminate co-operations with Party B, and reserve the rights to seek economic and legal rectification for its damages.
32. In the case of a breach of Party A’s policies and rules applicable due to the authorized business users’ browsing or use of the contents and application services provided by Party B, Party A may deduct unilaterally terminate this Agreement by a written notice, and Party B shall bear any finesdirect and indirect losses thus suffered by Party A, damages and/or including, without limitation:
(1) costs of preliminary input and preparatory work made by Party A for performance of this Agreement;
(2) costs already paid by Party A for performance of this Agreement;
(3) anticipated gains for Party A’s performance of this Agreement;
(4) costs, indemnities or other payments from payables by Party A in relevant litigations incurred for reasons attributable to Party B.
2.10 If Party A receives any complaint or notice alleging that any content provided by Party B is involved in an infringement dispute, Party A may suspend the channel expansion connection of Party B’s system, unilaterally terminate this Agreement and suspend the settlement of relevant fees, and notify Party B to delete or shield such content involving infringement. The business will be resumed upon confirmation by Party A after Party B notifies the results to Party A.
2.11 Party A shall construct and maintain the business management system, use the business management system to post notice/announcement, business management measures and relevant policies, and shall inquire, manage and update the information regarding the cooperation. Party A shall provide Party B with its user name and password on the business management system for Party B to log on.
2.12 Party A shall test the business filed by Party B after approving it, and after the test is passed, provide Party B with a written confirmation or otherwise confirm with appropriate forms in the business management system. The official launch time of the business will be the time when Party A officially launches the billing service.
2.13 During the term of cooperation, Party A may suspend its cooperation with Party B if there is user complaint on Party B’s service fees quality issue, which has resulted in adverse social impact; in serious cases, Party A may unilaterally terminate this Agreement.
2.14 Party A may, as requested by customers and deposits market orders, review the business contents and prices filed by Party B, and may withhold the settlement of the information fee incurred by Party B’s discretional change of charges.
2.15 Any complaints made by users with respect to the fee charging activities by Party B (except complaints attributable to Party A), once discovered, may be immediately notified by Party A in writing to Party B for correction, and Party A may take measures of fee refunding or suspension of fee charging according to relevant rules and as agreed herein. For complaints which Party B fail to make reasonable explanation, Party A may require Party B to reduce and exempt information fee of relevant users, and based on the seriousness of situation, require Party B to take relevant liabilities for breach of contract in accordance with relevant policies and/or terms business management measures.
2.16 Party A shall be entitled to supervise the business conduct of Party B, and Party B shall assist Party A to avoid any adverse impact on Party A’s normal business. If Party B’s businessconduct causes adverse impact on Party A’s normal business in violation of this Agreement, Party A may terminate this Agreement and schedules hereinParty B shall assume relevant liabilities for breach of contract.
Appears in 1 contract
Samples: Cooperation Agreement on Mobile Game Business (iDreamSky Technology LTD)
Rights and Obligations of Party A. 23. 10.1 As per the requirements of Party B, Party A shall provide necessary technical support in time the financial statements and relevant documents and guarantee that all of the provided documents are true and lawful.
10.2 Party A shall have the obligation to and cooperate with sign for the collection letter or other collection document issued by Party B and to send back the return receipt within 3 days after signing for it.
10.3 Within the validity period of this Contract, without written consent from Party B, Party A shall not sell or present the mortgaged property as a gift; before Party A moves, leases, assigns, re-mortgage (or pledge) or in order for any other way transfers the mortgaged property hereunder, written consent shall be obtained from Party B.
10.4 Except extending the term hereof or increasing the amount herein, if Party B modifies any provision of the Main Contracts as per the application from the Debtor, Party B shall be regarded as having obtained prior consent from Party A and need not give any notice to perform Party A and, in such cases, Party A still bear the mortgage guarantee responsibilities within the scope of mortgage & guarantee as defined herein.
10.5 If any act of Party A suffices to reduce the value of the Mortgage, Party A shall stop the said act; when the said act has reduced the value of the Mortgage, Party A shall have the obligation to restore the value of the Mortgage or provide additional guarantee equivalent to the reduced value. During the duration of the hypothecation, if any act of a third party makes the value of the Mortgage insufficient to pay off the principals of the obligations hereunderand the interest thereupon under the Main Contracts and the interest thereupon, and Party A shall provide relevant training and/or marketing materials additional guarantee acceptable to Party B. The remaining part of the Mortgage shall still be used as may be required the guarantee for the operation creditor’s rights.
10.6 If Party A is not liable for the reduced value of the authorized business.
24. Mortgage, Party A shall provide to Party B account numbers and relevant authority guarantee, provided that the guarantee does not exceed the liquidated damages received by Party A. The remaining part of the Mortgage shall still be used as the guarantee for its electronic operating system and support system and business related training, electronic system training and service trainingthe creditor’s rights.
25. 10.7 If the government confiscates the Mortgage hereunder the need of construction, Party A shall provide use the latest fee standards and policies, administration procedures, promotion activities plans and other policies and plans related received compensatory payment to pay off the authorized business to Party B guaranteed principal creditor’s rights before they become due or deposit the received compensatory payment with a third person as soon as practicableagreed by both parties.
26. 10.8 Party A shall pay channel expansion service fees bear relevant expenses spent hereunder, including but not limited to Party B according to the terms of this Agreement and schedules hereinlawyer services, property insurance, notarization, authentication, evaluation, registration, ownership transfer, transportation, custody, litigation, etc.
27. 10.9 After this Contract takes effect, if Party A is separated or merged or undergoes shareholding reform or any other change, Party A shall properly perform its guarantee obligations hereunder.
10.10 When the hypothecation is or may revise the policies regarding channel expansion service fees based on government policiesbe infringed by any third party, market competition, technology, service or product upgrade, etc. Such revised policies shall be deemed a valid part of this Agreement. Party A shall notify Party B of such revision on channel expansion service fees as soon as practicableand assist Party B in avoiding the infringement.
28. 10.11 In any of the following circumstances, Party A may evaluate performance of Party B based on existing evaluation policies and Party B’s operation results and reward or penalize Party B accordingly.
29. Party A may, shall in its sole discretion, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilities, credits, timeliness of payment based on Party B’s performance; and adjust the level of authorization granted time send a written notice to and the deposit required from Party B accordingly.
30. Party A may supervise the operation of authorized business by Party B and reasonably appoint administration staff to inspect the authorized business as conducted by assist Party B at in performing its mortgage guarantee responsibilities, provide additional guarantee or take other protective measures as agreed in the contract to protect hypothecation from being infringed:
10.11.1 The operational mechanism of Party A changes, e.g. it is contracted, leased, affiliated, merged, separated or undergoes shareholding reform or cooperates with any time with respect foreign individual or entity, etc;
10.11.2 The scope of business or the amount of registered capital or the equity structure of Party A changes;
10.11.3 Party A is involved in any major economic dispute or litigation;
10.11.4 The ownership of the Mortgage is under dispute;
10.11.5 Party A becomes bankrupt, goes out of business, gets dissolved or is ordered to stop operation for rectification or the business license of Party B’s marketing activitiesA is revoked or withdrawn;
10.11.6 The domicile, service quality, and implementation telephone number and/or legal representative of fee standardsParty A changes.
31. Party A authorizes Party B to use Party A’s image, brand and other symbols within the authorized scope. 10.12 If such symbols are used outside any of the authorized scope by Party B or circumstances specified in such manner that has not been authorized10.11.1 and 10.11.2 will occur, Party A may request shall give Party B to rectify such breach, and a 30 days’ written notice; if such breaches are not rectifiedany of the other circumstances agreed in 10.11 occurs, Party A may penalize shall give Party B, terminate co-operations with Party B, and reserve B a written notice within 5 days after the rights to seek economic and legal rectification for its damagesoccurrence.
32. In 10.13 After the case Debtor under the Main Contracts pays off all the obligations specified in Article 4 hereof, he shall have the right to request the release of the Mortgage hereunder.
10.14 If the discharge by the Debtor under the Main Contracts is judged by a breach judicial department as invalid discharge, Party A shall continue to bear his guarantee responsibilities within the original scope of mortgage & guarantee.
10.15 Under the import L/C, once Party A’s policies and rules applicable B accepts, pays or negotiates the L/C according to the authorized business clauses thereof, Party A shall bear an un-defendable guarantee obligation. This obligation shall not be released or defended as a result of any stop-payment order or injunctive issued by any judicial authority or administrative authority specific to the payment obligation under the L/C or as a result of arresting, detaining or freezing any property related to the L/C or any similar measures.
10.16 Without written consent from Party B, Party A may deduct shall not transfer in part or in whole his rights or obligations hereunder.
10.17 During the term of this Contract, if Party B transfers his principal creditor’s rights to any finesthird party, damages and/or other payments from Party A shall bear his guarantee responsibilities within his original scope of mortgage & guarantee.
10.18 If any ongoing project is used for mortgage guarantee, after the channel expansion service fees project construction is completed and deposits accepted and the ownership certificate is obtained, Party A shall actively cooperate with Party B in accordance completing the real property mortgage registration formalities with relevant policies and/or terms of this Agreement and schedules hereinmortgage registration authority.
Appears in 1 contract
Samples: Maximum Amount Mortgage Contract
Rights and Obligations of Party A. 23. 6.1.1 Party A shall have the right to require Party B to deliver the game and relevant materials and provide necessary the agreed technical support and training according to the stipulations of this Agreement;
6.1.2 Party A shall have the right to require Party B to modify the content of the authorized game that does not conform to Party A’s image, philosophy, and cooperate customer group.
6.1.3 Party A may independently exercise the right to operate the Object as agreed within the authorized agency period and negotiate with Party B in order for to determine such matters as gift distribution during the operation. In case, within 5 working days after Party A has sent the gift distribution and users compensation schemes to Party B, Party B fails to perform the obligations hereundergrant written confirmation, and it will be deemed to have consented to Party A shall provide relevant training and/or marketing materials as may be required for the operation of the authorized businessA’s schemes.
24. Party A shall provide to Party B account numbers and relevant authority for its electronic operating system and support system and business related training, electronic system training and service training.
25. Party A shall provide the latest fee standards and policies, administration procedures, promotion activities plans and other policies and plans related to the authorized business to Party B as soon as practicable.
26. 6.1.4 Party A shall pay channel expansion service the agreed fees to Party B according to the terms of this Agreement time and schedules method agreed herein.;
27. 6.1.5 Party A may revise not modify, change the policies regarding channel expansion service fees based on government policiesname of, market competitionadd, technologydelete, service divide, or product upgrade, etc. Such revised policies decompile the Object without the written consent of Party B.
6.1.6 Party A shall be deemed a valid part of this Agreementperform its obligations to operate and maintain the Object as agreed within the authorized agency period. Party A shall notify Party B establish an official website for the Object and ensure the continuous and stable operation of such revision on channel expansion service fees as soon as practicablewebsite.
286.1.7 Party A shall activate the billing channel at the agreed time to formally charge the users of the special zone.
6.1.8 In case such procedures as governmental examination and approval, filing, registration and the like are necessary for the agency and operation of the Object within the agency territory, Party A shall be responsible for go through such procedures at its own costs in order to ensure the lawful operation of the Object within the agency territory.
6.1.9 Party A shall undertake to provide high quality customer services and assume all the expenses arising therefrom, so as to attract and secure the end users of the Object with satisfactory operation services. Party A may evaluate performance shall timely feed the opinions of the end users back to Party B for the latter to perfect the Object.
6.1.10 Party A shall be responsible for operating and maintaining a secure billing system and shall ensure that such billing system is able to efficiently set up accounts for new end users (special zone users) and provide password authentication function as well as accurate billing function. The relevant program development work shall be the responsibility of Party B based on existing evaluation policies and Party B’s operation results and reward or penalize A, while Party B accordinglyshall provide necessary technical support.
29. Party A may, in its sole discretion, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilities, credits, timeliness of payment based on Party B’s performance; and adjust the level of authorization granted to and the deposit required from Party B accordingly.
30. 6.1.11 Party A may supervise not operate the operation Object beyond the agreed territory, nor may it use the Object for any activity irrelevant to the content of authorized business by Party B and reasonably appoint administration staff to inspect the authorized business as conducted by Party B at any time with respect to Party B’s marketing activities, service quality, and implementation of fee standardsthis Agreement.
31. Party A authorizes Party B to use Party A’s image, brand and other symbols within the authorized scope. If such symbols are used outside of the authorized scope by Party B or in such manner that has not been authorized, 6.1.12 Party A may request Party B not transfer any of its rights hereunder to rectify such breach, and if such breaches are not rectified, Party A may penalize Party B, terminate co-operations with Party B, and reserve any third party without the rights to seek economic and legal rectification for its damages.
32. In the case of a breach written consent of Party A’s policies and rules applicable to the authorized business by Party B, Party A may deduct any fines, damages and/or other payments from the channel expansion service fees and deposits in accordance with relevant policies and/or terms of this Agreement and schedules herein.B.
Appears in 1 contract
Rights and Obligations of Party A. 237.1.1 Party A shall reserve 82.4 acres of land in the peripheral area of the School for its development in accordance with the School Development Plan, and guarantee the School has enough land areas in its gradual expansion plan of the scale. The land area and price shall be agreed upon separately.
7.1.2 Party A agrees to transfer the state-owned land on the mountain behind the School to Party B. The price shall be agreed upon separately.
7.1.3 Any tax imposed by Party A on Party B shall be charged based on the policies concerning preferential tax and exemption equivalent to public schools.
7.1.4 Party A shall be responsible for free allocation of 3.3 acres of land from the School gate to the Shaohe River side and the buildings on the land (the ownership of the land and buildings on it belongs to Party A) for Party B’s use.
7.1.5 Party A shall be responsible to promptly repair and construct water pipe, electricity and roads outside the School wall in line with the needs of Party B.
7.1.6 Party A shall guarantee the School enjoys the same student recruitment policy with any state-owned senior high schools in the area, and be responsible for the student recruitment task.
7.1.7 Party A shall not approve the establishment of new vocational educational schools (including training organizations) during the jointly-running cooperation period.
7.1.8 All the policy-based funds Party A applies for and obtains from the superior authorities in the name of the School shall be deposited into the account opened by Party A and Party B and be used for the development and construction of the School. Party A shall provide necessary technical support to have the supervision right over the funds and cooperate with shall not withhold or embezzle it.
7.1.9 All the policy-based funds Party B A applies for and obtains from the superior authorities in order the name of “Shaoshan City Vocational education Center” shall be used for Party B to perform the obligations hereunder, and construction of “Shaoshan City Vocational Education Center”.
7.1.10 Party A shall provide relevant training and/or marketing materials as may be required responsible to resolve remaining problems of the School before the cooperation, including the debts of the school before the cooperation (the amount of the debts shall be subject to the auditing results) which shall be repaid first from the funds Party A applies for and obtains from the superior authorities and the funds Party A itself allocates for the operation developments of the authorized businessvocational education.
24. 7.1.11 Party A shall provide positively optimize the environment of the School to Party B account numbers and relevant authority for guarantee its electronic operating system and support system and business related training, electronic system training and service trainingdevelopment.
25. 7.1.12 Party A shall provide the latest fee standards assist and policies, administration procedures, promotion activities plans and other policies and plans related to the authorized business to support Party B as soon as practicablefor the building of “Shaoshan Modern Vocational School”.
26. 7.1.13 Party A shall pay channel expansion service fees have the right to withdraw all the assets owned by it (including the newly-built and enlarged houses invested by Party B according to on the terms of this Agreement and schedules hereinland owned by Party A) if Party B cannot guarantee 3,000 enrolled students in the School for three consecutive years.
27. Party A may revise the policies regarding channel expansion service fees based on government policies, market competition, technology, service or product upgrade, etc. Such revised policies shall be deemed a valid part of this Agreement. 7.1.14 Party A shall notify Party B support all sorts of such revision on channel expansion service fees as soon as practicable.
28. Party A may evaluate performance of Party B based on existing evaluation policies and Party B’s operation results and reward or penalize Party B accordingly.
29. Party A may, in its sole discretion, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilities, credits, timeliness of payment based on Party B’s performance; and adjust the level of authorization granted to and the deposit required from Party B accordingly.
30. Party A may supervise the operation of authorized business legal financing activities undertaken by Party B and reasonably appoint administration staff to inspect the authorized business as conducted by Party B at any time with respect to Party B’s marketing activities, service quality, and implementation of fee standards.
31. Party A authorizes Party B to use Party A’s image, brand and other symbols within the authorized scope. If such symbols are used outside of the authorized scope by Party B or in such manner that has not been authorized, Party A may request Party B to rectify such breach, and if such breaches are not rectified, Party A may penalize Party B, terminate co-operations with Party B, and reserve the rights to seek economic and legal rectification for its damages.
32. In the case of a breach of Party A’s policies and rules applicable to the authorized business by Party B, Party A may deduct any fines, damages and/or other payments from the channel expansion service fees and deposits in accordance with relevant policies and/or terms of this Agreement and schedules herein.B.
Appears in 1 contract
Samples: Joint School Running Agreement (HQ Global Education Inc.)
Rights and Obligations of Party A. 23. 26.1 Party A shall provide necessary technical support deliver the Premises to and cooperate with Party B in order for accordance with the provisions of this Contract.
26.2 Party A shall be entitled to collect rent, property management fees, and other related expenses from Party B in accordance with this Contract or relevant agreements. Party B shall make timely payments as agreed. In the event that Party B breaches any payment obligation under this Contract or fails to perform other obligations as stipulated in this Contract, and still fails to rectify the situation within the specified time limit after being notified by Party A, Party A shall be entitled to take measures (including, but not limited to, disconnecting water and electricity supply to the Premises) to urge Party B to perform rectify the obligations hereundersituation, and until Party B completes the rectification according to Party A’s requirements. During the period when Party A takes such measures, Party B shall provide relevant training and/or marketing materials still make payments as may be required for stipulated in this Contract and shall bear any and all expenses incurred as a result (including, but not limited to, the operation cost of the authorized businessreconnecting water and electricity supply).
24. Party A shall provide to Party B account numbers and relevant authority for its electronic operating system and support system and business related training, electronic system training and service training.
25. Party A shall provide the latest fee standards and policies, administration procedures, promotion activities plans and other policies and plans related to the authorized business to Party B as soon as practicable.
26. 26.3 Party A shall pay channel expansion service fees taxes (such as property tax, land usage fees) incurred during the cooperation period due to property ownership (usage rights) and land usage rights, as well as maintenance expenses for structural damages to the Premises fort reasons not attributable to Party B.
26.4 Party A shall be entitled to supervise Party B’s proper use of the Premises, lawful operation, adherence to social ethics, and implementation of safety measures during the contract period. Party A also shall be entitled to issue rectification notices to Party B. Party B according shall rectify the situation within seven (7) days of receiving such notices, inform Party A in writing, and accept Party A’s inspection. If Party B refuses to accept the terms rectification notice or refuses to rectify violations of the contract terms, Party A shall be entitled to rescind this Contract upon the expiry of the rectification period specified in the notice and request Party B to bear the corresponding liabilities for breach.
26.5 Party A shall be entitled to oversee that Party B conducts its operations in compliance with the national requirements for urban appearance, environmental protection, hygiene, fire safety, public order, regulations, and other relevant aspects. Regarding any rectification requirements and financial penalties that the competent authorities and supervisory agencies may impose on Party B for non-compliance with these requirements, if Party A advances the expenses, it shall be entitled to request reimbursement from Party B until the expenses are fully paid (including direct deductions from the deposit).
26.6 If Party B’s business activities within the leased Premises require relevant certificates and licenses (including, but not limited to, business licenses, hygiene licenses, etc.), Party B must obtain such certificates and licenses before commencing operations. Party B undertakes to operate within the scope specified in the permits and not engage in activities beyond the scope of the certificates and licenses. If Party B violates the above provisions, Party A shall be entitled to immediately rescind this Contract, take back the Premises, and if such actions result in losses to Party A, Party B shall also be liable for compensation.
26.7 For any equipment added or constructed by Party B itself, if the relevant competent authorities and management departments deem that it does not meet the requirements and must be rectified, and Party B delays or partially rectifies it but does not meet the requirements, Party A shall be entitled to rectify it directly, and all rectification costs shall be borne by Party B.
26.8 In case of disputes between Party B and adjacent parties arising from issues such as smoke exhaust, drainage, sewage, noise, passages, etc. during Party B’s business operation, Party A shall be entitled to proactively intervene in the dispute based on the feedback from adjacent parties, neighborhood committees, etc., and make decisions regarding compensation, repairs, or rectifications that Party B shall undertake. Party B shall fulfill these obligations and bear all associated costs for compensation, repairs or rectifications.
26.9 Party A may entrust a third party to exercise Party A’s rights under this Contract (including, but not limited to, issuing invoices, collecting rent, etc.). Party B shall cooperate upon receiving written notice from Party A.
26.10 If Party B intends to renew the lease, Party B shall submit a written renewal application to Party A at least ninety (90) days in advance (counting backward from the expiry date of this Agreement and schedules herein.
27Contract). If Party A does not receive Party B’s renewal application or if Party B fails to submit a renewal application as stipulated in this Contract, it shall be deemed that Party B has no intention to renew the lease. Party A may revise then make preparations for re-leasing the policies regarding channel expansion service fees based on government policiesPremises, market competitionincluding, technologybut not limited to, service accompanying potential successor lessees or product upgraderelevant parties for on-site inspections, etc. Such revised policies and Party B shall be deemed a valid part provide active cooperation.
26.11 In the event of Party B’s breach of this Agreement. Contract, Party A shall notify Party B of such revision on channel expansion service fees as soon as practicablebe entitled to withhold the deposit.
28. Party A may evaluate performance of Party B based on existing evaluation policies and Party B’s operation results and reward or penalize Party B accordingly.
29. Party A may, in its sole discretion, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilities, credits, timeliness of payment based on Party B’s performance; and adjust the level of authorization granted to and the deposit required from Party B accordingly.
30. Party A may supervise the operation of authorized business by Party B and reasonably appoint administration staff to inspect the authorized business as conducted by Party B at any time with respect to Party B’s marketing activities, service quality, and implementation of fee standards.
31. Party A authorizes Party B to use Party A’s image, brand and other symbols within the authorized scope. If such symbols are used outside of the authorized scope by Party B or in such manner that has not been authorized, Party A may request Party B to rectify such breach, and if such breaches are not rectified, Party A may penalize Party B, terminate co-operations with Party B, and reserve the rights to seek economic and legal rectification for its damages.
32. In the case of a breach of Party A’s policies and rules applicable to the authorized business by Party B, Party A may deduct any fines, damages and/or other payments from the channel expansion service fees and deposits in accordance with relevant policies and/or terms of this Agreement and schedules herein.
Appears in 1 contract
Samples: Lease Contract (OUI Global)
Rights and Obligations of Party A. 23Article 4: Party A shall have the right to review the business license, organization code certificate, tax registration certificate, bank account opening permit and other licenses and permits, creditability certificate, sources of information, copyright certificate (power of attorney), bank account, and such other documents relating to the ordinary course of business provided by Party B as required by this Agreement. Party A may terminate this Agreement without assuming liabilities for breach of contract if it discovers any false contents or other illegal elements in the aforementioned documents. Party A may require Party B, when necessary, to further provide relevant information and documents evidencing Party B's ownership, right of use or intellectual properties involved hereunder.
Article 5: Party A may formulate management measures, terms of assessment and customer service standards and documents for relevant game business (all attached hereto), which shall be observed and implemented by Party B. Party A will assess Party B according to such regulations; if Party B fails to pass the assessment, Party A may cease the cooperation with Party B up to the termination hereof.
Article 6: Party A shall have the right to review any of Party B's business involved hereunder. Party A may refuse to post any part of the information provided by Party B that is not compliant with the State decrees, regulations, policies, the principle of public order and good social customs or otherwise deemed inappropriate by Party A. To the extent that Party B engages in any illegal activities endangering the national security, or pornographic or superstitious activities during the cooperation with Party A, Party A may immediately terminate its cooperation with Party B and report such activities to public security or other government authorities. Party A may further claim compensation against Party B for any economic loss or adverse impact on Party A's goodwill thus brought about. With respect to the business application submitted by Party B, Party A will give express response to Party B within 10 working days after Party B's filing of complete set of application documents.
Article 7: Party A cooperates with Party B in the conduct of the game business in the way of self-owned business. Party A shall be responsible to formulate business norms, plan business platform and business development, and provide necessary technical support guidance on the business, and also have the right to carry out final review on the business contents and cooperate with any new businesses relating to the cooperation hereunder; Party B in order for A will direct and supervise Party B B's daily work relating to perform the obligations cooperation business hereunder, and is entitled to correct Party B's behaviors in non-compliance with business management requirements and claim the liabilities for breach of agreement.
Article 8: Party A shall provide relevant training and/or marketing materials as be liable for determination of business charge standards, and Party B may propose advice on charge setting and suggestions, which Party A will be required responsible to implement after its confirmation; any unrecoverable expenses due to shutdown of users' cell phones, arrearage or invalid users, etc. will not be recorded in the base for the operation settlement of the authorized businessboth parties' expenses.
24. Article 9: In case of Party B's breach, Party A shall provide have the right to directly claim Party B's liabilities for breach of agreement in accordance with Administrative Measures by China Mobile Jiangsu for Self-owned Business and such other business management regulations; with respect to Party B's breach due to other competitors' malicious acts, Party A shall, in case Party B account numbers provides solid, credible and effective evidences, discretionarily mitigate its handling of Party B's liabilities for breach of agreement, and at the same time, shall claim such malicious competitors' relevant authority for its electronic operating system and support system and business related training, electronic system training and service trainingresponsibilities.
25. Article 10: For any abnormal overloaded traffic that may affect the operation safety of Party A's network, Party A shall provide reserves its right to restrict its transmission or adjust the latest fee standards and policies, administration procedures, promotion activities plans and other policies and plans related to the authorized business to Party B as soon as practicable.
26. Party A shall pay channel expansion service fees to Party B traffic in time according to the terms of this Agreement and schedules herein.
27system capacity. Party A may revise require Party B to dispose of the policies regarding channel expansion service fees junk information or illegal attack from Party B within a prescribed period of time. In case Party B fails to respond in time as demanded by Party A, Party A may take relevant steps to prevent the safety events from further escalating. In urgent cases, Party A may take relevant steps without first notifying Party B for purposes of protecting the lawful rights and interests of the customers.
Article 11: Party A shall, based on government policiesbusiness logic, market competition, technologyprovide business platform interfaces, service codes, business codes, charges, network and such other technical training or product upgradesupport required by conduct of business. In case the change of major office data, etc. Such revised policies shall be deemed a valid part of this Agreement. network adjustment or software modification and other operations by Party A may have impact on the business, Party A shall notify Party B of such revision on channel expansion service fees as soon as practicablein advance.
28Article 12: Party A shall be responsible to accept and hear consultation, complaints on the business from customers, and handle the feedback work. Party A may evaluate performance shall also be responsible to deal with customer consultation, declaration and complaints arising out of network communications issues; with respect to other customer consultation, charge inquiry, use process, complaints and other problems that customer service interfaces cannot directly explain, or the explanations for which are invalid, not caused by network communications issues, Party A will transfer such issues to tier-2 customer services of Party B based for further processing by distributing orders on existing evaluation policies the customer service system, track the processing results, communicate with customers and Party B’s operation results and reward or penalize Party B accordinglydeal with their feedback in time.
29. Party A may, in its sole discretion, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilities, credits, timeliness Article 13: In case of payment based on Party B’s performance; and adjust the level of authorization granted to and the deposit required from Party B accordingly.
30. Party A may supervise the operation of authorized business breaches by Party B and reasonably appoint administration staff to inspect the authorized business as conducted by Party B at any time with respect to Party B’s marketing activities, service quality, and implementation of fee standards.
31. Party A authorizes Party B to use Party A’s image, brand and other symbols within the authorized scope. If such symbols are used outside of the authorized scope by Party B or in such manner that has not been authorizedaffect customers, Party A may request first take necessary steps in respect of Party B's breaching business to prevent losses and impact from enlarging. For the customer complaints that are confirmed attributable to Party B to rectify such breach, and if such breaches are not rectifiedresult in the need of fee refund (including single refund and double refund), Party A may penalize first refund the fees as required by the customer and write off the relevant amount in the settlement of information fee.
Article 14: Party BA will be responsible for the day-to-day maintenance of the game platform and will deal with any technical breakdown for reasons attributable to Party A so as to ensure the normal running of the application services.
Article 15: Party A will be responsible for management of such customer data as registration, terminate co-operations login, identification and authentication, and may make feedback on relevant data to Party B in a given form. For online applications, Party A's game business platform shall be interconnected with Party B's content service system, and reserve the rights data of the game business platform will serve as the basis for ultimate confirmation of customer's use of Party B's game business. Party A will statistically calculate the visit traffic to seek economic Party B's application game business, and legal rectification for its damagesprovide Party B with the results of such statistics in a proper form.
32. In Article 16: Depending on the case development of a breach the business, Party A may adjust the UI designs of Party A’s policies 's WAP portal, client terminals and rules applicable WEB as well as the order of its game business.
Article 17: The parties may jointly carry out the marketing and advertising work, provided that Party A may require Party B to mxxx the brand of "China Mobile Games", which shall be approved by Party A beforehand. Party B shall not use the enterprise logo or other brands of China Mobile or note 10086 as customer service number in the promotion and advertising, unless otherwise approved or authorized by Party A. In case Party B uses the brand of "China Mobile Games" outside the marketing and advertising scope approved by Party A, thus causing negative impact on Party A, Party A may operate such use as infringing acts and require Party B to stop using such brands and assume any and all responsibilities and consequences thus incurred. In case of serious violation, Party A may also claim legal responsibilities from Party B.
Article 18: In the mode of channel cooperation, Party A may advertise all interface game businesses approved by Party A through both self-owned and cooperated marketing channels.
Article 19: Party A will, based on the business development stage, development status and the actual market demands, take advantage of its resources to carry out integrated marketing, promotion and publicity for the business.
Article 20: Party A shall be responsible for business billing and charging, and settle and pay the information fees to Party B in accordance with this Agreement.
Article 21: For purposes of maintaining market order and avoiding malicious homogenized competition in the meantime with the promoted development of game business, Party A may limit the number of partners providing the same category of application services by way of dismissing the partner graded last and introducing the best performing partners, and may reserve the right to dynamically adjust the number of partners for various game services.
Article 22: Upon termination or termination beforehand of cooperation between Party A and Party B, Party A may deduct reclaim the resources of any fineskinds including platform accounts assigned to Party B, damages and/or and re-assign them to other payments partners.
Article 23: Without Party B's written consent, Party A may not disclose true and valid business license, organization code certificate, tax registration certificate, bank account opening permit and other licenses and permits, creditability certificate, sources of information, bank account, equity information and other materials relating to normal business operation required by this Agreement that Party B submits to any other third parties (unless competent authorities order and take materials from the channel expansion service fees and deposits Party A in accordance with relevant policies and/or terms provisions).
III. Rights and Obligations of Party B Article 24: Party B covenants to have all the relevant qualifications, obtain approval and keep records with relevant competent departments, which are necessary for the conduct of this Agreement business, thus being qualified for this business. Party B shall provide Party A with true and schedules hereinvalid business license, organization code certificate, tax registration certificate, bank account opening permit and other licenses and permits, creditability certificate, sources of information, bank account, equity information, machine-readable archives issued by industrial and commercial administration and other materials relating to normal business operation, and shall undertake that the fees charged for its information service are in compliance with the relevant regulations of the State pricing authority. If Party B also provides online game business, it shall also provide true and valid business license for value-added telecommunications business (ISP Certificate), business license for telecommunications and information services (ICP Certificate) and such other relevant licenses and permits. Party B undertakes to satisfy the requirements relating to cooperation qualifications prescribed in Administrative Measures by China Mobile Jiangsu for Self-owned Business, and notify and report to Party A upon change of company ownership structure; in case change of ownership structure causes Party B to disqualify the cooperation, and Party B fails to report to Party A, Party A is entitled to terminate such cooperation hereunder beforehand, and Party B shall assume all liabilities thus incurred. Party B shall solely assume all liabilities for any civil disputes or administrative responsibilities during the conduct of this business arising out of Party B's qualifications.
Appears in 1 contract
Rights and Obligations of Party A. 23I. Rights of Party A
1. Eligible to ask Party B to grant loan as agreed hereunder;
2. Eligible to use the loan for the purpose as agreed hereunder;
3. When the conditions specified by Party B are met, eligible to apply to Party B for loan extension;
4. Eligible to ask Party B to keep confidential the relevant financial data and the business secrets related to production and operations of Party A, unless there are provisions in laws, regulations and rules otherwise, other requirements by competent authorities or other agreements between both parties;
5. Eligible to refuse Party B and its staff to ask for bribe, and eligible to report to relevant authorities the above misconduct or Party B’s violation of national laws and regulations related to credit interest rate, service fee and so on.
II. Obligations of Party A
1. Disburse loan and fully repay the principal and interest of the loan as agreed hereunder, and bear all the expenses as agreed hereunder;
2. As required by Party B, provide to Party B relevant financial data and the data reflecting its production and operations, including but not limited to, the Balance Sheet and the Income Statement (Income and Expense Statement for public institution) as of the end of the last quarter within 15 business days of the first month of every quarter, and the Annual Cash Flow Statement at the end of the current year; be responsible for the authenticity, completeness and validity of the data provided, providing no false data and not concealing material operational and financial facts;
3. In case there is any change in Party A’s name, legal representative (leader), address, business scope, registered capital or Articles of Association, etc, the change shall be notified in writing to Party B within 10 business days following the change and relevant documents after the change shall be attached;
4. Party A shall provide necessary technical support to use the loan for the purpose as agreed hereunder, and shall not divert or embezzle the loan, nor use the loan from rural credit cooperative for any illegal transactions, and shall cooperate with Party B in order for Party B to perform the obligations hereunder, and Party A shall provide relevant training and/or marketing materials as may be required for the operation of the authorized business.
24. Party A shall provide to Party B account numbers and relevant authority for its electronic operating system and support system and business related training, electronic system training and service training.
25. Party A shall provide the latest fee standards and policies, administration procedures, promotion activities plans and other policies and plans related to the authorized business to Party B as soon as practicable.
26. Party A shall pay channel expansion service fees to Party B according to the terms of this Agreement and schedules herein.
27. Party A may revise the policies regarding channel expansion service fees based on government policies, market competition, technology, service or product upgrade, etc. Such revised policies shall be deemed a valid part of this Agreement. Party A shall notify Party B of such revision on channel expansion service fees as soon as practicable.
28. Party A may evaluate performance of Party B based on existing evaluation policies and accept Party B’s operation results inspection and reward or penalize Party B accordingly.
29. Party A maysupervision on its production, in its sole discretionoperations, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilitiesfinancial activities, credits, timeliness of payment based on Party B’s performance; and adjust the level of authorization granted to and the deposit required from Party B accordingly.
30. Party A may supervise utilization of the operation loan hereunder; shall not surreptitiously withdraw fund, transfer asset or take advantage of authorized business by Party B and reasonably appoint administration staff related transaction to inspect the authorized business as conducted by Party B at any time with respect evade its debtor obligation to Party B’s marketing activities, service quality, ; shall not take advantage of false contract between it and implementation of fee standards.its related party as well as such creditor rights as note receivable and account receivable without actual trade backdrop to fraudulently obtain bank fund or credit line by bank discount or pledge;
315. In case Party A authorizes Party B uses the loan hereunder in production and construction, it shall abide by national provisions related to use Party A’s image, brand environmental protection;
6. Prior to paying off the principal and other symbols within the authorized scope. If such symbols are used outside interest of the authorized scope by Party B or in such manner that has not been authorized, Party A may request Party B to rectify such breach, and if such breaches are not rectified, Party A may penalize Party B, terminate co-operations with Party B, and reserve the rights to seek economic and legal rectification for its damages.
32. In the case of a breach of Party A’s policies and rules applicable to the authorized business by loan from Party B, Party A may deduct any fines, damages and/or other payments shall not provide guarantee for a third party using the asset deriving from the channel expansion service fees loan hereunder without Party B’s approval;
7. If Party A is a group client, it shall timely report to Party B its related transactions amounting to more than 10% of Party A’s net assets, and deposits the details to be reported include: (1) correlations between related parties; (2) items and nature of transactions; (3) amount or corresponding ratio of the transactions; (4) pricing policy (including zero amount transaction or transaction with symbolic amount);
8. If the loan to be granted hereunder belongs to fixed asset loan or project-financing loan, Party A shall make sure that the project to be built has been approved by relevant government authorities, is not related to illegal practice, and the capital fund or other funds that should have been raised are in accordance with relevant policies and/or terms of this Agreement place according to specified deadline and schedules hereinratio, and that the project progresses as scheduled.
Appears in 1 contract
Rights and Obligations of Party A. 23. Section 7.1 It shall provide relevant materials at the request of Party B and ensure the accuracy and validity of such materials.
Section 7.2 Upon its receiving any loan collection letter or any other document to the same effect from Party B, Party A shall provide necessary technical support acknowledge by a written receipt and deliver the same to and cooperate with Party B in order for Party B to perform the obligations hereunder, and within three days thereof.
Section 7.3 Party A shall provide relevant training and/or marketing materials as may be required for the operation of the authorized business.keep Party B promptly informed of:
24. Party A shall provide (a) Any change to Party B account numbers A’s operations, such as any contract, lease, joint venture, merger, acquisition, division, share restructuring, and relevant authority cooperation with foreign investor;
(b) Any change to Party A’s scope of businesses, registered capital or shareholding structure;
(c) Any change materially adverse to Party A’s financial conditions or any material economic dispute relating to Party A;
(d) Any bankruptcy, winding up, dissolution, business suspension for its electronic operating system and support system and rectification, revocation or cancellation of business related traininglicense, electronic system training and service training.in each case relating to Party A; or
25. Party A shall provide the latest fee standards and policies, administration procedures, promotion activities plans and other policies and plans related (e) Any change to the authorized business to residence, telephone information or legal representative of Party B as soon as practicable.A.
26. Party A shall pay channel expansion service fees to Party B according to the terms of this Agreement and schedules herein.
27. Party A may revise the policies regarding channel expansion service fees based on government policies, market competition, technology, service or product upgrade, etc. Such revised policies shall be deemed a valid part of this Agreement. Section 7.4 Party A shall notify Party B 30 days in advance of such revision on channel expansion service fees as soon as practicableoccurrence of any event set forth in Section 7.3 (a) and (b); Party A shall notify Party B within five days upon occurrence of any event set forth in Section 7.3 (c), (d) and (e).
28Section 7.5 Party B and the borrower may make amendment to the Master Agreement without consent of Party A, provided that such amendment is unrelated to extension of the term or increase of loan amount under the Master Agreement. Party A shall continue to be jointly and severally liable for any guarantee provided by it within the original guarantee scope.
Section 7.6 Party A shall continue to be jointly and severally liable for any guarantee provided by it within the original guarantee scope if Party B transfers the master creditor’s rights to any third party within the term of this Agreement.
Section 7.7 Party B may evaluate performance not provide to any third party any security whatsoever that is harmful to the interest of Party B based on existing evaluation policies and Party B’s operation results and reward or penalize Party B accordinglyduring the term of this Agreement.
29. Section 7.8 Party A mayshall ensure due performance of any and all security obligations under this Agreement if any division, in its sole discretionmerger, formulate and revise requirements and evaluation policies; evaluate shareholding restructuring or any other event relating to Party A occurs during the Party B’s business capabilities, credits, timeliness term of payment based on Party B’s performance; and adjust the level of authorization granted to and the deposit required from Party B accordinglythis Agreement.
30. Section 7.9 Party A may supervise shall be relieved from any guarantee obligation upon satisfaction of all obligations by the operation of authorized business by Party B and reasonably appoint administration staff to inspect borrower under the authorized business as conducted by Party B at any time with respect to Party B’s marketing activities, service quality, and implementation of fee standardsMaster Agreement.
31. Party A authorizes Party B to use Party A’s image, brand and other symbols within the authorized scope. If such symbols are used outside of the authorized scope by Party B or in such manner that has not been authorized, Party A may request Party B to rectify such breach, and if such breaches are not rectified, Party A may penalize Party B, terminate co-operations with Party B, and reserve the rights to seek economic and legal rectification for its damages.
32. In the case of a breach of Party A’s policies and rules applicable to the authorized business by Party B, Party A may deduct any fines, damages and/or other payments from the channel expansion service fees and deposits in accordance with relevant policies and/or terms of this Agreement and schedules herein.
Appears in 1 contract
Samples: Guarantee Agreement (3SBio Inc.)
Rights and Obligations of Party A. 233.1.1 Party A warrants the validity, legality and continuity of the relevant licenses (including but not limited to the nationwide telecasting) of the Four Digital Pay Channels, namely Times Household, Times Travel, Times Food and Times Fashion, during the terms of this Contract. Party A undertakes to complete the renewal process for each of the Radio and Television Pay Channels Licenses before its expiry in accordance with the relevant laws and regulations in order to assure the telecasting of the Four Digital Pay Channels.
3.1.2 Party A shall cooperate with Party C to apply and complete the repositioning of two channels among the Four Digital Pay Channels to North American Sport and Fighting and change the names of the two channels to reflect such repositioning. In the event that the aforesaid change cannot be completed before 15th December 2008, Party A agrees that Party B may sell all or part of its equity interests in Party C to any third party and suspend its repayment of RMB5,500,000 to Party C under Clause 3.2.1 below provided that such amount shall remain as a debt owed by Party B to Party C (free of interest). In addition, Party B or Party C may consult with Party A and change the name of the other two digital pay channels pursuant to the operation situation.
3.1.3 During the term of this Contract, Party A shall continue its provision of all supports to Party C at least not lower than the current or previous level, which includes but not limited to supports on provision of equipments, programs production and technical personnel. Party C may continue to use the equipments being provided by Party A after execution of this Contract (a list of the equipments currently used by Party C is attached as Appendix 2). For any new equipment to be used by Party C, Party A shall charge Party C at its internal department price (i.e. the price Party A charges its internal departments instead of the market price). The new equipments to be used by Party C shall be subject to approval of the board of directors of Party C.
3.1.4 Business other than the digital pay business before or after the execution of this Contract shall be deemed as Party A’s independent business, operation and liabilities of which shall be borne by Party A. The operation includes the funds for, rights and interests of the business and the liabilities include the liabilities regarding personnel, finance and property.
3.1.5 Party A shall have the final review and verification rights over the content of the Four Digital Pay Channels and any content to be telecasted shall be subject to the final review and verification of Party A (which shall also include Party A’s immediate review and verification rights during telecasting). Party A shall provide necessary technical support to not be liable for any loss of Party C during its exercise of such review and cooperate with Party B verification rights.
3.1.6 Upon direction from governing authorities and in order for Party B to perform the obligations hereundercase of emergent incidents, and Party A shall provide relevant training and/or marketing materials as may have the right to change the plan of telecasting and shall not be required liable for the operation of the authorized businessany loss suffered by Party C therefrom.
24. 3.1.7 In case of termination of Party C for any reason, Party A will revoke all rights being granted to Party C and such rights shall not be deemed by any means as the liquidated assets of Party C in the liquidation.
3.1.8 Party A agrees that, upon written request from party B or Party C, it shall confirm the rights of any third party or the joint venture companies being authorized by Party C pursuant to the provisions of this Contract by means of issuance of document, declaration, power of attorney or execution of contracts.
3.1.9 Party A shall provide to not transfer out its equity interests in Party B account numbers and relevant authority for its electronic operating system and support system and business related training, electronic system training and service training.
25. Party A shall provide the latest fee standards and policies, administration procedures, promotion activities plans and other policies and plans related to the authorized business to Party B as soon as practicable.
26. Party A shall pay channel expansion service fees to Party B according to the terms of this Agreement and schedules herein.
27. Party A may revise the policies regarding channel expansion service fees based on government policies, market competition, technology, service or product upgrade, etc. Such revised policies shall be deemed a valid part of this Agreement. Party A shall notify Party B of such revision on channel expansion service fees as soon as practicable.
28. Party A may evaluate performance of Party B based on existing evaluation policies and Party B’s operation results and reward or penalize Party B accordingly.
29. Party A may, in its sole discretion, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilities, credits, timeliness of payment based on Party B’s performance; and adjust the level of authorization granted to and the deposit required C without prior written consent from Party B accordingly.
30. Party A may supervise the operation of authorized business by Party B and reasonably appoint administration staff to inspect the authorized business as conducted by Party B at any time with respect to Party B’s marketing activities, service quality, and implementation of fee standards.
31. Party A authorizes Party B to use Party A’s image, brand and other symbols within the authorized scope. If such symbols are used outside of the authorized scope by Party B or in such manner that has not been authorized, Party A may request Party B to rectify such breach, and if such breaches are not rectified, Party A may penalize Party B, terminate co-operations with Party B, and reserve the rights to seek economic and legal rectification for its damages.
32. In the case of a breach of Party A’s policies and rules applicable to the authorized business by Party B, Party A may deduct any fines, damages and/or other payments from the channel expansion service fees and deposits in accordance with relevant policies and/or terms of this Agreement and schedules herein.B.
Appears in 1 contract
Samples: Purchase Agreement (XINHUA SPORTS & ENTERTAINMENT LTD)
Rights and Obligations of Party A. 233.1 Party A may, in accordance with the relevant policies and laws and regulations, formulate the various management systems of the business platforms of Party A and regulate the publication and updating of Party B and its Contracted Works on the business platforms of Party A. At the same time, Party A shall cooperate and amend the Contracted Works that do not meet the requirements of the business platforms of Party A after the editors of Party A have suggested the modifications. Party A shall provide necessary technical support have the right to delete the works that violate laws, regulations, policies or the rights and cooperate with interests of others without the prior consent of Party B B.
3.2 Party A shall have the exclusive right to use the Contracted Works within the scope of the Authorized Rights to its various business platforms and all the products and services it provides (including the products and services it currently operates and the products and services it may operate in order for Party B to perform the obligations hereunderfuture), and Party A shall provide relevant training and/or marketing materials as may be required for have the operation of right to re-authorize the authorized business.
24. Contracted Works, that is, Party A shall provide have the right to assign the rights and obligations under this Agreement to a third party in whole or in part upon written notice or public notice to Party B, and shall not have to pay to Party B account numbers and any other relevant authority for its electronic operating system and support system and business related training, electronic system training and service trainingfees.
25. 3.3 During term of this Agreement, Party A shall provide have the latest fee standards right to publish and policiesdistribute the Contracted Works exclusively. After the termination of the Agreement, administration procedures, promotion activities plans Party A can still retain the contents of the Contracted Works on its website and other policies and plans related to the authorized business to Party B as soon as practicablecooperative website.
26. 3.4 During the term of this Agreement, Party A may translate, reproduce, adapt and sell all the Contracted Works worldwide, including, but not limited to, the contents carried by traditional print media such as books, newspapers, periodicals, magazines, online media and electronic and audio-visual products.
3.5 During the period of validity of this Agreement, Party A shall pay channel expansion service fees have the right to use or publish part or all of the contents of the Contracted Works on Party A's website for the purpose of publicizing and selling the Contracted Works of Party B according to during the terms period of this Agreement and schedules herein.
27. Party A may revise the policies regarding channel expansion service fees based on government policies, market competition, technology, service or product upgrade, etc. Such revised policies shall be deemed a valid part validity of this Agreement. Party A shall notify Party B also have the right to use part or all of such revision the contents of the Contracted Works on channel expansion service fees as soon as practicableall kinds of media (including but not limited to news media, internet media, advertising media, etc.
28. Party A may evaluate performance ), and shall have the right to use the portraits of Party B based on existing evaluation policies and Party B’s operation results photographs and reward or penalize pictures containing portraits of Party B accordingly.
29. Party A may, in its sole discretion, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilities, credits, timeliness of payment based on Party B’s performance; and adjust the level of authorization granted to and the deposit required from Party B accordingly.
30. Party A may supervise the operation of authorized business by Party B and reasonably appoint administration staff to inspect the authorized business as conducted by Party B at any time with respect without prejudice to Party B’s marketing activities, service quality, 's reputation (including the modification and implementation process of fee standards.photographs and pictures) without paying any remuneration and fees to Party B.
31. 3.6 Party A authorizes Party B shall have the right to use Party A’s image, brand and other symbols within the authorized scope. If such symbols are used outside of the authorized scope by Party B or in such manner that has not been authorized, Party A may request Party B to rectify such breach, and if such breaches are not rectified, Party A may penalize Party B, terminate co-operations with Party B, and reserve the rights to seek economic and legal rectification for its damages.
32. In the case of a breach of Party A’s policies and rules applicable make appropriate amendments to the authorized business Contracted Works, including but not limited to:
3.6.1 Make cover directly from pictures provided by Party B, or make cover with modifications to such pictures, or make a new cover;
3.6.2 Party A make its own illustrations;
3.6.3 Modification of the name, content, title and recommendation of the work;
3.6.4 The right to decide on the modification, pricing, safeguard legal rights and other rights of the work.
3.7 Except for reasons of force majeure or with the prior notice of Party B and with the consent of Party A, the loss caused by the failure of Party B to provide the manuscript in full and on time shall be the responsibility of Party B. If Party B fails to submit the manuscript in full due time for more than three (3) months or indicates that it is unable to continue to complete the Contracted Works, Party B shall automatically authorize Party A to modify the Contracted Works without compensation and shall continue to use the pen name of Party B for the completion of the Contracted Works, and shall automatically assign all copyright in the Contracted Works to Party A. Party A may deduct use the Contracted Works for any fines, damages and/or other payments from the channel expansion service fees commercial purposes and deposits in accordance with relevant policies and/or terms of this Agreement and schedules herein.obtain all remuneration without further payment to Party B.
Appears in 1 contract
Rights and Obligations of Party A. 23. During the term of the entrusted operation, the rights and obligations of Party A shall provide necessary technical support include:
(1) After the execution of this Agreement, the management of Party A shall be handed over to Party B. Party A shall, within 5 days after the effective date of this Agreement, deliver Party A’s business data, personal archives, business licenses, seals, financial records, legal title certificates and other relevant documentation to Party B or representative authorized by Party B, in order to guarantee Party B to execute its operation responsibilities.
(2) During the term of the entrusted operation, without Party B’s consent, Party A and its shareholder and the Board of Directors shall not make any decision on Party A’s operations, and they shall not intervene with Party B’s entrusted management activities in any form;
(3) During the term of the entrusted operation, Party A’s Board of directors shall have the obligation to cooperate with Party B in order for accordance with Party B B’s request to perform ensure the obligations hereunderstability and consistency of the operation;
(4) To entrust the authorities of the shareholders and the Board of Directors to Party B;
(5) To timely pay the entrustment fee to Party B;
(6) Without Party B’s consent, and Party A shall provide relevant training and/or marketing materials as may be required for the operation not entrust any third party other than Party B in any form to manage Party A’s businesses;
(7) The Board of the authorized business.
24. Directors and shareholders of Party A shall provide to issue necessary documents for the purpose of accomplishing the management by Party B account numbers and relevant authority for its electronic operating system and support system and business related training, electronic system training and service training.B;
25. (8) Party A shall provide the latest fee standards do or cause to be done, all things necessary to preserve and policieskeep in full force and effect its existence and its material rights, administration procedures, promotion activities plans franchises and other policies and plans related to the authorized business to Party B as soon as practicable.licenses;
26. (9) Party A shall pay channel expansion service fees to actively assist Party B according to in transacting foreign merger formalities provided that doing so is permitted by the terms laws of this Agreement and schedules herein.the PRC;
27. Party A may revise the policies regarding channel expansion service fees based on government policies, market competition, technology, service or product upgrade, etc. Such revised policies shall be deemed a valid part of this Agreement. (10) Party A shall notify Party B of such revision on channel expansion service fees as soon as practicablenot unilaterally early terminate this Agreement for any reason.
28. (11) Other rights and obligations of Party A may evaluate performance of Party B based on existing evaluation policies and Party B’s operation results and reward or penalize Party B accordinglyprovided under this Agreement.
29. Party A may, in its sole discretion, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilities, credits, timeliness of payment based on Party B’s performance; and adjust the level of authorization granted to and the deposit required from Party B accordingly.
30. Party A may supervise the operation of authorized business by Party B and reasonably appoint administration staff to inspect the authorized business as conducted by Party B at any time with respect to Party B’s marketing activities, service quality, and implementation of fee standards.
31. Party A authorizes Party B to use Party A’s image, brand and other symbols within the authorized scope. If such symbols are used outside of the authorized scope by Party B or in such manner that has not been authorized, Party A may request Party B to rectify such breach, and if such breaches are not rectified, Party A may penalize Party B, terminate co-operations with Party B, and reserve the rights to seek economic and legal rectification for its damages.
32. In the case of a breach of Party A’s policies and rules applicable to the authorized business by Party B, Party A may deduct any fines, damages and/or other payments from the channel expansion service fees and deposits in accordance with relevant policies and/or terms of this Agreement and schedules herein.
Appears in 1 contract
Samples: Management Entrustment Agreement (Adamant Dri Processing & Minerals Group)
Rights and Obligations of Party A. 23. 10.1.1 Party A shall provide necessary technical support to withdraw and use the loan in accordance with the term and purpose as specified in the Agreement;
10.1.2 Party A shall obtain consent from Party B for early repayment;
10.1.3 Party A shall accept voluntarily Party B’s investigation, inquiry, and supervision over the use of loan under the Agreement;
10.1.4 Party A shall actively cooperate with Party B in order for supervision, inquiry, and investigation over its production, operation, project contruction, and financial condition, and have obligation to provide Party B to perform with the obligations hereunderrelated financial reports and materials such as income statement and balance sheet;
10.1.5 Party shall actively support Party B’s participation in the investigation over the budget estimates, budget, and financial statements of the Project, project bidding, testing of the finished project, and other related matters;
10.1.6 Party A shall provide relevant training and/or marketing materials as may be required for repay the operation principal and interest of the authorized business.Loan hereunder as stipulated in the Agreement;
24. 10.1.7 Party A shall provide undertake the expenses incurred under the Agreement, including but not limited to Party B account numbers the expenses of notarization, evaluation, appraisal and relevant authority for its electronic operating system and support system and business related trainingregistration, electronic system training and service training.etc;
25. 10.1.8 Party A shall provide send the latest fee standards receipt of the collection letter or document posted by Party B within 3 days after the document is received and policiessigned;
10.1.9 In case of contracting, administration procedureslease, promotion activities plans joint stock restructuring, joint operation, merger, acquisition, joint venture, division, decrease of registered capital, changes in equity, major assets transfer and other policies activities that may impair Party B’s right and plans related to the authorized business to Party B as soon as practicable.
26. Party A shall pay channel expansion service fees to Party B according to the terms of this Agreement and schedules herein.
27. Party A may revise the policies regarding channel expansion service fees based on government policiesinterest, market competition, technology, service or product upgrade, etc. Such revised policies shall be deemed a valid part of this Agreement. Party A shall notify Party B of such revision on channel expansion service fees as soon as practicable.
28. Party A may evaluate performance at least thirty days in advance and obtain the written consent of Party B based on existing evaluation policies and Party B’s operation results and reward or penalize Party B accordingly.
29. Party A may, in its sole discretion, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilities, credits, timeliness of payment based on Party B’s performance; and adjust the level of authorization granted to and the deposit required from Party B accordingly.
30. Party A may supervise the operation of authorized business by Party B and reasonably appoint administration staff to inspect the authorized business as conducted by Party B at any time with respect to Party B’s marketing activities, service quality, and implementation of fee standards.
31. Party A authorizes Party B to use Party A’s image, brand and other symbols within the authorized scope. If such symbols are used outside of the authorized scope by Party B or in such manner that has not been authorizedB. Otherwise, Party A may request shall not undertake the above activities until all the debts are discharged;
10.1.10 Party A shall notify Party B to rectify such breachin writing of any change of its domicile, corresponding address, business scope, legal representative, and if such breaches are not rectifiedother industrial and commercial registrations within 7 days after the change;
10.1.11 In case of any circumstances which threatens the normal operation and seriously affects the obligation of repayment under this Agreement, including but limited to material economic disputes, bankruptcy, deteriorated financial position, Party A may penalize shall immediately notify Party B, terminate co-operations with Party B, and reserve the rights to seek economic and legal rectification for its damages.B in writing;
32. 10.1.12 In the case of a breach going out of Party A’s policies and rules applicable to the authorized business, dissolution, cessation of production for rectification, cancellation or revocation of business by Party Blicense, Party A may deduct any fines, damages and/or other payments from shall notify Party B within 5 days in writing and ensure repayment of the channel expansion service fees principal and deposits in accordance with relevant policies and/or terms of this Agreement and schedules herein.interest immediately;
Appears in 1 contract
Samples: Fixed Asset Loan Agreement (Certified Technologies Corp)
Rights and Obligations of Party A. 231.1 Party A recognizes Party B, Party C and Party D as its strategic partners and strictly abides by its strategic cooperation commitments.
1.2 The newly-opened hotels of Party A may be launched online at the platforms of Party B and Party D on the opening day, and the detailed online process shall be discussed and worked out by Party A, Party B, Party C and Party D. In case of special promotion of the newly-opened hotels of Party A, Party A may have priority in participating in the marketing activities of “New Hotel Offers” of Party B and Party D.
1.3 Party A shall provide Party B, Party C and Party D with a basic commission of 15% of the total room rates. In case of any specific recommendation, Party A may discuss concrete policies such as commissions, reserved rooms, and step-by-step incentives with business personnel in the corresponding area of Party B. The specific payment method and distribution mode shall be negotiated separately by all parties.
1.4 In all public channels (including but not limited to OTA-online sales platform), Party A, on behalf of its subordinate member hotels, authorizes Party B and Party D to enjoy preferential cooperation policies and ensure that there are competitive advantages in products and provide room reservation services for Party A’s subordinate member hotels.
1.5 Hotels under Party A will set a prepaid price to Party D based on the prepaid channels provided by Party D: 1. airline ticket plus hotel mode; 2. preferred mode; and 3. prepaid mode.
1.6 Party A shall provide Party B and Party D with detailed hotel information, competitive room rates (not higher than the selling prices of other sales platforms under the same conditions), adequate room availability and timely reply confirmation for room reservation services, so as to give full play to the advantages of Party B and Party D on the platform. Additionally, the room rates provided by Party A to Party B and Party D shall be tax inclusive.
1.7 Party A shall arrange rooms in good condition for the customers of Party B and Party D, give Party B and Party D a certain amount of reserved rooms, and on this basis, the mainstream room operation shall be Free Sale, and there will be no circumstances where no room is available, no reservation, inverted price or others when customers arrive. Party A offers members of Party B and Party D the following shared rights and benefits: 1. fast check-in and check-out services; 2. free Internet access; 3.late check-out; 4. free use of their own gymnasium; and 5. upgrade to a higher standard room type for free (subject to room availability), so that members of Party B and Party D are more willing to become the repeat VIPs of Party A, and demonstrate the benefits of the cooperation. Party A shall provide necessary technical support to respect the membership rights and cooperate with benefits of Party B in order for and Party B to perform the obligations hereunderD, and Party A and Party A’s member hotels shall provide relevant training and/or marketing materials as may be required for not convert the operation of the authorized business.
24. Party A shall provide to Party B account numbers orders and relevant authority for its electronic operating system and support system and business related training, electronic system training and service training.
25. Party A shall provide the latest fee standards and policies, administration procedures, promotion activities plans and other policies and plans related to the authorized business to Party B as soon as practicable.
26. Party A shall pay channel expansion service fees to Party B according to the terms of this Agreement and schedules herein.
27. Party A may revise the policies regarding channel expansion service fees based on government policies, market competition, technology, service or product upgrade, etc. Such revised policies shall be deemed a valid part of this Agreement. Party A shall notify Party B of such revision on channel expansion service fees as soon as practicable.
28. Party A may evaluate performance member customers of Party B based on existing evaluation policies and Party B’s operation results D through various preferential terms such as discount price, free gifts and reward or penalize membership price. Upon investigation and discovery of such cases, Party B accordingly.
29. and Party D shall have the right to terminate the cooperation with Party A mayand such member hotel, in its sole discretion, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilities, credits, timeliness of payment based on Party B’s performance; and adjust the level of authorization granted to and the deposit required from Party B accordingly.
30. Party A may supervise the operation of authorized business claim compensation for all losses suffered by Party B and reasonably appoint administration staff to inspect Party D.
1.8 All hotels under Party A shall participate in the authorized business as conducted by Party B at any time with respect to Party B’s marketing activities, service quality, and implementation policies of fee standardsCtrip Gold Hotel.
31. 1.9 Each of Party A authorizes Party B and its subordinate hotels shall designate a contact person to use Party A’s image, brand strengthen communication and other symbols within the authorized scopedeal with work matters. If such symbols are used outside of the authorized scope by Party B or in such manner that has not been authorized, Party A may request Party B to rectify such breach, All parties conduct regular business and if such breaches are not rectified, Party A may penalize Party B, terminate co-operations with Party B, and reserve the rights to seek economic and legal rectification for its damagesoperating data sharing.
32. In the case of a breach of Party A’s policies and rules applicable to the authorized business by Party B, Party A may deduct any fines, damages and/or other payments from the channel expansion service fees and deposits in accordance with relevant policies and/or terms of this Agreement and schedules herein.
Appears in 1 contract
Samples: Strategic Cooperation Agreement (Atour Lifestyle Holdings LTD)
Rights and Obligations of Party A. 231. During the term of this Agreement, Party A will develop the advertising market for Party B, and undertake to provide advertising agency services for Party B as agreed by this Agreement. During Party A’s Agency Term, Party A agrees that not more than 50% of the pre-movie resources of the media will give a high priority to meet such demands as random promotion and flow direction put forward by Party B and ISpeak subjects designated by Party B, provided that the advertising expenses payable by Party A to Party B shall be adjusted correspondingly in accordance with the provisions of this Agreement.
2. Both Parties will calculate the amount of advertising expenses payable by Party A to Party B in the current month pursuant to Article 1 and 2 of Annex II hereto and calculate the amount which has been paid by Party A to Party B in the current month pursuant to Article 3 of Annex II hereto, and complete the payment within five business days after both Parties have completed verification according to Article 5.3 hereof based on the principles of refund for any overpayment or a supplemental payment for any deficiency. (refer to Annex II for the settlement standards of both Parties).
3. Advertisements released by Party A on Ku6 Website must comply with the following principles, otherwise it shall be deemed as a serious breach of this Agreement by Party A, and Party B has the right to immediately terminate this Agreement according to the provisions of Article 7 hereof:
(1) No advertisements of the same type which are competing with those of Party B or ISpeak subjects designated by Party B shall be displayed, including but not limited to: video sites, game live telecast, entertainment show, and voice platforms; and
(2) Without the consent of Party B, no Media (Advertising) Resources may be developed on Ku6 Website, and no new Media Resources outside of the List of Standard Media Resources attached to this Agreement as Annex I shall be displayed unless Party B’s written consent has been obtained.
4. The Advertisements released by Party A on Ku6 Website shall comply with the Advertisement Law of the People’s Republic of China and other relevant laws and regulations, and shall not contain the following contents:
(1) information which is related to state secrets and security;
(2) information which is related to feudalistic superstition, obscenity and pornography, gambling, violence and terrorism;
(3) information which violates national ethnic, and religious policies; and
(4) other information which is detrimental to social order, social security, public morality or violates the mandatory provisions of laws and regulations, or which infringes upon others’ lawful rights and interests.
5. Party A shall provide necessary technical support to and cooperate with Party B in order for Party B to perform review the obligations hereundercontents of the Advertisements, and is obliged to require the advertisers to provide relevant certificate documents, which include, but are not limited to: the certificate documents for qualifications of production or operation issued by the relevant government departments; the trademark registration certificates obtained in China and other certificate documents prescribed by laws and regulations.
6. If the Advertisements are inconsistent with the laws or fail to comply with the provisions of the relevant government regulators or are invalid for the reasons of Party A, Party A shall provide relevant training and/or marketing materials as may be required assume all the responsibilities, including but not limited to, making compensation for the operation of economic losses caused to Party B, compensating Party B’s expected benefits, and assuming the authorized businesstreatment measures imposed by the government regulators on Party B therefore.
247. Party A shall provide has the exclusive rights to Party B account numbers and relevant authority for its electronic operating system and support system and business related training, electronic system training and service trainingsell the advertising agency with respect to the Standard Media Resources of the Media Resources (refer to Annex I).
258. Party A shall provide has the latest fee standards and policies, administration procedures, promotion activities plans and other policies and plans related rights to independently develop the authorized business advertisers to Party B as soon as practicable.
26ensure the maximum revenue from the sales of the Advertisements. Party A has the rights to make suggestions with respect to the planning, design and development work of the Advertising Resources which are required to be used on the platform of Ku6 Website. Both Parties shall pay channel expansion service fees make consultations to develop or adjust the Advertising Resources with respect to the production capacity of the Advertising Resources and taking account of the platform users’ experiences.
9. Party A shall, within 30 days as from the effective date of this Agreement, provide Party B according with the rights to access to the terms background systems for displaying the Advertising Resources on Ku6 Website (including but not limited to: overall flow of Ku6 Website, the flow of Advertisements released by each advertiser), and ensure the data’s authenticity and objectivity of its background systems without any manual intervention, otherwise Party B has the rights to immediately terminate this Agreement and schedules herein.
27. requires Party A may revise to assume the policies regarding channel expansion service fees based on government policies, market competition, technology, service or product upgrade, etc. Such revised policies shall be deemed a valid part of this Agreement. Party A shall notify Party B of such revision on channel expansion service fees as soon as practicable.
28. Party A may evaluate performance of Party B based on existing evaluation policies and Party B’s operation results and reward or penalize Party B accordingly.
29. Party A may, in its sole discretion, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilities, credits, timeliness of payment based on Party B’s performance; and adjust the level of authorization granted to and the deposit required from Party B accordingly.
30. Party A may supervise the operation of authorized business by Party B and reasonably appoint administration staff to inspect the authorized business as conducted by Party B at any time with respect to Party B’s marketing activities, service quality, and implementation of fee standards.
31. Party A authorizes Party B to use Party A’s image, brand and other symbols within the authorized scope. If such symbols are used outside of the authorized scope by Party B or in such manner that has not been authorized, Party A may request Party B to rectify such breach, and if such breaches are not rectified, Party A may penalize Party B, terminate co-operations with Party B, and reserve the rights to seek economic and legal rectification liability for its damages.
32. In the case of a breach of Party A’s policies and rules applicable to the authorized business by Party B, Party A may deduct any fines, damages and/or other payments from the channel expansion service fees and deposits in accordance with relevant policies and/or terms the provisions of this Agreement and schedules hereinArticle 10 hereof.
Appears in 1 contract
Rights and Obligations of Party A. 233.1 Party A guarantees that relevant qualification documents provided for Party D for the performance of the Contract are true, legal, sufficient and continuously valid during the term of the Contract, and that they will not infringe upon the legitimate rights and interests of any third party. Otherwise, Party A shall bear the legal and economic responsibilities arising therefrom. During the validity period of the Contract, Party A will only provide necessary technical support Party D with trademarks, trade names, product introduction and other contents.
3.2 Party A has the right to review and cooperate with accept the promotion works made by Party B in order for Party B to perform the obligations hereunderD, and put forward modification opinions. Party D shall complete the modification within 1 working day from the date of receiving Party A's acceptance opinions and submit them to Party A for acceptance again until the acceptance is qualified. During the cooperation between both parties, any promotional works produced by Party D shall provide relevant training and/or marketing materials as may be required for reviewed and accepted Party A before Party D can release them online.
3.3 Party A entrusts Party D with the operation of the authorized businesspromotion account, but Party D shall confirms with Party A before conducting any operation and releasing any content. After the promotion information is released, neither Party A nor Party D shall change the released content without authorization. Otherwise, in case of any infringement to a third party, punishment of Party D's agency platform and/or administrative investigation by government departments, the delinquent party shall bear relevant legal and economic responsibilities and compensate all losses caused to the observant party.
243.4 Relevant statistical data hereunder shall be subject to the system data of Party D's agency platform. Party D guarantees that it will not interfere with the authenticity, objectivity and validity of the statistical data by any cheating means. In addition, Party D shall submit monthly release report to Party A, which shall be accepted and confirmed by Party A. If Party A disagrees with the promotion service (including but not limited to: incorrect release or omission) or relevant statistical data (including but not limited to: delivery volume, visits, exposure, delivery time, directional delivery conditions, clicks and downloads), Party A shall submit the report in written form like e-mail within 15 days after receiving the report, and Party D shall cooperate with Party A to check the objection data or provide to Party B account numbers and relevant authority the corresponding basis for its electronic operating system and support system and business related training, electronic system training and service training.
25actual performance. Party A A's objection shall provide not affect the latest fee standards settlement of other expenses, and policies, administration procedures, promotion activities plans the expenses of the objection part shall be paid after both parties check and other policies and plans related to the authorized business to Party B as soon as practicable.
26confirm or reach an agreement through consultation. Party A D shall pay channel expansion service fees to Party B according to the terms of this Agreement and schedules herein.
27. cooperate with Party A and Party D's agency platform to check the objection data and require the platform to issue valid certification documents. If the dispute remains unresolved, both parties may revise entrust a qualified third-party institution to carry out data monitoring, and the policies regarding channel expansion service fees based on government policies, market competition, technology, service or product upgrade, etc. Such revised policies expenses shall be deemed a valid part of this Agreement. Party A shall notify Party B of such revision on channel expansion service fees as soon as practicableborne by the mistake party.
28. Party A may evaluate performance of Party B based on existing evaluation policies and Party B’s operation results and reward or penalize Party B accordingly.
29. Party A may, in its sole discretion, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilities, credits, timeliness of payment based on Party B’s performance; and adjust the level of authorization granted to and the deposit required from Party B accordingly.
30. Party A may supervise the operation of authorized business by Party B and reasonably appoint administration staff to inspect the authorized business as conducted by Party B at any time with respect to Party B’s marketing activities, service quality, and implementation of fee standards.
31. Party A authorizes Party B to use Party A’s image, brand and other symbols within the authorized scope. If such symbols are used outside of the authorized scope by Party B or in such manner that has not been authorized, Party A may request Party B to rectify such breach, and if such breaches are not rectified, Party A may penalize Party B, terminate co-operations with Party B, and reserve the rights to seek economic and legal rectification for its damages.
32. In the case of a breach of Party A’s policies and rules applicable to the authorized business by Party B, Party A may deduct any fines, damages and/or other payments from the channel expansion service fees and deposits in accordance with relevant policies and/or terms of this Agreement and schedules herein.
Appears in 1 contract
Samples: Advertising Services Agreement (Baosheng Media Group Holdings LTD)
Rights and Obligations of Party A. 232.1 Party A shall have a preemptive right to carry out cell phone game services with Party B on a nationwide basis.
2.2 Party A shall have the right to know and review the business license, relevant qualification certificate, copyright ownership, business permits, bank account and such other information provided by Party B.
2.3 Party A shall have the right to know the legality of the cell phone game information provided by Party B, provided, however, that Party A will not take any responsibilities arising from any illegal or incorrect information provided by Party B.
2.4 Depending on the business and market development, Party A may formulate or amend the business standards, management measures, quality and/or service standards, and communicate the same to Party B in an appropriate form for Party B to comply with. At the same time, these documents will be used by Party A as basis to manage and assess Party B’s business operations. The business standards, management measures, quality and/or service standards so formulated or amended shall be equally effective as this Agreement.
2.5 Party A shall be responsible for the day-to-day maintenance of the business billing platform, and provide guidance and assistance to Party B in connection system, debugging and online work to guarantee the stable running of the platform. Party A shall provide necessary technical support open the network management system and other interface management tools to and cooperate with Party B in order for facilitate Party B to perform check the obligations hereundercharges to users and relevant status of operation, so as to ensure that Party B can monitor the fee charge and operation of its games in a conveniently, true and valid manner.
2.6 Party A shall provide relevant training and/or marketing materials as may be required for have the operation right to review the content and sources of the authorized business.games put online by Party B on the platform, and make confirmation on the business management system in an appropriate form, provided, however, that Party A will not assume any responsibilities arising from any illegal contents provided by Party B.
24. 2.7 According to Management Measures for Cooperation in Cell Phone Game Business (V1.0), Party A shall provide have the right to review and assess Party B account numbers and relevant authority for its electronic operating system and support system and business related trainingvarious business, electronic system training and service training.
25. Party A shall provide implement the latest fee standards and policies, administration procedures, promotion activities plans and other policies and plans related to principle of survival of the authorized business to Party B as soon as practicable.
26. Party A shall pay channel expansion service fees to Party B according to the terms of this Agreement and schedules herein.
27. Party A may revise the policies regarding channel expansion service fees based on government policies, market competition, technology, service or product upgrade, etc. Such revised policies shall be deemed a valid part of this Agreement. Party A shall notify Party B of such revision on channel expansion service fees as soon as practicable.
28. Party A may evaluate performance of Party B based on existing evaluation policies and Party B’s operation results and reward or penalize Party B accordingly.
29. Party A may, in its sole discretion, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilities, credits, timeliness of payment fittest based on Party B’s performance; performance in business development, credit points and adjust the level of authorization granted to and the deposit required from Party B accordingly.
30. Party A may supervise the operation of authorized business by Party B and reasonably appoint administration staff to inspect the authorized business as conducted by Party B at any time with respect to breaches, reward Party B’s marketing activities, creative business and supervise Party B’s customer service quality, and implementation of fee may terminate this Agreement with Party B if it fails to reach Party A’s standards.
31. 2.8 Party A authorizes Party B to use Party A’s image, brand and other symbols within shall be responsible for the authorized scope. If such symbols are used outside overall advertising of the authorized scope by Party B or in such manner that has not been authorized, cooperation business.
2.9 If Party A may request Party B to rectify such breachis investigated by relevant national authority, and if such breaches are not rectifiedconsumers’ association or any other organization, Party A may penalize Party Bor is claimed legal responsibilities, terminate co-operations with Party B, and reserve the rights to seek economic and legal rectification for its damages.
32. In the case of a breach of Party A’s policies and rules applicable due to the authorized business users’ browse or use of the contents and application services provided by Party B, Party A may deduct unilaterally terminate this Agreement upon a written notice, and Party B shall assume any finesdirect and indirect losses thus suffered by Party A, damages and/or including, without limitation:
(1) costs of preliminary input and preparatory work made by Party A for performance of this Agreement;
(2) costs already paid by Party A for performance of this Agreement;
(3) anticipated gains for Party A’s performance of this Agreement;
(4) costs, indemnities or other payments from payables by Party A in relevant litigations incurred for reasons attributable to Party B.
2.10 If Party A receives any complaint or notice alleging that any content provided by Party B is involved in an infringement dispute, Party A may suspend the channel expansion connection of Party B’s system, unilaterally terminate this Agreement and suspend the settlement of relevant fees, and notify Party B to delete or shield such content involving infringement. These business will be re-opened after confirmed by Party A after Party B notify the results to Party A.
2.11 Party A shall construct and maintain the business management system, use the business management system to post notice/announcement, business management measures and relevant policies, and shall inquire, manage and update the information regarding the cooperation. Party A shall inform Party B with its user name and password on the business management system for Party B to log on.
2.12 Party A shall test the business filed by Party B and approved by Party A, and after the test is passed, qualify such business with a written confirmation to Party B or otherwise appropriate on the business management system. The official launch time of the business will be the time when Party A officially launches the billing service.
2.13 During the term of cooperation, Party A may suspend its cooperation with Party B if a user complains about Party B’s service fees quality issue, which has caused adverse social impact; in serious cases, Party A may unilaterally terminate this Agreement.
2.14 Party A may, as requested by customers and deposits market orders, review the business contents and prices filed by Party B, and may withhold the settlement of the information fee incurred by Party B’s discretional change of charges.
2.15 Any complaints made by users with respect to the fee charging by Party B (except those attributable to Party A), once discovered, may be immediately notified in writing by Party A to Party B for correction, and Party A may take measures of fee refunding or suspension of fee charging according to relevant rules and as agreed herein. For any complaints for which Party B fail to make reasonable explanation, Party A may require Party B to reduce and exempt information fee of relevant users, and based on the seriousness of situation, require Party B to take relevant breaching liabilities in accordance with relevant policies and/or terms business management measures.
2.16 Party A shall be entitled to supervisor the business conduct of Party B, and Party B shall assist Party A to avoid any adverse impact on Party A’s normal business. If Party B’s business conduct causes adverse impact on Party A’s normal business in violation of this Agreement, Party A may terminate this Agreement and schedules hereinParty B shall assume relevant breaching liabilities.
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Rights and Obligations of Party A. 231. Party A’s shall have the rights:
(1 To apply for the withdrawal of the loan from Party B in accordance with the provisions of this agreement;
(2 To use the loan in the purposes as agreed in this agreement;
(3 To require Party B to keep confidential of the relevant financial materials and the business secrets in relation to the operation supplied by Party A to Party B, unless otherwise stipulated by the laws and regulations, required by the competent organs or agreed by both parties.
(4 To refuse Party B and its personnel the solicitation of bribes. With respect to such conduct or Party B’s conducts violating national laws and regulations in the respect of credit and interest, service charges and so on, Party A shall have the right to report these conducts to competent organs.
2. Party A shall be obligated:
(1 To withdraw the loans and sufficiently repay the principal and interest of the loans in accordance with the provisions of this agreement, and be responsible for various costs agreed in this agreement;
(2 To provide necessary technical support to Party B with relevant financial accounting documents and cooperate materials on production and operation in accordance with Party B in order for B’s requirements, including but not limited to provide Party B to perform with the obligations hereunderbalance sheet of the preceding quarter and income statement as of the end of the preceding quarter within the first 10 working days of the first month of each quarter, and Party A shall to promptly provide relevant training and/or marketing materials as may be required for the operation cash flow statement of the authorized business.
24current year at the end of the fiscal year. Party A shall be responsible for the truthfulness, completeness and the validity of the materials provided by it and not provide false materials or conceal important operational and financial facts;
(3 Where Party A changes its industrial and commercial registration items such as its corporate name, legal representative (or responsible person), legal address, business scope, registered capital and corporate (enterprise) constitution and so on, such changes shall be notified to Party B account numbers in writing within 5 working days upon the change registrations and relevant authority for its electronic operating system and support system and business related training, electronic system training and service training.materials changed shall be accompanied with such notice;
25. (4 Party A shall provide use the latest fee standards and policies, administration procedures, promotion activities plans and other policies and plans related loans conforming to the authorized business purposes agreed in this agreement, without diversion, embezzlement of the loans of the bank or engagement in illegal or irregular transactions with the bank’s loans; cooperate and accept Party B’s inspection and supervision on its production, operation and financial activities and the usage of the loans under this agreement; not flight the capital, transfer the capital or to evade repayment of Party B as soon as practicable.B’s loans by affiliated transactions; not discount or pledge to the bank with bxxx receivable or accounts receivable or other creditor’s rights without actual trade backgrounds by using false contracts between affiliated parties to illegally exchange the bank’s capital or credit approval;
26. (5 In the event that Party A uses the loans under this agreement for production, manufacturing or constructions, it shall abide by applicable national regulations relating to the environment protection;
(6 Prior to the repayment of the principal and interest of the loans of Party B, without Party B’s consent, Party A shall pay channel expansion service fees to Party B according to not use the terms of this Agreement and schedules herein.
27. Party A may revise the policies regarding channel expansion service fees based on government policies, market competition, technology, service or product upgrade, etc. Such revised policies shall be deemed a valid part of this Agreement. Party A shall notify Party B of such revision on channel expansion service fees as soon as practicable.
28. Party A may evaluate performance of Party B based on existing evaluation policies and Party B’s operation results and reward or penalize Party B accordingly.
29. Party A may, in its sole discretion, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilities, credits, timeliness of payment based on Party B’s performance; and adjust the level of authorization granted to and the deposit required from Party B accordingly.
30. Party A may supervise the operation of authorized business by Party B and reasonably appoint administration staff to inspect the authorized business as conducted by Party B at any time with respect to Party B’s marketing activities, service quality, and implementation of fee standards.
31. Party A authorizes Party B to use Party A’s image, brand and other symbols within the authorized scope. If such symbols are used outside of the authorized scope by Party B or in such manner that has not been authorized, Party A may request Party B to rectify such breach, and if such breaches are not rectified, Party A may penalize Party B, terminate co-operations with Party B, and reserve the rights to seek economic and legal rectification for its damages.
32. In the case of a breach of Party A’s policies and rules applicable to the authorized business by Party B, Party A may deduct any fines, damages and/or other payments capital from the channel expansion service fees and deposits in accordance loans under this agreement to provide any third party with relevant policies and/or terms of this Agreement and schedules hereinguaranty.
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Samples: Small Line Unsecured Loan Agreement (China Internet Cafe Holdings Group, Inc.)
Rights and Obligations of Party A. 232.1 Party A shall have the right to verify the telecommunication and information services operation permit, telecommunication value-added service license, business license and other licenses/permits as required for the businesses and services contemplated hereunder and the letter of credit, information sources, copyright certificate (authorization letter), bank account and other documents required for the normal operation of Party B.
2.2 Party A shall have the right to verify any business of Party B so long as involved hereunder. Party A shall provide necessary technical support is entitled to and cooperate with Party B in order for refuse to release the information as provided by Party B to perform the obligations hereunderextent it does not comply with national laws, regulations and relevant policies, and/or goes against the public order and good customs of China, or contains any information that may be inappropriate in the judgment of Party A, and Party B shall indemnify Party A against or from any economic loss or bad effect on the goodwill of Party A arising from the provision of the above information. Party A will make an express reply or response to the business applications submitted by Party B within ten (10) days after the application documents are fully submitted.
2.3 Party A has the right to as appropriate require Party B to further provide relevant information in relation to this Agreement certifying the ownership or access right and IPR of Party B.
2.4 Party A has the right to formulate, and Party B shall comply with and implement, the management rules, appraisal terms as well as the customer service standards and documents regarding the game business, as the annexes to this Agreement, according to which Party A will conduct an appraisal on Party B, and, upon appraisal, any unsatisfactory performance of Party B will render Party A a discretion to terminate the cooperative business hereunder and up until the termination of this Agreement.
2.5 Party A shall have the right to limit the amount of the existing partners providing the same styled application services through its bottom-out and best-preferred system and reserve the right to dynamically adjust the amount of the various partners providing various game businesses, so as to promote the development of the game business, meanwhile maintaining market order and avoiding virulent and homogeneity competition.
2.6 Party A has the right to limit the transmission of overload flow of business that may pose threat to network security or otherwise adjust from time to time the information flow according to the system load; at the same time, Party A shall have the right to notify Party B to handle junk information or illegal attacks from Party B within a fixed time limit, if Party B fails to do so as required or in a timely manner, Party A has the right to take appropriate actions to prevent the security accidents from further expanding; and in case of any emergency, Party A has the right to take appropriate actions to protect the legitimate rights and interests of its customers without a notice to Party B.
2.7 Party A has the right to verify the business and services provided by Party B, only the services as verified, tested and confirmed by Party A may be allowed to be provided to the customers of Party A. Party A shall have the right to conduct regular and irregular tests over the businesses and services provided by Party B, and also have the right to require Party B to rectify and improve the quality of the business and services that do not satisfy with the standards, or stop the business.
2.8 Party A reserves the right to deny the price offered by Party B or guide on the pricing according to the customer demand and the requirements of market order; Any information fee pricing that is self-determined by Party B but not accepted by Party A is invalid, and Party A shall has the right to stop the business and has the right to refuse to provide relevant training and/or marketing materials as may be required for the operation of the authorized businessbilling, charging and settlement services.
24. 2.9 Party A shall provide have the right to take necessary actions in advance against Party B account numbers and relevant authority for its electronic operating system and support system and business related training, electronic system training and service training.
25. Party A shall provide the latest fee standards and policies, administration procedures, promotion activities plans and other policies and plans related to the authorized business to Party B as soon as practicable.
26. Party A shall pay channel expansion service fees to Party B according to the terms B’s breach of this Agreement and schedules herein.
27. Party A may revise his bad effects on the policies regarding channel expansion service fees based on government policies, market competition, technology, service or product upgrade, etc. Such revised policies shall be deemed a valid part of this Agreement. Party A shall notify Party B of such revision on channel expansion service fees as soon as practicable.
28. Party A may evaluate performance of Party B based on existing evaluation policies and Party B’s operation results and reward or penalize Party B accordingly.
29. Party A may, in its sole discretion, formulate and revise requirements and evaluation policies; evaluate the Party B’s business capabilities, credits, timeliness of payment based on Party B’s performance; and adjust the level of authorization granted to and the deposit required from Party B accordingly.
30. Party A may supervise the operation of authorized business by Party B and reasonably appoint administration staff to inspect the authorized business as conducted by Party B at any time with respect to Party B’s marketing activities, service quality, and implementation of fee standards.
31. Party A authorizes Party B to use Party A’s image, brand and other symbols within the authorized scope. If such symbols are used outside of the authorized scope by Party B or in such manner that has not been authorized, Party A may request Party B to rectify such breach, and if such breaches are not rectified, Party A may penalize Party B, terminate co-operations with Party B, and reserve the rights to seek economic and legal rectification for its damages.
32. In the case of a breach customers of Party A’s policies , so as to avoid any further loss and rules applicable to prevent the authorized business by bad effects from enlarging.
2.10 If upon verification, it is discovered that the customer complaint and refund, including single and double refund are caused as a result of the fault of Party B, Party A may deduct any finesas required by the customers firstly refund the customers on behalf of Party B, damages and/or other payments and then have such refund deducted from the channel expansion information settlement payable to Party B.
2.11 Party A shall provide the customer service fees number as the call number for the customer to make business enquiries and deposits complaints. The customer service center of Party A will serve as the transit to finally confirm and allocate the game service-related problems, the customer service personnel of Party B or its customer service system shall be in accordance position to assist Party A in analyzing and solving the business complaints and enquiries of the customers. Party A shall have the right to transfer any of the various customer enquiries and complaints that are not caused by the network communications breakdown of Party A to Party B for solving, and Party B shall deal with the complaints in an appropriate and prudent manner, and shall assume the liabilities arising therefrom, if any. Party A shall be held liable for the customer enquiries and complaints that are caused as a result of the network communications breakdown of Party A.
2.12 Party A may conduct publicity and advertising work through the media to market its game business and attract more customers according to the business development. Party A shall provide Party B with relevant policies and/or terms interface technology specifications and technical support to ensure that Party B can provide applications smoothly.
2.13 Party A is responsible for the daily maintenance of this Agreement the game platform, and schedules hereinshall be responsible for dealing with the technical breakdown caused as a result of Party A so as to ensure the normal operation of the application services provided by Party B.
2.14 Party A shall be responsible for the customer data management such as the registration, log-in, authenticity, inspection, etc., and may feedback the relevant data to Party B in an appropriate form. As for the networking application, the connection between game service platform of Party A and the content service system of Party B is achieved and the data in the game service system will be served as the final and conclusive evidence to confirm the use by the customers of the game service of Party B. Party A will take statistics of visits to the game services, and will provide Party B with the statistic results in an appropriate form.
2.15 Party A has the right to adjust the UI design of the WAP Portal, client side and WEB sites and the order of game business of Party B according to the business development of Party A.
2.16 The Parties may jointly conduct the market promotion and advertising work, and Party A shall have the right to require Party B to xxxx the brand of “China Mobile Game” and to obtain the prior approval from Party A. Without the prior approval or authorization of Party A, Party B shall not use in its advertising materials the logo of China Mobile, other brands or the customer service call 10086. If Party B uses the brand of “China Mobile Game” in marketing the game services or business that is beyond the approved marketing scope of Party A, adversely affecting the business of Party A, Party A may be entitled to deem it as an infringement, and also has the right to require it to stop the use of such brand, and hold it liable for any and all the liabilities and consequences, and render it legally liable for it if the circumstances are serious.
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