Rights and Obligations of Party B. 3.1 Any and all the business management rules, cooperative management rules, credit management rules, customer service management rules, verification rules and information service standards and the revision thereof (specifically subject to the rules or standards released by Party A in its management system) made by Party A from time to time during the cooperative period shall be operated as annexes to this Agreement, and Party B acknowledges the foregoing and undertakes to comply with all the requirements in providing the game service hereunder. 3.2 Party B shall provide Party A the valid and true copies of the telecommunication and information services operation permit, telecommunication value-added service license, business license, other licenses/permits, the letter of credit, information sources, bank account and other documents required for the normal operation of Party B, and Party B shall ensure that the provided service fees comply with the relevant regulations released by the state pricing authorities. 3.3 Party B must abide by Chinese laws, regulations and policies regarding the telecommunications and internet information services, and undertakes that the contents provided will not violate relevant Chinese laws, regulations and policies, and will not damage the legitimate rights & interests of third parties and public interests, and it will not spread any unlawful information through the system of Party A, otherwise it shall be liable for any and all the consequences arising therefrom. Party B must be in position to filter the information provided by the customers, such as the chat records, and preclude all unhealthy and unlawful information. Party B shall be responsible for dealing with all the complaints arising therefrom and assume all the economic and legal liabilities. If Party A suffers any economic loss, or goodwill loss, it shall have the right to claim indemnifications against Party B. 3.4 Party B must abide by the relevant laws in providing the game services hereunder, and shall possess any and all the government permits, production and/or use licenses and/or authorizations, and the service provided by Party B shall have a lawful and authentic source, and it shall not infringe upon or otherwise use without due authorizations, the IPRs of any third party, such as copyrights of the third party or other lawful rights. If due to the game services of Party B, Party A is complained, prosecuted or otherwise claimed by any third party alleging the suspected infringement, Party A shall be entitled to suspend the business under suspected infringement, and transfer the disputes to Party B, and Party B shall communicate immediately with the complaining or claiming party to solve the disputes and be liable for all legal and economic liabilities. If Party A suffers economic loss or goodwill loss, it shall have the right to claim indemnifications against Party B. 3.5 During the cooperation period, Party B shall not, without the prior written consent of Party A, take advantage of various channels to realize connection or connection in disguised form between the mobile data applications business of Party A and third parties. 3.6 Party B shall actively coordinate with the interface test of Party A, and undertakes to provide the service strictly according to the business standards and interface technology specifications of Party A. 3.7 Party B shall submit in a clear and unambiguous manner all the documents required for the normal provision of the business hereunder, and assume all the economic and legal liabilities. 3.8 Party B undertakes to log on daily the management system specified by Party A to receive all the notices, announcements and other information, and make a timely response, failing which, Party B shall be wholly liable for all the losses arising therefrom. 3.9 Under the guide of Party A, Party B shall have the discretion to decide whether to charge the service or decide the specific charging standards; the service standards for a single game shall not be higher than that set by Party A in its game business management rules. 3.10 Party B shall comply with and implement the management rules, customer service standards and documents of Party A regarding the game business of Party A, and shall be subject to the inspection and supervision of Party A. Regardless of the reasons of withdrawal from game service (including forceful withdrawal resulting from the survival-of-the-fittest appraisal of Party A), Party B is obliged to provide a one-month buffer period for its withdrawal during which Party B shall continue to provide services to the customers, and shall make a pubic announcement to the customers as to the intended termination of the game services at a prominent position of its WAP/WWW sites or by other influential channels, and then inform the registered customers via free mobile messages. Upon the termination of this cooperation, Party B shall continue to actively coordinate with China Mobile in respect of the relevant customer-related services; Party B shall still be liable for the responsibilities during the cooperative period arising from the acts of Party B. 3.11 Party B shall make available a customer service channel for 7×24 hours, establish an effective complaining channel that could effectively deal with the customer enquiries and solve the customer complaints that are not caused as a result of the network communication breakdown of Party A. If Party A receives any of the above complaints, Party B shall make an initial reply to the customer service department of Part A within two (2) hours and identify the specific causes for that within one (1) working day, and stop the further spread of the unlawful information. If Party A and Party B could not make a reasonable explanation as to the customer complaints, Party B shall be the final resolving party to effectively deal with and resolve the complaints of the customers. 3.12 If the customer refuses to pay the information service fee of Party B or Party A need to firstly refund the service fee already paid by the customer due to the service quality of Party B or the service rate above the standards set by the pricing authorities, Party A may have it deducted from the information service fee payable to Party B, if insufficient to deduct, Party B shall separately pay the balance to Party A. 3.13 Party B shall actively do market promotion and advertising work. Party B shall mxxx the “China Mobile Game” brand and the UI standards in its promotion and advertising materials according to the relevant requirements of Party A. 3.14 Party B undertakes that it has the lawful ownership as to any of the products and information provided hereunder, or obtained the necessary authorization to license Party A to use the same according to this Agreement, and undertakes that the products and information provided by Party B hereunder does not infringe upon the legitimate rights and interests of any third party, including but not limited to the copyright, right of reputation, portraiture right, etc., it is free from any copyright disputes and it has not violated and will not violate any laws and regulations, and Party B is entitled to authorize Party A to disseminate it via the information network. 3.15 If any third party lodges any complaints, brings any legal proceedings or submits for arbitration against Party B, alleging that Party B has no disposal right to any of the cooperative products or information hereunder or the authorization of Party B has legal defects, Party A may as appropriate take any of the following remedies jointly or selectively: 3.15.1 Terminate the sharing with Party B of distributable earnings under this Agreement, with the amount not exceeding what the third party claimed; 3.15.2 Require Party B to solve such disputes at its own litigation expenses, and Party B shall, as required by Party A, request the appropriate dispute resolving authorities to add Party A as a third party in such proceedings. 3.15.3 Terminate this Agreement in part or in whole. If the above remedies are insufficient to avoid the loss of Party A, as requested by Party A, Party B shall timely and fully indemnify Party A and hold Party A harmless from or against any and all the losses incurred by Party A, including but not limited to the advances already paid by Party A to Party B, and/or the economic loss accrued during the termination of the business hereunder, the attorney’s fee, court fee and arbitration fee as paid by Party A for the purposes of resolving the disputes. 3.16 Party B, if having no qualifications as required for the operation of network businesses, shall not in any manner whatsoever provide the service access approach to the customers via the internet during cooperation, including but not limited to the business ordering and on-demand services. Meanwhile, it shall not conduct any advertising work for the cooperative business hereunder on the website that has not procured the telecommunications and information business operation permit. If in breach of this clause during the cooperative period, Party B shall be solely and wholly liable therefor.
Appears in 2 contracts
Samples: Cooperative Agreement (Kongzhong Corp), Cooperative Agreement (Kongzhong Corp)
Rights and Obligations of Party B. 3.1 Any and all the business management rules, cooperative management rules, credit management rules, customer service management rules, verification rules and information service standards and the revision thereof (specifically subject to the rules or standards released by Party A in its management system) made by Party A from time to time during the cooperative period shall be operated as annexes to this Agreement, and Party B acknowledges the foregoing and undertakes to comply with all the requirements in providing the game service hereunder.
3.2 1. Party B shall provide use the premises for lawful operation in accordance with the provisions of this contract, and shall abide by and accept the various management systems and regulations of Party A and the valid and true copies unified management of the telecommunication and information services operation permitproperty management company, telecommunication value-added service license, business license, other licenses/permits, the letter of credit, information sources, bank account and other documents required for the normal operation of Party B, and Party B shall ensure that the provided service fees comply with the “decoration management manual” , “Property Owner’s Manual” and the relevant regulations released by the state pricing authorities.
3.3 Party B must abide by Chinese laws, regulations and policies regarding the telecommunications and internet information services, and undertakes that the contents provided will not violate relevant Chinese laws, regulations and policies, and will not damage the legitimate rights & interests of third parties and public interests, and it will not spread any unlawful information through the system of Party A, otherwise it shall be liable for any and all the consequences arising therefrom. Party B must be in position to filter the information provided by the customers, such as the chat records, and preclude all unhealthy and unlawful informationproperty management code. Party B shall be responsible for dealing the relevant administrative licensing and approval procedures if party B needs to obtain the permission and approval from the relevant government departments. However, party B shall not engage in P2P financing, second-hand housing transactions, microfinance and other business, business activities of party B shall not affect the image of the building and the normal operation of Party A.
2. Party B shall pay the rent and other expenses in full and on time as stipulated in this contract. Actively cooperate with the work of party a platform, as required to submit relevant information required by party A, and to ensure the legitimacy, authenticity, accuracy, integrity and timeliness of the information provided.
3. Party B shall ensure that its office and business activities conform to the laws and regulations of the state and local governments. Party B shall bear all the complaints arising therefrom and assume all the economic and legal liabilitiesresponsibility for any complaint or lawsuit caused by Party B’s office or business activities. If Party A suffers any economic loss, or goodwill loss, it shall have the right to claim indemnifications against Party B.
3.4 Party B must abide property company is required by the relevant laws Judicial Department or other administrative departments to take part in providing the game services hereunderhandling of the incident due to party B’s actions or reasons, and shall possess any and all the government permits, production and/or use licenses and/or authorizations, and the service provided expenses incurred shall be borne by Party B shall have a lawful and authentic source, and it shall not infringe upon or otherwise use without due authorizations, the IPRs of any third party, such as copyrights of the third party or other lawful rights. If due to the game services of Party B, Party A is complained, prosecuted if the loss of reputation or otherwise claimed by any third party alleging the suspected infringement, Party A shall be entitled to suspend the business under suspected infringement, and transfer the disputes to Party B, and Party B shall communicate immediately with the complaining or claiming party to solve the disputes and be liable for all legal and economic liabilities. If Party A suffers other economic loss is caused to party A or goodwill loss, it shall have the right to claim indemnifications against Party B.
3.5 During the cooperation periodproperty management company, Party B shall notbear the full liability for compensation.
4. Xxxxx B and its personnel shall take care of all public facilities, equipment and property in the office building, and shall not modify any facilities and equipment in the office building without authorization. Party B Shall Bear and compensate all consequences and losses (including all losses suffered by Party A, property management company or other units or individuals) arising from the prior accidents caused by party B and its personnel.
5. Xxxxx B shall obtain the written consent of Party A, take advantage of various channels to realize connection or connection in disguised form between the mobile data applications business of Party A and third parties.
3.6 Party B shall actively coordinate with the interface test of Party A, and undertakes to provide the service strictly according to the business standards and interface technology specifications of Party A.
3.7 Party B shall submit in a clear and unambiguous manner all the documents required property management company for the normal provision of the business hereunder, and assume all the economic and legal liabilities.
3.8 Party B undertakes to log on daily the management system specified by Party A to receive all the notices, announcements and other information, and make a timely response, failing which, Party B shall be wholly liable for all the losses arising therefrom.
3.9 Under the guide of Party A, Party B shall have the discretion to decide whether to charge the service or decide the specific charging standards; the service standards for a single game shall not be higher than that set by Party A in its game business management rules.
3.10 Party B shall comply with and implement the management rules, customer service standards and documents of Party A regarding the game business of Party A, and shall be subject to the inspection and supervision of Party A. Regardless of the reasons of withdrawal from game service any renovation work (including forceful withdrawal resulting from the survival-of-the-fittest appraisal of Party A), Party B is obliged to provide a one-month buffer period for its withdrawal during which Party B shall continue to provide services to the customers, and shall make a pubic announcement to the customers as to the intended termination of the game services at a prominent position of its WAP/WWW sites or by other influential channels, and then inform the registered customers via free mobile messages. Upon the termination of this cooperation, Party B shall continue to actively coordinate with China Mobile in respect of the relevant customer-related services; Party B shall still be liable for the responsibilities during the cooperative period arising from the acts of Party B.
3.11 Party B shall make available a customer service channel for 7×24 hours, establish an effective complaining channel that could effectively deal with the customer enquiries and solve the customer complaints that are not caused as a result of the network communication breakdown of Party A. If Party A receives any of the above complaints, Party B shall make an initial reply to the customer service department of Part A within two (2) hours and identify the specific causes for that within one (1) working day, and stop the further spread of the unlawful information. If Party A and Party B could not make a reasonable explanation as to the customer complaints, Party B shall be the final resolving party to effectively deal with and resolve the complaints of the customers.
3.12 If the customer refuses to pay the information service fee of Party B or Party A need to firstly refund the service fee already paid by the customer due to the service quality of Party B or the service rate above the standards set by the pricing authorities, Party A may have it deducted from the information service fee payable to Party B, if insufficient to deduct, Party B shall separately pay the balance to Party A.
3.13 Party B shall actively do market promotion and advertising work. Party B shall mxxx the “China Mobile Game” brand and the UI standards in its promotion and advertising materials according to the relevant requirements of Party A.
3.14 Party B undertakes that it has the lawful ownership as to any of the products and information provided hereunder, or obtained the necessary authorization to license Party A to use the same according to this Agreement, and undertakes that the products and information provided by Party B hereunder does not infringe upon the legitimate rights and interests of any third party, including but not limited to the copyrightinternal division, right alteration, installation or replacement of reputationfixtures and fittings) carried out by party B on the premises, portraiture rightand the decoration design and other drawings submitted to party a review, etcfor the record. Party B shall be responsible for obtaining the required design and approval from relevant government departments before carrying out the renovation works. All expenses arising from the above actions shall be borne by Party B. Party B shall comply with the property renovation management manual, understand in detail the matters needing attention and the prohibition of renovation, and obey the management of the property management company to ensure the safety of renovation, the final result of Fire Report shall be filed with Party A.
6. During the term of the contract, party B shall be responsible for insuring the equipment, facilities, fitment and all kinds of insurance related to party B’s business. Party B shall insure against all risks (including third party liability insurance) for the construction works during the renovation period and submit the relevant documents to the property management company for record before the commencement of the renovation. At the same time Party B shall take out property insurance for its own property.
7. Party B shall not occupy the public area of the office building without the written consent of party A and the property management company, it and to set, Install, Hang, post any text, Mark or advertisement on any part (including external glass surface, partition board and ground) outside the lease, party B shall not distribute leaflets, publicity materials or any other materials, articles or solicit customers in or near the center. The placement of Party B’s signboard shall be in accordance with the general-arrangement instructions of Party A and the property management company.
8. Xxxxx B shall not sublease the property under this contract to any third party.
9. During the lease term, party B shall maintain the main body and equipment of the leased property, undertake the maintenance responsibility and related expenses of the self-decoration part and the fire fighting and safety facilities of the property. If Party B causes damage to the property and its equipment due to its own reasons, party B shall be responsible for restoring the original condition and compensate party a for the economic losses. If Party B damages the facilities and equipment of the central system of the property (including fire protection, security, air-conditioning, communication, electrical and other systems) , the property management company shall designate professional personnel to be responsible for the maintenance, and the expenses shall be borne by Party B.
10. Party B shall not allow the premises to be used for any improper, immoral, illegal, offensive or insulting purpose, shall not in any way cause unreasonable and serious interference to the public or other clients of the office building, Harm or obstruct their rights, shall not store dangerous goods, shall not use the house for illegal activities, or, if there is free an illegal act, should Bear Legal Responsibility. Party B shall collect all the garbage and waste in the clean and tidy garbage bin in the designated area of Party A, and the property management company shall arrange the regular collection and transportation of garbage or waste.
10. Xxxxx B shall immediately notify party A and the property management company orally and in writing of any damage, injury to any person in the premises, any fire or accident in the premises or any damage, crack or defect in any water pipe, gas pipe, electric wire, device, instrument or other facilities connected to the premises.
12. Party B shall not allow the premises to be used for residential, overnight or other residential purposes, and shall not use other kitchen utensils in the premises for cooking or cooking except for the normal safe use of the microwave oven.
13. Party B shall confirm that party B shall not claim compensation or compensation to party a for the expenses and costs of any decoration and decoration.
14. If the owner transfers or mortgages all or part of the ownership or interest in the House, Party B shall provide the relevant assistance and cooperation obligations upon the request of Party A.
15. If the house falls from any copyright disputes a height due to party B and it has not violated causes casualties or property losses, party B shall be responsible for the settlement and will not violate any laws bear all the costs and regulationsdamages, and Party B is entitled shall compensate party A and other subjects for all economic losses (including but not limited to authorize Party A to disseminate it via the information networkattorney fees, compensation fees and other costs and losses) .
3.15 If any third party lodges any complaints, brings any legal proceedings or submits for arbitration against Party B, alleging that Party B has no disposal right to any of the cooperative products or information hereunder or the authorization of Party B has legal defects, Party A may as appropriate take any of the following remedies jointly or selectively:
3.15.1 Terminate the sharing with Party B of distributable earnings under this Agreement, with the amount not exceeding what the third party claimed;
3.15.2 Require Party B to solve such disputes at its own litigation expenses, and Party B shall, as required by Party A, request the appropriate dispute resolving authorities to add Party A 16. as a third party in such proceedings.
3.15.3 Terminate this Agreement in part or in whole. If the above remedies are insufficient to avoid the loss result of Party A, as requested by Party A, Party B shall timely and fully indemnify Party A and hold Party A harmless from or against any and all the losses incurred by Party A, including but not limited to the advances already paid by Party A to Party B, and/or the economic loss accrued during the termination of the business hereunder, the attorney’s fee, court fee and arbitration fee as paid by Party A for the purposes of resolving the disputes.
3.16 Party B, if having no qualifications as required for the operation of network businesses, shall not in any manner whatsoever provide the service access approach following accidents due to the customers via fault of party B directly or indirectly caused by party A or property management company or any third person’s personal or property loss, damage, party B shall make compensation and assume full responsibility:
a. Failure or disrepair of any electrical installations, appliances or wiring in the internet during cooperation, including but not limited premises;
b. Fire or smoke spreading inside or outside the house;
c. Party B causes the water inside and outside the house to the business ordering and on-demand services. Meanwhile, it shall not conduct any advertising work for the cooperative business hereunder on the website that has not procured the telecommunications and information business operation permit. If in breach of this clause during the cooperative period, leak or overflow;
d. Party B shall cause damage to any public area of the office building.
e. Any payment incurred by party A as a result of any claim or claim by any third party against Party A as a result of the foregoing, and Party A or property management company due to Party B claims all expenses and expenses incurred by other costs borne by Party B. If Party B fails to comply with the relevant provisions of this contract and has not made any rectification after being notified by party a (in case of emergency, party a does not need to notify) , party A or its employees or agents shall have the right to enter the premises to carry out such repairs or works. Party B shall bear all the expenses arising from such repairs or works. 18 If the contract expires or terminates in advance, party B shall remove all the articles and equipment of party B and return the leased property to its original state, ensuring that the structure of the house is in good condition (except natural wear and tear) and return it to Party A. Otherwise, party A has the right to make corresponding repairs to the house itself, and all expenses and expenses arising therefrom shall be solely and wholly borne by Party B. If Party B fails to complete the handover procedures before the termination or expiration of the lease term, party B shall be liable thereforfor breach of contract in accordance with Article 12 of this contract.
Appears in 2 contracts
Samples: Lease Agreement (Building DreamStar Technology Inc.), Lease Agreement (Building DreamStar Technology Inc.)
Rights and Obligations of Party B. 3.1 Any and all the business management rules, cooperative management rules, credit management rules, customer service management rules, verification rules and information service standards and the revision thereof (specifically subject to the rules or standards released by Party A in its management system) made by Party A from time to time during the cooperative period shall be operated as annexes to this Agreement, and Party B acknowledges the foregoing and undertakes to comply with all the requirements in providing the game service hereunder.
3.2 1. Party B shall provide Party A the photocopies (affixed with its official seal) of valid certificates to prove that it has qualification to operate business, including its business license and true copies of the telecommunication and information services operation permit, telecommunication value-added service license, license for advertisement business license, other licenses/permits, the letter of credit, information sources, bank account and other documents required for the normal operation of Party B, and operation;
2. Party B shall ensure that the provided service timely distribute cooperation fees comply to Party A in accordance with the relevant regulations released by the state pricing authoritiesthis Contract.
3.3 Party B must abide by Chinese laws, regulations and policies regarding the telecommunications and internet information services, and undertakes that the contents provided will not violate relevant Chinese laws, regulations and policies, and will not damage the legitimate rights & interests of third parties and public interests, and it will not spread any unlawful information through the system of Party A, otherwise it shall be liable for any and all the consequences arising therefrom. Party B must be in position to filter the information provided by the customers, such as the chat records, and preclude all unhealthy and unlawful information3. Party B shall be responsible for dealing installation, design and maintenance of the OPT System and pay all costs and expenses incurred therefrom.
4. Party B shall be responsible for handling the formalities for application of relevant advertisement and pay the relevant costs and expenses, and shall carefully comply with all the complaints applicable laws and regulations regarding the advertisement business. In case of any dispute arising therefrom and assume all from any illegal content in the economic and legal liabilities. If advertisement provided by Party A suffers any economic loss, or goodwill lossB, it shall have the right to claim indemnifications against be resolved by Party B.
3.4 Party B must abide by 5. During the relevant laws in providing the game services hereunder, and shall possess any and all the government permits, production and/or use licenses and/or authorizations, and the service provided by Party B shall have a lawful and authentic source, and it shall not infringe upon or otherwise use without due authorizations, the IPRs of any third party, such as copyrights of the third party or other lawful rights. If due to the game services business operation of Party B, Party A is complained, prosecuted or otherwise claimed by any third party alleging the suspected infringement, Party A shall be entitled to suspend the business under suspected infringement, and transfer the disputes to Party B, and Party B shall communicate immediately with the complaining or claiming party to solve the disputes and be liable for all legal and economic liabilities. If Party A suffers economic loss or goodwill loss, it shall have conduct regular inspection and maintenance on the right to claim indemnifications against Party B.
3.5 During the cooperation periodadvertisement facility of OPT System, Party B shall not, without the prior written consent of Party A, take advantage of various channels to realize connection or connection in disguised form between the mobile data applications business of Party A and third parties.
3.6 Party B shall actively coordinate with the interface test of Party A, and undertakes to provide the service strictly according ensure its equipment conform to the business safety standards and interface technology specifications ensure the safety and sanitation of Party A.
3.7 Party B shall submit in a clear and unambiguous manner all its equipment. In case of any dispute or any penalty imposed by the documents required for the normal provision of the business hereunder, and assume all the economic and legal liabilities.
3.8 Party B undertakes relevant department due to log on daily the management system specified by Party A to receive all the notices, announcements and other information, and make a timely response, failing whichincompliance with any safety standards, Party B shall be wholly fully and solely liable for all the losses arising therefromsuch dispute or penalty.
3.9 Under 6. During the guide period of Party A, Party B shall have the discretion to decide whether to charge the service or decide the specific charging standards; the service standards for a single game shall not be higher than that set by Party A in its game business management rules.
3.10 Party B shall comply with construction and implement the management rules, customer service standards and documents of Party A regarding the game business of Party A, and shall be subject to the inspection and supervision of Party A. Regardless operation of the reasons of withdrawal from game service (including forceful withdrawal resulting from the survival-of-the-fittest appraisal of Party A)OPT System, Party B is obliged if any personal injury or property damage occurs to provide a one-month buffer period for its withdrawal during which Party B shall continue to provide services to the customers, and shall make a pubic announcement to the customers as to the intended termination of the game services at a prominent position of its WAP/WWW sites or by other influential channels, and then inform the registered customers via free mobile messages. Upon the termination of this cooperation, Party B shall continue to actively coordinate with China Mobile in respect of the relevant customer-related services; Party B shall still be liable for the responsibilities during the cooperative period arising from the acts of Party B.
3.11 Party B shall make available a customer service channel for 7×24 hours, establish an effective complaining channel that could effectively deal with the customer enquiries and solve the customer complaints that are not caused as a result of the network communication breakdown of Party A. If Party A receives any of the above complaints, Party B shall make an initial reply to the customer service department of Part A within two (2) hours and identify the specific causes for that within one (1) working day, and stop the further spread of the unlawful information. If Party A and Party B could not make a reasonable explanation as to the customer complaints, Party B shall be the final resolving third party to effectively deal with and resolve the complaints of the customers.
3.12 If the customer refuses to pay the information service fee of Party B or Party A need to firstly refund the service fee already paid by the customer due to the service quality of Party B or the service rate above the standards set by the pricing authorities, Party A may have it deducted from the information service fee payable to Party B’s fault or any problem in the quality of advertisement facility, if insufficient to deduct, Party B shall separately pay the balance to Party A.
3.13 Party B shall actively do market promotion and advertising work. Party B shall mxxx the “China Mobile Game” brand and the UI standards in its promotion and advertising materials according to the relevant requirements of Party A.
3.14 Party B undertakes that it has the lawful ownership as to any of the products economic and information provided hereunder, or obtained the necessary authorization to license Party A to use the same according to this Agreement, and undertakes that the products and information provided legal liabilities shall be undertaken by Party B hereunder does not infringe upon the legitimate rights and interests of any third party, including but not limited to the copyright, right of reputation, portraiture right, etc., it is free from any copyright disputes and it has not violated and Party A will not violate any laws and regulations, and be liable therefore.
7. Party B is entitled to authorize seek cooperation from third-party customers in the name of partner of oriental broadband TV business and Party A to disseminate it via the information networkshall give assistance and support.
3.15 If any third party lodges any complaints, brings any legal proceedings or submits for arbitration against Party B, alleging that 8. When Party B has no disposal right to entered into the substantial negotiation with any of the cooperative products or information hereunder or the authorization of Party B has legal defects, Party A may as appropriate take any of the following remedies jointly or selectively:
3.15.1 Terminate the sharing with Party B of distributable earnings under this Agreement, with the amount not exceeding what the third third-party claimed;
3.15.2 Require Party B to solve such disputes at its own litigation expenses, and Party B shall, as required by Party A, request the appropriate dispute resolving authorities to add Party A as a third party in such proceedings.
3.15.3 Terminate this Agreement in part or in whole. If the above remedies are insufficient to avoid the loss of Party A, as requested by Party Acustomer, Party B shall timely and fully indemnify Party A and hold Party A harmless from or against any and all the losses incurred by Party A, including but not limited to the advances already paid by Party A promptly give a notice to Party BA. In case of any additional channel, and/or both parties shall otherwise conclude individual contract regarding the economic loss accrued during the termination cost of the business hereunder, the attorney’s fee, court fee and arbitration fee as paid by Party A for the purposes of resolving the disputessuch additional channel.
3.16 Party B, if having no qualifications as required for 9. During the operation of network businesses, shall not in any manner whatsoever provide the service access approach to the customers via the internet during cooperation, including but not limited to the business ordering and on-demand services. Meanwhile, it shall not conduct any advertising work for the cooperative business hereunder on the website that has not procured the telecommunications and information business operation permit. If in breach term of this clause during the cooperative periodContract, Party B shall not cooperate with any third party whose business is competitive with Party A’s in any project or business with the same form and contents specified herein with whatever cause or by whatever means, to ensure the benefits of both parties in the cooperation hereunder will not be solely and wholly liable thereforinfringed.
Appears in 2 contracts
Samples: Strategic Cooperation Contract, Contract for Strategic Cooperation (Cgen Digital Media Co LTD)
Rights and Obligations of Party B. 3.1 Any and all the business management rules, cooperative management rules, credit management rules, customer service management rules, verification rules and information service standards and the revision thereof (specifically subject to the rules or standards released by Party A in its management system) made by Party A from time to time during the cooperative period shall be operated as annexes to this Agreement, and Party B acknowledges the foregoing and undertakes to comply with all the requirements in providing the game service hereunder.
3.2 Party B shall provide Party A the valid and true copies of the telecommunication and information services operation permit, telecommunication value-added service license, business license, other licenses/permits, the letter of credit, information sources, bank account and other documents required for the normal operation of Party B, and Party B shall ensure that the provided service fees comply with the relevant regulations released by the state pricing authorities.
3.3 Party B must abide by Chinese laws, regulations and policies regarding the telecommunications and internet information services, and undertakes that the contents provided will not violate relevant Chinese laws, regulations and policies, and will not damage the legitimate rights & interests of third parties and public interests, and it will not spread any unlawful information through the system of Party A, otherwise it shall be liable for any and all the consequences arising therefrom. Party B must be in position to filter the information provided by the customers, such as the chat records, and preclude all unhealthy and unlawful information. Party B shall be responsible for dealing with all the complaints arising therefrom and assume all the economic and legal liabilities. If Party A suffers any economic loss, or goodwill loss, it shall have the right to claim indemnifications against Party B.
3.4 Party B must abide by the relevant laws in providing the game services hereunder, and shall possess any and all the government permits, production and/or use licenses and/or authorizations, and the service provided by Party B shall have a lawful and authentic source, and it shall not infringe upon or otherwise use without due authorizations, the IPRs of any third party, such as copyrights of the third party or other lawful rights. If due to the game services of Party B, Party A is complained, prosecuted or otherwise claimed by any third party alleging the suspected infringementinfringemenmet, Party A shall be entitled to suspend the business under suspected infringement, and transfer the disputes to Party B, and Party B shall communicate immediately with the complaining or claiming party to solve the disputes and be liable for all legal and economic liabilities. If Party A suffers economic loss or goodwill loss, it shall have the right to claim indemnifications against Party B.
3.5 During the cooperation period, Party B shall not, without the prior written consent of Party A, take advantage of various channels to realize connection or connection in disguised form between the mobile data applications business of Party A and third parties.
3.6 Party B shall actively coordinate with the interface test of Party A, and undertakes to provide the service strictly according to the business standards and interface technology specifications of Party A.
3.7 Party B shall submit in a clear and unambiguous manner all the documents required for the normal provision of the business hereunder, and assume all the economic and legal liabilities.
3.8 Party B undertakes to log on daily the management system specified by Party A to receive all the notices, announcements and other information, and make a timely response, failing which, Party B shall be wholly liable for all the losses arising therefrom.
3.9 Under the guide of Party A, Party B shall have the discretion to decide whether to charge the service or decide the specific charging standards; the service standards for a single game shall not be higher than that set by Party A in its game business management rules.
3.10 Party B shall comply with and implement the management rules, customer service standards and documents of Party A regarding the game business of Party A, and shall be subject to the inspection and supervision of Party A. Regardless of the reasons of withdrawal from game service (including forceful withdrawal resulting from the survival-of-the-fittest appraisal of Party AB), Party B is obliged to provide a one-month buffer period for its withdrawal (including forced withdrawal in the test of Party A) during which Party B shall continue to provide services to the customers, and shall make a pubic announcement to the customers as to the intended termination of the game services at a prominent position of its WAP/WWW sites or by other influential channels, and then inform the registered customers via free mobile messages. Upon the termination of this cooperation, Party B shall continue to actively coordinate with China Mobile in respect of the relevant customer-related services; Party B shall still be liable for the responsibilities during the cooperative period arising from the acts of Party B.
3.11 Party B shall make available a customer service channel for 7×24 hours, establish an effective complaining channel that could effectively deal with the customer enquiries and solve the customer complaints that are not caused as a result of the network communication breakdown of Party A. If Party A receives any of the above complaints, Party B shall make an initial reply to the customer service department of Part A within two (2) hours and identify the specific causes for that within one (1) working day, and stop the further spread of the unlawful information. If Party A and Party B could not make a reasonable explanation as to the customer complaints, Party B shall be the final resolving party to effectively deal with and resolve the complaints of the customers.
3.12 If the customer refuses to pay the information service fee of Party B or Party A need to firstly refund the service fee already paid by the customer due to the service quality of Party B or the service rate above the standards set by the pricing authorities, Party A may have it deducted from the information service fee payable to Party B, if insufficient to deduct, Party B shall separately pay the balance to Party A.
3.13 Party B A shall actively do market promotion and advertising work. Party B shall mxxx xxxx the “China Mobile Game” brand and the UI standards in its promotion and advertising materials according to the relevant requirements of Party A.
3.14 Party B undertakes that it has the lawful ownership as to any of the products and information provided hereunder, or obtained the necessary authorization to license Party A to use the same according to this Agreement, and undertakes that the products and information provided by Party B hereunder does not infringe upon the legitimate rights and interests of any third party, including but not limited to the copyright, right of reputation, portraiture right, etc., it is free from any copyright disputes and it has not violated and will not violate any laws and regulations, and Party B is entitled to authorize Party A to disseminate it via the information network.
3.15 If any third party lodges any administrative complaints, brings any legal proceedings or submits for arbitration against Party B, alleging that Party B has no disposal right to any of the cooperative products or information hereunder or the authorization of Party B has legal defects, Party A may as appropriate take any of the following remedies jointly or selectively:
3.15.1 Terminate the sharing with Party B of distributable earnings under this Agreement, with the amount not exceeding what the third party claimed;
3.15.2 Require Party B to solve such disputes at its own litigation expenses, and Party B shall, as required by Party A, request the appropriate dispute resolving authorities to add Party A as a third party in such proceedings.
3.15.3 Terminate this Agreement in part or in whole. If the above remedies are insufficient to avoid the loss of Party A, as requested by Party A, Party B shall timely and fully indemnify Party A and hold Party A harmless from or against any and all the losses incurred by Party A, including but not limited to the advances already paid by Party A to Party B, and/or the economic loss accrued during the termination of the business hereunder, the attorney’s fee, court fee and arbitration fee as paid by Party A for the purposes of resolving the disputes.
3.16 Party B, if having no qualifications as required for the operation of network businesses, shall not in any manner whatsoever provide the service access approach to the customers via the internet during cooperation, including but not limited to the business ordering and on-demand services. Meanwhile, it shall not conduct any advertising work for the cooperative business hereunder on the website that has not procured the telecommunications and information business operation permit. If in breach of this clause during the cooperative period, Party B shall be solely and wholly liable therefor.
Appears in 1 contract
Rights and Obligations of Party B. 3.1 Any 13.1 Party B represents that it is a company legally established, validly existing and well-operated under the laws of the PRC. Party B has obtained all rights and powers to officially and effectively sign and perform this Agreement. Party B’s signing and performance of this Agreement do not constitute any violation of the existing laws, regulations, rules or Party B’s articles of association. Party B warrants that the business management rules, cooperative management rules, credit management rules, customer service management rules, verification rules and information service standards and operated by it falls within the revision thereof (specifically subject to the rules or standards released by Party A in its management system) made by Party A from time to time during the cooperative period shall be operated as annexes to this Agreement, and Party B acknowledges the foregoing and undertakes to comply with all the requirements in providing the game service hereunder.
3.2 Party B shall provide Party A the valid and true copies of the telecommunication and information services operation permit, telecommunication value-added service license, business license, other licenses/permits, the letter of credit, information sources, bank account and other documents required for the normal operation scope of Party B’s business license and other licenses, and that the above valid approvals are maintained throughout the Lease Term. Party B shall ensure warrants that the provided service fees comply it complies with the relevant regulations released by the state pricing authorities.
3.3 Party B must abide by Chinese laws, regulations and policies regarding rules of the telecommunications and internet information servicesState, accepts the supervision of relevant administrative organs, carries out business activities according to law, and undertakes hangs or posts legitimate licenses at conspicuous places of its business premises; and warrants that the contents provided will not violate relevant Chinese laws, regulations and policies, and will not damage the legitimate rights & interests of third parties and public interests, and it will not spread any unlawful information through take up unfair competition, or sell counterfeit or shoddy goods, or take up business activities in the system name of Party A; otherwise, otherwise it Party B shall be liable and compensate for all losses caused thereby (including any claims and all relevant administrative punishments thereby imposed on Party A, and various expenses incurred by Party A and Party B for handling such events).
13.2 Party B shall establish measures such as fire control, anti-theft, public order and sanitation in the consequences arising therefromTarget Property, comply with property management regulations, maintain public management order, and ensure the safety of the property.
13.3 Party B shall not change the leasehold purpose of the Target Property as stipulated in this Agreement and shall not use the Target Property for illegal activities. Party B must be shall pay the rental, property management fees and other public utility expenses in position time.
13.4 In the event of relocation, requisitioning, etc. ordered by a government, if the government compensates the requisitioned party, Party A shall assist Party B to filter obtain the information provided governmental compensation, or Party A shall consult with Party B and pay a legally deserved part of the compensation to Party B within three business days after the date of receiving the part legally attributable to Party B from the government.
13.5 During the occupation of the Target Property, Party B shall abide by the customers, such as laws and regulations related to fire control and environment protection of the chat recordsChinese Government and Beijing Municipality, and preclude all unhealthy and unlawful information. Party B shall be responsible for dealing equipping the leased units with all portable fire extinguishers that meet the complaints arising therefrom quantity required by the fire management regulations, and assume all the economic taking appropriate measures to reduce air, noise or other pollution.
13.6 Electric current load and legal liabilities. If Party A suffers any economic loss, or goodwill loss, it shall have the right to claim indemnifications against Party B.power availability assurance
3.4 (a) Party B must abide by may apply to the relevant laws in providing the game services hereunder, and shall possess any and all the government permits, production and/or use licenses and/or authorizations, and the service provided by Party B shall have power supply bureau to become a lawful and authentic source, and it shall not infringe upon or otherwise use without due authorizations, the IPRs of any third party, such as copyrights direct customer of the third party power supply bureau, namely, a direct power supply account or other lawful rightsa high-voltage self-management account. If due to the game services of Party B, Party A is complained, prosecuted or otherwise claimed by any third party alleging the suspected infringement, Party A shall be entitled to suspend the business under suspected infringement, and transfer the disputes to Party B, and cooperate with Party B shall communicate immediately with the complaining or claiming party to solve the disputes and be liable for all legal and economic liabilities. If Party A suffers economic loss or goodwill loss, it shall have the right to claim indemnifications against Party B.
3.5 During the cooperation period, Party B shall not, without the prior written consent of Party A, take advantage of various channels to realize connection or connection in disguised form between the mobile data applications business of Party A and third parties.
3.6 Party B shall actively coordinate with the interface test of Party A, and undertakes to provide the service strictly according to the business standards and interface technology specifications of Party A.
3.7 Party B shall submit in a clear and unambiguous manner all the documents required for the normal provision of the business hereunder, and assume all the economic and legal liabilities.
3.8 Party B undertakes to log on daily the management system specified by Party A to receive all the notices, announcements and other information, and make a timely response, failing which, Party B shall be wholly liable for all the losses arising therefrom.
3.9 Under the guide of Party A, Party B shall have the discretion to decide whether to charge the service or decide the specific charging standards; the service standards for a single game shall not be higher than that set by Party A in its game business management rules.
3.10 Party B shall comply with and implement the management rules, customer service standards and documents of Party A regarding the game business of Party A, and shall be subject to the inspection and supervision of Party A. Regardless of the reasons of withdrawal from game service (including forceful withdrawal resulting from the survival-of-the-fittest appraisal of Party A), Party B is obliged to provide a one-month buffer period for its withdrawal during which Party B shall continue to provide services to the customers, and shall make a pubic announcement to the customers as to the intended termination of the game services at a prominent position of its WAP/WWW sites or by other influential channels, and then inform the registered customers via free mobile messages. Upon the termination of this cooperation, Party B shall continue to actively coordinate with China Mobile in respect of the relevant customer-related services; Party B shall still be liable for the responsibilities during the cooperative period arising from the acts of Party B.
3.11 Party B shall make available a customer service channel for 7×24 hours, establish an effective complaining channel that could effectively deal with the customer enquiries and solve the customer complaints that are not caused as a result of the network communication breakdown of Party A. If Party A receives any of the above complaints, Party B shall make an initial reply to the customer service department of Part A within two (2) hours and identify the specific causes for that within one (1) working day, and stop the further spread of the unlawful information. If Party A and Party B could not make a reasonable explanation as to the customer complaints, Party B shall be the final resolving party to effectively deal with and resolve the complaints of the customers.
3.12 If the customer refuses to pay the information service fee of Party B or Party A need to firstly refund the service fee already paid by the customer due to the service quality of Party B or the service rate above the standards set by the pricing authorities, Party A may have it deducted from the information service fee payable to Party B, if insufficient to deduct, Party B shall separately pay the balance to Party A.
3.13 Party B shall actively do market promotion and advertising work. Party B shall mxxx the “China Mobile Game” brand and the UI standards in its promotion and advertising materials according to the relevant requirements of Party A.
3.14 Party B undertakes that it has the lawful ownership as to any of the products and information provided hereunder, or obtained the necessary authorization to license Party A to use the same according to this Agreement, and undertakes that the products and information provided by Party B hereunder does not infringe upon the legitimate rights and interests of any third party, including but not limited to the copyrightto, right of reputationproviding corresponding routes, portraiture rightissuing relevant documents, evidential materials, affixing seals, etc., it is free from any copyright disputes and it has not violated and will not violate any laws and regulations, and . without charging additional fees;
(b) Party A shall promptly notify Party B is entitled to authorize upon receiving a power blackout notice from the superior transformer substation.
13.7 Party A to disseminate it via the information network.
3.15 If any third party lodges any complaints, brings any legal proceedings or submits for arbitration against Party B, alleging agrees that Party B has no disposal right to any may install Party B’s logo on the outer wall and roof of the cooperative products or information hereunder or Target Property, provided that the authorization logo scheme is subject to approval of Party B has legal defects, Party A may as appropriate take any and approval of the following remedies jointly or selectively:
3.15.1 Terminate the sharing with competent governmental authority. Party B shall ensure the safety of distributable earnings under this Agreement, with the amount not exceeding what installed logo and shall be responsible for going through the third party claimed;
3.15.2 Require Party B to solve such disputes approval formalities at its own litigation expenses, and Party B shall, as required by Party A, request the appropriate dispute resolving authorities to add Party A as a third party in such proceedings.
3.15.3 Terminate this Agreement in part or in whole. If the above remedies are insufficient to avoid the loss of Party A, as requested by Party A, Party B shall timely and fully indemnify Party A and hold Party A harmless from or against any and all the losses incurred by Party A, including but not limited to the advances already paid by Party A to Party B, and/or the economic loss accrued during the termination of the business hereunder, the attorney’s fee, court fee and arbitration fee as paid by Party A for the purposes of resolving the disputes.
3.16 Party B, if having no qualifications as required for the operation of network businesses, shall not in any manner whatsoever provide the service access approach to the customers via the internet during cooperation, including but not limited to the business ordering and on-demand services. Meanwhile, it shall not conduct any advertising work for the cooperative business hereunder on the website that has not procured the telecommunications and information business operation permit. If in breach of this clause during the cooperative period, Party B shall be solely and wholly liable therefor.
Appears in 1 contract
Rights and Obligations of Party B. 3.1 Any 1. Party B must adhere to all relevant laws, regulations, and property management guidelines of Datang Science and Technology Industrial Park B is responsible for independently obtaining the necessary licenses and permits for its business operations and assumes all associated risks. Party A shall not bear any liability in this regard. Party B is obligated to conduct its business activities in accordance with the business law, fulfill tax obligations, and operate in a civilized manner. All claims, liabilities, disputes, and expenses arising from the operation and use of the premises after its delivery shall be the sole responsibility of Party B. If Party B’s actions result in damages or losses to Party A or others, Party A reserves the right to unilaterally terminate this contract. Address: Room 101, 601, 701, 000, Xx. 00, Xxxxxx Xxxxxx, Xxxxxxx Xxxx, Xxxxxx Xxxxxxxx, Xxxxxxxxx, Xxxxx 7
2. Following the execution of this contract, Party B must occupy and use the premises on or before May 25, 2023, and ensure that it is utilized for the purpose specified in Article 1, Clause 3 of this contract. Failure to do so will constitute a breach of contract by Party B, allowing Party A to terminate this contract. Party B will be liable for any resulting damages.
3. Concurrently with the signing of this contract, Party B is required to enter into agreements related to property management rules, cooperative management rules, credit management rules, customer service management rules, verification rules and information service standards and the revision thereof (specifically subject diligently adhere to the rules fire safety regulations established by relevant governmental authorities. During the contract term, Party B shall assume full responsibility for any property losses or standards released personal injuries suffered by third parties due to fire safety hazards within the leased unit.
4. Party A, taking into consideration the nature of Party B’s industry, its scale, and overall capabilities, as well as the demonstrated impact of Party B’s presence in the park, agrees to lease the premises to Party B under the terms specified in this contract. Party B acknowledges and confirms its understanding of this agreement. Party B also agrees to provide priority support and cooperation for visits and receptions by government officials and important clients, as informed by Party A in its management system) made advance.
5. During the lease period, if Party A encounters any of the following situations, Party B may unilaterally terminate the lease contract. In such cases, Party A is obligated to compensate Party B for relocation expenses, renovation costs, previously paid rent, and other financial losses. Additionally, Party A must fully refund all types of deposits paid by Party A from time B.
(1) Failure to time during deliver the cooperative period shall be operated as annexes leased premises to this Agreement, and Party B acknowledges for occupancy on time;
(2) Lack of legal right to use the foregoing and undertakes to comply with all the requirements in providing the game service hereunder.leased premises;
3.2 (3) Inability of Party B shall provide Party A the valid and true copies to conduct normal operations due to a change in property ownership of the telecommunication leased premises;
(4) Seizure of the leased premises due to unlawful actions by Party A;
(5) Violation of other terms and information services operation permitconditions of this contract by Party A, telecommunication value-added service license, business license, resulting in significant financial losses to Party B;
(6) Inability to fulfill this Agreement due to other licenses/permits, reasons on the letter part of credit, information sources, bank account and other documents required for the normal operation of Party A.
6. Party B, and ensuring safety, may apply to Party A for the installation of billboards on the street-facing exterior of the leased property in accordance with Party A’s property management regulations. Additionally, Party B shall ensure that may establish directional signage within the provided service fees comply with park and elevators. If Party B wishes to conduct advertising or organize public relations activities outside of the relevant regulations released by the state pricing authorities.
3.3 leased unit, Party B must abide first submit a written request to Party A and obtain written approval from Party A before proceeding with such advertising or public relations activities. The associated costs shall be mutually determined through separate negotiations. Any advertising or promotional activities outside of the leased unit are prohibited without prior approval.
7. During the lease period, any facilities within the leased unit that are invested in by Chinese lawsParty B and subsequently damaged shall be the responsibility of Party B to repair. Party B is also responsible for the removal of industrial waste and scrap generated within the leased unit from the industrial park. Address: Room 101, regulations and policies regarding 601, 701, 000, Xx. 00, Xxxxxx Xxxxxx, Xxxxxxx Xxxx, Xxxxxx Xxxxxxxx, Xxxxxxxxx, Xxxxx 8
8. Throughout the telecommunications and internet information serviceslease period, Party B must ensure safety, fire prevention, and undertakes that maintain hygiene and epidemic prevention within the contents provided will not violate relevant Chinese laws, regulations and policies, and will not damage the legitimate rights & interests of third parties and public interests, and it will not spread any unlawful information through the system of Party A, otherwise it shall be liable for any and all the consequences arising therefromleased unit. Party B must adhere to local government regulations pertaining to fire safety, public security, health, environmental protection, family planning, and the management of transient populations. Party B is prohibited from constructing attics, engaging in open-flame cooking, or residing within the premises. Adequate firefighting equipment must be provided within the leased premises, and fire escape routes must remain unobstructed. Party B shall bear all economic and legal responsibilities for any accidents, including but not limited to safety incidents, fires, flooding, epidemics, etc., that occur within the leased unit during the lease term.
9. During the lease period, Party B is responsible for the proper maintenance and use of the premises. Any damage resulting from improper usage or neglectful maintenance by Party B shall require Party B to cover the costs of repair and compensation.
10. Throughout the lease period, Party B must adhere to Party A’s standardized management practices and environmental requirements for the project in position which the leased unit is situated.
11. If, during the lease period, Party B fails to filter pay rent in accordance with the information provided by agreed-upon amount and schedule stipulated in this contract, it will be considered a breach of contract. In cases where Party B genuinely requires early termination of the customerscontract and surrender of the lease due to exceptional circumstances, Party B must provide written notice to Party A at least 30 days in advance. Such termination is subject to Party A’s written approval, and the performance deposit will not be refunded to Party B. Upon handing over the premises, Party B must ensure that the premises are in a clean and fully intact condition, immediately suitable for re-rental. Any fixtures or equipment that have been affixed to the walls, floors, or ceilings during Party B’s tenancy, including air conditioning units and lighting fixtures, become the property of Party A if they are removed, causing damage to the premises.
12. Party B acknowledges that it has a clear understanding of the permitted usage, site conditions, facilities, and engineering status of the property, as well as property rights, fire regulations, water and electricity services, elevators, and other relevant conditions. Party B agrees not to make any claims to Party A during the lease period based on the aforementioned conditions, asserting that it is unable to obtain relevant licenses or that its normal use of the property is affected, thereby necessitating a postponement of the rent-free period, refund of the security deposit, or compensation.
13. Party B is prohibited from storing flammable, explosive, poisonous, radioactive materials, prohibited items, or any items that may pose a threat to the security of the premises or the park in which the premises are located within the leased unit. Additionally, Party B may not obstruct any entrances, exits, staircases, platforms, passages, elevators, lobbies, or other public areas.
14. In cases where Party B’s negligence or fault (including but not limited to failing to take appropriate measures under adverse weather conditions, etc.) results in damage to any facilities or installations (such as doors, windows, glass, electrical wiring, or other equipment) within the chat recordsleased unit, and preclude all unhealthy and unlawful information. thereby causing losses to Party A or a third party, Party B shall be responsible for dealing with all compensating the complaints arising therefrom and assume all losses incurred.
15. Upon the economic and legal liabilities. If Party A suffers any economic loss, or goodwill loss, it shall have the right to claim indemnifications against Party B.
3.4 Party B must abide by the relevant laws in providing the game services hereunder, and shall possess any and all the government permits, production and/or use licenses and/or authorizations, and the service provided by Party B shall have a lawful and authentic source, and it shall not infringe upon or otherwise use without due authorizations, the IPRs of any third party, such as copyrights expiration of the third party or other lawful rights. If due to the game services of Party B, Party A is complained, prosecuted or otherwise claimed by any third party alleging the suspected infringement, Party A shall be entitled to suspend the business under suspected infringement, and transfer the disputes to Party B, and Party B shall communicate immediately with the complaining or claiming party to solve the disputes and be liable for all legal and economic liabilities. If Party A suffers economic loss or goodwill loss, it shall have the right to claim indemnifications against Party B.
3.5 During the cooperation period, Party B shall not, without the prior written consent of Party A, take advantage of various channels to realize connection or connection in disguised form between the mobile data applications business of Party A and third parties.
3.6 Party B shall actively coordinate with the interface test of Party A, and undertakes to provide the service strictly according to the business standards and interface technology specifications of Party A.
3.7 Party B shall submit in a clear and unambiguous manner all the documents required for the normal provision of the business hereunder, and assume all the economic and legal liabilities.
3.8 Party B undertakes to log on daily the management system specified by Party A to receive all the notices, announcements and other information, and make a timely response, failing which, Party B shall be wholly liable for all the losses arising therefrom.
3.9 Under the guide of Party Acontract, Party B shall have the discretion right to decide whether to charge renew the service or decide contract under the specific charging standards; same conditions on a priority basis.
16. After the service standards for a single game shall not be higher than that set by contract’s expiration, if Party A in its game business management rules.
3.10 Party B shall comply renews the contract with and implement the management rules, customer service standards and documents of Party A regarding the game business of Party A, and shall be subject to the inspection and supervision of Party A. Regardless of the reasons of withdrawal from game service (including forceful withdrawal resulting from the survival-of-the-fittest appraisal of Party A), Party B is obliged to provide a one-month buffer period for its withdrawal during which Party B shall continue to provide services to the customers, and shall make a pubic announcement to the customers as to the intended termination of the game services at a prominent position of its WAP/WWW sites or by other influential channels, and then inform the registered customers via free mobile messages. Upon the termination of this cooperationproperty owner, Party B shall continue to actively coordinate with China Mobile in respect of the relevant customer-related services; Party B shall still be liable for the responsibilities during the cooperative period arising from the acts of Party B.
3.11 Party B shall make available a customer service channel for 7×24 hours, establish an effective complaining channel that could effectively deal with the customer enquiries and solve the customer complaints that are not caused as a result of the network communication breakdown of Party A. If Party A receives any of the above complaints, Party B shall make an initial reply to the customer service department of Part A within two (2) hours and identify the specific causes for that within one (1) working day, and stop the further spread of the unlawful information. If Party A and Party B could not make a reasonable explanation as to the customer complaints, Party B shall be the final resolving party to effectively deal with and resolve the complaints of the customers.
3.12 If the customer refuses to pay the information service fee of Party B or Party A need to firstly refund the service fee already paid by the customer due to the service quality of Party B or the service rate above the standards set by the pricing authorities, Party A may have it deducted from the information service fee payable to Party B, if insufficient to deduct, Party B shall separately pay the balance to Party A.
3.13 Party B shall actively do market promotion and advertising work. Party B shall mxxx the “China Mobile Game” brand and the UI standards in its promotion and advertising materials according to the relevant requirements of Party A.
3.14 Party B undertakes that it has the lawful ownership as to any of the products and information provided hereunder, or obtained the necessary authorization to license Party A to use enjoy the same according to this Agreement, lease term and undertakes that the products and information provided by Party B hereunder does not infringe rental conditions as those agreed upon the legitimate rights and interests of any third party, including but not limited to the copyright, right of reputation, portraiture right, etc., it is free from any copyright disputes and it has not violated and will not violate any laws and regulations, and Party B is entitled to authorize Party A to disseminate it via the information network.
3.15 If any third party lodges any complaints, brings any legal proceedings or submits for arbitration against Party B, alleging that Party B has no disposal right to any of the cooperative products or information hereunder or the authorization of Party B has legal defects, Party A may as appropriate take any of the following remedies jointly or selectively:
3.15.1 Terminate the sharing with Party B of distributable earnings under this Agreement, with the amount not exceeding what the third party claimed;
3.15.2 Require Party B to solve such disputes at its own litigation expenses, and Party B shall, as required by in Party A’s renewed contract. Address: Room 101, request the appropriate dispute resolving authorities to add Party A as a third party in such proceedings.
3.15.3 Terminate this Agreement in part or in whole601, 701, 000, Xx. If the above remedies are insufficient to avoid the loss of Party A00, as requested by Party AXxxxxx Xxxxxx, Party B shall timely and fully indemnify Party A and hold Party A harmless from or against any and all the losses incurred by Party AXxxxxxx Xxxx, including but not limited to the advances already paid by Party A to Party BXxxxxx Xxxxxxxx, and/or the economic loss accrued during the termination of the business hereunderXxxxxxxxx, the attorney’s fee, court fee and arbitration fee as paid by Party A for the purposes of resolving the disputes.
3.16 Party B, if having no qualifications as required for the operation of network businesses, shall not in any manner whatsoever provide the service access approach to the customers via the internet during cooperation, including but not limited to the business ordering and on-demand services. Meanwhile, it shall not conduct any advertising work for the cooperative business hereunder on the website that has not procured the telecommunications and information business operation permit. If in breach of this clause during the cooperative period, Party B shall be solely and wholly liable therefor.Xxxxx 9
Appears in 1 contract
Rights and Obligations of Party B. 3.1 Any and all the business management rules, cooperative management rules, credit management rules, customer service management rules, verification rules and information service standards and the revision thereof (specifically subject to the rules or standards released by Party A in its management system) made by Party A from time to time during the cooperative period shall be operated as annexes to this Agreement, and Party B acknowledges the foregoing and undertakes to comply with all the requirements in providing the game service hereunder.
3.2 Party B shall provide Party A the valid and true copies of the telecommunication and information services operation permit, telecommunication value-added service license, business license, other licenses/permits, the letter of credit, information sources, bank account and other documents required for the normal operation of Party B, and Party B shall ensure that the provided service fees comply with the relevant regulations released by the state pricing authorities.
3.3 Party B must abide by Chinese laws, regulations and policies regarding the telecommunications and internet information services, and undertakes that the contents provided will not violate relevant Chinese laws, regulations and policies, and will not damage the legitimate rights & interests of third parties and public interests, and it will not spread any unlawful information through the system of Party A, otherwise it shall be liable for any and all the consequences arising therefrom1. Party B must be in position to filter the information provided by the customers, such as the chat records, and preclude all unhealthy and unlawful information. Party B shall be responsible for dealing with all the complaints arising therefrom and assume all the economic and legal liabilities. If Party A suffers any economic loss, or goodwill loss, it shall have the right to claim indemnifications against Party B.
3.4 Party B must abide by the relevant laws in providing the game services hereunder, and shall possess any and all the government permits, production and/or use licenses and/or authorizations, and the service provided by Party B shall have a lawful and authentic source, and it shall not infringe upon or otherwise use without due authorizations, the IPRs of any third party, such as copyrights of the third party or other lawful rights. If due to the game services of Party B, Party A is complained, prosecuted or otherwise claimed by any third party alleging the suspected infringement, Party A shall be entitled to suspend the business under suspected infringement, and transfer the disputes to Party B, and Party B shall communicate immediately with the complaining or claiming party to solve the disputes and be liable for all legal and economic liabilities. If Party A suffers economic loss or goodwill loss, it shall have the right to claim indemnifications against Party B.
3.5 During the cooperation period, Party B shall not, without the prior written consent of Party A, take advantage of various channels to realize connection or connection in disguised form between the mobile data applications business of Party A and third parties.
3.6 Party B shall actively coordinate with the interface test of Party A, and undertakes to provide the service strictly according to the business standards and interface technology specifications of Party A.
3.7 Party B shall submit in a clear and unambiguous manner all the documents required for the normal provision of the business hereunder, and assume all the economic and legal liabilities.
3.8 Party B undertakes to log on daily the management system specified by Party A to receive all the notices, announcements and other information, and make a timely response, failing which, Party B shall be wholly liable for all the losses arising therefrom.
3.9 Under the guide of Party A, Party B shall have the discretion to decide whether to charge the service or decide the specific charging standards; the service standards for a single game shall not be higher than that set by Party A in its game business management rules.
3.10 Party B shall comply with and implement the management rules, customer service standards and documents of Party A regarding the game business of Party A, and shall be subject to the inspection and supervision of Party A. Regardless of the reasons of withdrawal from game service (including forceful withdrawal resulting from the survival-of-the-fittest appraisal of Party A), Party B is obliged to provide a one-month buffer period for its withdrawal during which Party B shall continue to provide services to the customers, and shall make a pubic announcement to the customers as to the intended termination of the game services at a prominent position of its WAP/WWW sites or by other influential channels, and then inform the registered customers via free mobile messages. Upon the termination of this cooperation, Party B shall continue to actively coordinate with China Mobile in respect of the relevant customer-related services; Party B shall still be liable for the responsibilities during the cooperative period arising from the acts of Party B.
3.11 Party B shall make available a customer service channel for 7×24 hours, establish an effective complaining channel that could effectively deal with the customer enquiries and solve the customer complaints that are not caused as a result of the network communication breakdown of Party A. If Party A receives any of the above complaints, Party B shall make an initial reply to the customer service department of Part A within two (2) hours and identify the specific causes for that within one (1) working day, and stop the further spread of the unlawful information. If Party A and Party B could not make a reasonable explanation as to the customer complaints, Party B shall be the final resolving party to effectively deal with and resolve the complaints of the customers.
3.12 If the customer refuses to pay the information service fee of Party B or Party A need to firstly refund the service fee already paid by the customer due to the service quality of Party B or the service rate above the standards set by the pricing authorities, Party A may have it deducted from the information service fee payable to Party B, if insufficient to deduct, Party B shall separately pay the balance to Party A.
3.13 Party B shall actively do market promotion and advertising work. Party B shall mxxx the “China Mobile Game” brand and the UI standards in its promotion and advertising materials according to the relevant requirements of Party A.
3.14 Party B undertakes guarantees that it has the lawful ownership as to any of the products ability and information provided hereunder, or obtained the necessary authorization to license Party A to use the same according to this Agreement, and undertakes that the products and information provided by Party B hereunder does not infringe upon the legitimate rights and interests of any third partyperform various services hereunder, including but not limited to the copyrightagency, right operation authority and ability of reputationdelivery platforms. Party B shall show Party A copies of business license, portraiture rightcertification documents of the general VAT taxpayer, etcbank account opening license and other relevant documents, and ensure the validity of Party B's platform agency authorization within the validity period of the Contract.
2. If Party B provides promotion content production services for Party A, it shall ensure that the promotion content is free from any copyright disputes original or has obtained the legal authorization of the obligee to use it in the form contained herein, and it has not violated and will not violate any that the promotion content complies with the provisions of relevant laws and regulations, does not infringe on anyone's legal rights (including intellectual property rights), does not have rights or any other form of disputes, and Party B is entitled conforms to authorize public order and good customs. If Party A is required to disseminate it via bear the information network.
3.15 If liability by any third party lodges any complaints, brings any legal proceedings or submits for arbitration against due to Party B's promotion content, alleging that including compensation, cessation of infringement and other disputes, Party B shall be responsible for solving and bearing all direct or indirect losses caused by Party A (including but not limited to legal fees, notarial fees, attorney fees, preservation guarantee fees, investigation and evidence collection fees, damages paid by the third party, etc.), and Party A has no disposal the right to unilaterally notify to terminate the Contract without any liability.
3. The intellectual property rights and other related rights and interests of the cooperative products or information hereunder or the authorization of promotion content produced by Party B has legal defects, belong to Party A may as appropriate take any of the following remedies jointly or selectively:
3.15.1 Terminate the sharing with Party B of distributable earnings under this Agreement, with the amount not exceeding what the third party claimed;
3.15.2 Require Party B to solve such disputes at its own litigation expensesA, and Party B shall, as required can enjoy the right of authorship but the signature method shall be approved by Party A, request the appropriate dispute resolving authorities A in advance. Any other rights belong to add Party A as a third party in such proceedings.
3.15.3 Terminate this Agreement in part or in whole. If the above remedies are insufficient to avoid the loss of Party A, as requested by Party A, Party B shall timely and fully indemnify Party A and hold Party A harmless from or against any and all the losses incurred by Party A, including but not limited to other rights determined by laws and regulations such as modification, reproduction, distribution, exhibition, publication, information network dissemination, re-creation and production of derivative products. Party B may disseminate, promote, deliver, display or take similar actions to third parties other than Party A and Party B only after obtaining written confirmation from Party A.
4. Party B shall modify the advances already paid size, file format and content of Party A's materials according to the release rules of delivery platforms. If Party A's materials do not meet the requirements of laws, regulations or platforms, Party B shall modify them until the promotion contents meet the release requirements. Party B shall be responsible for and bear the consequences for promotion contents released by Party A to Party B, and/or the economic loss accrued during the termination of the business hereunder, the attorney’s fee, court fee and arbitration fee as paid by Party A for the purposes of resolving the disputes.
3.16 Party B, if having no qualifications as required for the operation of network businesses, shall not in any manner whatsoever provide the service access approach to the customers via the internet during cooperation, including but not limited to all losses of Party A caused by promotion contents being removed off shelves because they do not meet the business ordering requirements of laws and on-demand servicesregulations or the requirements of delivery platforms (including but not limited to attorney fees, legal fees, preservation fees, notarial fees, etc. Meanwhileincurred to safeguard their own rights and interests, the same below), losses of Party A caused by promotion contents being removed off shelves because of complaints from third parties, and claims by third parties for promotion contents, etc. At this time, Party A has the right to require Party B to refund the expenses involved in the promotion contents of this part. If Party A refuses to modify or fails to modify in time, it is not restricted by this article, and Party A shall not conduct any advertising work for bear the cooperative business hereunder on corresponding consequences at that time.
5. Party B shall ensure to provide Party A with services such as promotion content production, recharge agency and operation optimization in a timely and accurate manner according to the website that has not procured agreement of both parties or Party A's instructions. Without the telecommunications and information business operation permit. If in breach consent of this clause during the cooperative periodParty A, Party B shall not take delivery actions, use the funds in Party A's promotion account without authorization, or have wrong delivery that is inconsistent with Party A's delivery requirements. Otherwise, Party A has the right to investigate Party B's liability for breach of contract according to Article 6.2.
6. In case of service problems caused by Party B, including but not limited to substandard conversion effect, promotion material problems, bid problems and failure to promote according to the agreed time, Party B shall bear corresponding liabilities for breach of contract.
7. Party B has the obligation to keep confidential and prudently use Party A's business, financial, technical, product and service information, user data or any other documents or information (collectively referred to as "Party A's data") obtained or received by Party B during the performance of the Contract. Party B only transfers, duplicates, disseminates and uses Party A's data within the scope agreed herein for the purpose of performance of the Contract. If Party B uses Party A's data in advertising materials, promotion contents and other external display documents produced for Party A, it shall obtain Party A's written consent.
8. If a third party complains that Party A's products corresponding to the delivery content are illegal, and therefore Party B's platform faces examination or inquiry from relevant authorities, Party B has the right to immediately remove or delete relevant products or pages, and at the same time stop the network promotion and delivery service for Party A, and the losses incurred hereby shall be solely borne by Party A. If Party B suffers from any third party claim or any administrative or judicial punishment and wholly liable thereforthe documents issued by such departments determine that Party A's products or services are illegal, Party A shall compensate Party B for the losses determined in the documents within 5 working days from the date of receiving Party B's notice, and Party B has the right to reserve the right to terminate the Agreement at any time without any legal liability and cost compensation.
9. Party B shall not guide users to register with virtual operator mobile phone number. If Party A has evidence to prove that Party B guides users to register Party A's products with virtual operator mobile phone number, Party A has the right to exclude this part of user data when settling promotion expenses with Party B, and has the right to request early termination of cooperation between both parties. (Virtual operator mobile phone number: refers to the mobile phone number purchased by virtual operator from a basic operator, packaged and sold, subject to the number segment sold by virtual operator.)
10. Party B shall not take any false or cheating means in the process of promoting Party A's products, otherwise Party A has the right to require Party B to refund all the promotion expenses paid by Party A, and unilaterally terminate the Contract and related supplementary agreements without any legal liability and cost compensation. In case of any losses caused to Party A (including but not limited to attorney fees, legal fees, preservation fees, notarial fees, etc. incurred by Party B to safeguard its own rights and interests), Party B shall compensate accordingly.
11. Party B shall ensure that its service quality or standards provided for Party A are not lower than that provided for other subjects with competitive relation with Party A and/or Party A’s associates.
12. Party B shall not carry out any behavior that damages or may damage Party A’s business reputation.
Appears in 1 contract
Samples: Network Promotion Service Agreement (Baosheng Media Group Holdings LTD)
Rights and Obligations of Party B. 3.1 Any and all the business management rules, cooperative management rules, credit management rules, customer service management rules, verification rules and information service standards and the revision thereof (specifically subject to the rules or standards released by Party A in its management system) made by Party A from time to time during the cooperative period shall be operated as annexes to this Agreement, and Party B acknowledges the foregoing and undertakes to comply with all the requirements in providing the game service hereunder.
3.2 6.1 Party B shall provide Party A use the valid and true copies of the telecommunication and information services operation permit, telecommunication value-added service license, business license, other licenses/permits, the letter of credit, information sources, bank account and other documents required plant under lease for the normal operation of Party Bpurpose hereunder, and shall not change the purpose hereof. In the event that Party B has to re-decorate or reconstruct the plant, Party B shall ensure that obtain Party A’s prior written consent in advance. Where Party B has to go through the provided service fees comply planning, design and fitment formalities with the relevant regulations released by the state pricing authorities.
3.3 national authorities according to regulations, Party B must abide by Chinese laws, regulations and policies regarding obtain approval from the telecommunications and internet information servicesrelevant government authorities, and undertakes that shall receive the contents provided will permit prior to construction. Any fitment shall not violate relevant Chinese lawsaffect the original structure and style of the plant, regulations nor shall damage the bearing walls and policiesexterior façade of the plant. Prior to fitment, Party B shall install its own water meter and ammeter in place. Prior to commencement of business or operation, Party B shall produce originals of certificates and licenses, and will not damage the legitimate rights & interests of third parties and public interests, and it will not spread any unlawful information through the system of provide corresponding copies thereof to Party A
6.2 During the lease term, otherwise it Party B shall not mortgage the plant. Where Party B has to sub-let the plant in whole or part, Party B must obtain Party A’s prior written consent. The term of any sub-let or sub-lease agreement shall not exceed the term hereof. Party A shall have the right to increase the rental in order to share the sub-let or sub-lease benefits. Where Party B sub-lets or sub-leases the plant during the lease term without permission, then Party B shall be deemed as default, in which case, Party A shall have the right to terminate the Contract immediately without return of security deposit and rental. Party B shall be liable for any and all the consequences arising therefrom. Party B must be in position to filter the information provided by the customers, such as the chat records, and preclude all unhealthy and unlawful information. economic liabilities caused thereby.
6.3 Party B shall be responsible for dealing pay the rental, management fee and utilities in full on time strictly in accordance with all the complaints arising therefrom Contract.
6.4 Party B’s operating activities shall conform to the relevant national laws and assume all the economic and legal liabilitiesregulations. If Party A suffers In case of any economic lossillegal behaviors, or goodwill loss, it shall have the right to claim indemnifications against Party B.
3.4 Party B must abide by the relevant laws in providing the game services hereunder, case of fire and shall possess any and all the government permits, production and/or use licenses and/or authorizations, and the service provided by Party B shall have a lawful and authentic source, and it shall not infringe upon or otherwise use without other safety accidents due authorizations, the IPRs of any third party, such as copyrights of the third party or other lawful rights. If due to the game services of Party B, Party A is complained, prosecuted or otherwise claimed by any third party alleging the suspected infringement, Party A shall be entitled to suspend the business under suspected infringement, and transfer the disputes to Party B, and Party B shall communicate immediately with the complaining or claiming party to solve the disputes and be liable for all legal and economic liabilities. If Party A suffers economic loss or goodwill loss, it shall have the right to claim indemnifications against Party B.
3.5 During the cooperation period, Party B shall not, without the prior written consent of Party A, take advantage of various channels to realize connection or connection in disguised form between the mobile data applications business of Party A and third parties.
3.6 Party B shall actively coordinate with the interface test of Party A, and undertakes to provide the service strictly according to the business standards and interface technology specifications of Party A.
3.7 Party B shall submit in a clear and unambiguous manner all the documents required for the normal provision of the business hereunder, and assume all the economic and legal liabilities.
3.8 Party B undertakes to log on daily the management system specified by Party A to receive all the notices, announcements and other information, and make a timely response, failing which, Party B shall be wholly liable for all the losses arising therefrom.
3.9 Under the guide of Party A, Party B shall have the discretion to decide whether to charge the service or decide the specific charging standards; the service standards for a single game shall not be higher than that set by Party A in its game business management rules.
3.10 Party B shall comply with and implement the management rules, customer service standards and documents of Party A regarding the game business of Party A, and shall be subject to the inspection and supervision of Party A. Regardless of the reasons of withdrawal from game service (including forceful withdrawal resulting from the survival-of-the-fittest appraisal of Party A), Party B is obliged to provide a one-month buffer period for its withdrawal during which Party B shall continue to provide services to the customers, and shall make a pubic announcement to the customers as to the intended termination of the game services at a prominent position of its WAP/WWW sites or by other influential channels, and then inform the registered customers via free mobile messages. Upon the termination of this cooperation, Party B shall continue to actively coordinate with China Mobile in respect of the relevant customer-related services; Party B shall still be liable for the responsibilities during the cooperative period arising from the acts of Party B.
3.11 Party B shall make available a customer service channel for 7×24 hours, establish an effective complaining channel that could effectively deal with the customer enquiries and solve the customer complaints that are not caused as a result of the network communication breakdown of Party A. If Party A receives any of the above complaints, Party B shall make an initial reply to the customer service department of Part A within two (2) hours and identify the specific causes for that within one (1) working day, and stop the further spread of the unlawful information. If Party A and Party B could not make a reasonable explanation as to the customer complaints, Party B shall be the final resolving party to effectively deal with and resolve the complaints of the customers.
3.12 If the customer refuses to pay the information service fee of Party B or Party A need to firstly refund the service fee already paid by the customer due to the service quality of Party B or the service rate above the standards set by the pricing authorities, Party A may have it deducted from the information service fee payable to Party B, if insufficient to deduct, Party B shall separately pay the balance to Party A.
3.13 Party B shall actively do market promotion and advertising work. Party B shall mxxx the “China Mobile Game” brand and the UI standards in its promotion and advertising materials according to the relevant requirements of Party A.
3.14 Party B undertakes that it has the lawful ownership as to any of the products and information provided hereunder, or obtained the necessary authorization to license Party A to use the same according to this Agreement, and undertakes that the products and information provided by Party B hereunder does not infringe upon the legitimate rights and interests of any third party, including but not limited to the copyright, right of reputation, portraiture right, etc., it is free from any copyright disputes and it has not violated and will not violate any laws and regulations, and Party B is entitled to authorize Party A to disseminate it via the information network.
3.15 If any third party lodges any complaints, brings any legal proceedings or submits for arbitration against Party B, alleging that Party B has no disposal right to any of the cooperative products or information hereunder or the authorization of Party B has legal defects, Party A may as appropriate take any of the following remedies jointly or selectively:
3.15.1 Terminate the sharing with Party B of distributable earnings under this Agreement, with the amount not exceeding what the third party claimed;
3.15.2 Require Party B to solve such disputes at its own litigation expenses, and Party B shall, as required by Party A, request the appropriate dispute resolving authorities to add Party A as a third party in such proceedings.
3.15.3 Terminate this Agreement in part or in whole. If the above remedies are insufficient to avoid the loss of Party A, as requested by Party A, Party B shall timely and fully indemnify Party A and hold Party A harmless from or against any and all the losses incurred by Party A, including but not limited to the advances already paid by Party A to Party B, and/or the economic loss accrued during the termination of the business hereunder, the attorney’s fee, court fee and arbitration fee as paid by Party A for the purposes of resolving the disputes.
3.16 Party B, if having no qualifications as required for the operation of network businesses, shall not in any manner whatsoever provide the service access approach to the customers via the internet during cooperation, including but not limited to the business ordering and on-demand services. Meanwhile, it shall not conduct any advertising work for the cooperative business hereunder on the website that has not procured the telecommunications and information business operation permit. If in breach of this clause during the cooperative periodimproper management, Party B shall be solely responsible for any economic losses, and wholly shall assume the legal liabilities.
6.5 During the lease term, Party B shall be liable thereforfor the interior decoration of the plant, and maintenance of the facilities and equipment. In case of man-made damages, Party B shall be liable for making compensations.
6.6 When the Contract expires, Party B must restore the normal service conditions of the plant. Security deposit will be returned after Party A makes acceptance in writing. Otherwise, Party B shall be deemed as default, without refund of security deposit.
Appears in 1 contract
Rights and Obligations of Party B. 3.1 Any and all the business management rules, cooperative management rules, credit management rules, customer service management rules, verification rules and information service standards and the revision thereof (specifically subject to the rules or standards released by Party A in its management system) made by Party A from time to time during the cooperative period shall be operated as annexes to this Agreement, and Party B acknowledges the foregoing and undertakes to comply with all the requirements in providing the game service hereunder.
3.2 6.1 Party B shall provide logistics services including warehousing and transportation to Party A as stipulated herein.
6.2 Party B undertakes that the valid logistics services it provides hereunder, including warehousing and true copies transportation, shall meet Party A’s safety requirements and in compliance with the applicable laws and regulations.
6.3 Party B shall develop an effective storage, logistics and transportation management system and provide sufficient experienced staff to perform this agreement.
6.4 Party B shall provide services to Party A strictly in accordance with the operational procedure stipulated hereunder within the time limit required by Party A. Party B shall be liable for breaches of the telecommunication and information services operation permit, telecommunication value-added service license, business license, other licenses/permits, the letter of credit, information sources, bank account and other documents required for the normal operation of contract if such breaches are due to reasons attributable to Party B, and B.
6.5 Party B shall ensure that the provided service fees comply with safety of the relevant regulations released materials it stores or transports for Party A. Party B shall inform Party A promptly of any abnormal incidents by phone and report such incidents to Party A in writing subsequently within one business day and make every effort to minimize the state pricing authoritiesdamages to the materials.
3.3 6.6 Party B must abide by Chinese laws, regulations and policies regarding the telecommunications and internet information services, and undertakes that the contents provided will not violate relevant Chinese laws, regulations and policies, and will not damage the legitimate rights & interests of third parties and public interests, and it will not spread any unlawful information through the system of Party A, otherwise it shall be liable for any the damages, losses, deterioration of the materials and all pollution to the consequences arising therefrom. Party B must be environment if it does not store the materials in position to filter the information provided by the customers, such as the chat records, and preclude all unhealthy and unlawful information. condition specified herein.
6.7 Party B shall be responsible for dealing liable if it does not operate, transport or store hazardous materials and perishable materials in compliance with all the complaints arising therefrom applicable laws and assume all regulations or the economic and legal liabilities. If Party A suffers any economic loss, requirements stipulated herein or goodwill loss, it shall have the right causes damages to claim indemnifications against Party B.a third party.
3.4 Party B must abide by the relevant laws in providing the game services hereunder, and shall possess any and all the government permits, production and/or use licenses and/or authorizations, and the service provided by 6.8 Party B shall have a lawful arrange for the delivery, dispatching, acceptance, shipment and authentic source, transportation within the time limit and it shall not infringe upon or otherwise use without due authorizations, in the IPRs of any third party, such as copyrights of the third party or other lawful rights. If due to the game services of manner stipulated by Party B, Party A is complained, prosecuted or otherwise claimed by any third party alleging the suspected infringement, Party A shall be entitled to suspend the business under suspected infringement, and transfer the disputes to Party B, and A.
6.9 Party B shall communicate immediately with ensure the complaining or claiming party to solve safety of the disputes materials it stores and be liable transports for all legal and economic liabilities. If Party A suffers economic loss or goodwill loss, it shall have the right and make every effort to claim indemnifications against safeguard Party B.A’s materials.
3.5 During the cooperation period, 6.10 Party B shall not, without stipulate a strict warehouse management system and operational procedure to ensure timely supply and secure storage of the prior written consent of Party A, take advantage of various channels to realize connection or connection in disguised form between the mobile data applications business of Party A and third parties.
3.6 Party B shall actively coordinate with the interface test of Party A, and undertakes to provide the service strictly according to the business standards and interface technology specifications of materials needed by Party A.
3.7 Party B shall submit in a clear and unambiguous manner all the documents required for the normal provision of the business hereunder, and assume all the economic and legal liabilities.
3.8 Party B undertakes to log on daily the management system specified 6.11 Unless agreed by Party A to receive all the notices, announcements and other information, and make a timely response, failing which, Party B shall be wholly liable for all the losses arising therefrom.
3.9 Under the guide written consent of Party A, Party B shall have not use the discretion to decide whether to charge the service or decide the specific charging standards; the service standards for a single game shall not be higher than that set sites provide by Party A in its game business management rulesbeyond the purposes hereunder.
3.10 6.12 Party B shall comply with store and implement the management rules, customer service standards and documents of Party A regarding the game business of Party A, and shall be subject to the inspection and supervision of Party A. Regardless of the reasons of withdrawal from game service (including forceful withdrawal resulting from the survival-of-the-fittest appraisal of Party A), Party B is obliged to provide a one-month buffer period for its withdrawal during which Party B shall continue to provide services to the customers, and shall make a pubic announcement to the customers as to the intended termination of the game services at a prominent position of its WAP/WWW sites or by other influential channels, and then inform the registered customers via free mobile messages. Upon the termination of this cooperation, Party B shall continue to actively coordinate with China Mobile transport highly toxic substances strictly in respect of the relevant customer-related services; Party B shall still be liable for the responsibilities during the cooperative period arising from the acts of Party B.
3.11 Party B shall make available a customer service channel for 7×24 hours, establish an effective complaining channel that could effectively deal compliance with the customer enquiries applicable laws and solve the customer complaints that are not caused as a result of the network communication breakdown of Party A. If Party A receives any of the above complaints, Party B shall make an initial reply to the customer service department of Part A within two (2) hours and identify the specific causes for that within one (1) working day, and stop the further spread of the unlawful informationregulations. If Party A and Party B could not make a reasonable explanation as to the customer complaints, Party B shall be the final resolving party to effectively deal with and resolve the complaints liable for any losses arising from its violation of the customersapplicable laws and regulations.
3.12 If the customer refuses to pay the information service fee of Party B or Party A need to firstly refund the service fee already paid by the customer due to the service quality of Party B or the service rate above the standards set by the pricing authorities, Party A may have it deducted from the information service fee payable to Party B, if insufficient to deduct, Party B shall separately pay the balance to Party A.
3.13 6.13 Party B shall actively do market promotion cooperate with Party A on the inspection, surveillance and advertising workcalculation of the inventories. Party B shall mxxx the “China Mobile Game” brand and the UI standards in its promotion and advertising materials according arrange staff to the relevant requirements of Party A.
3.14 Party B undertakes that it has the lawful ownership as to any of the products and information provided hereunder, or obtained the necessary authorization to license collaborate with Party A to use the same according to this Agreement, and undertakes that the products and information provided by Party B hereunder does not infringe upon the legitimate rights and interests of any third party, including but not limited to the copyright, right of reputation, portraiture right, etcif necessary., it is free from any copyright disputes and it has not violated and will not violate any laws and regulations, and Party B is entitled to authorize Party A to disseminate it via the information network.
3.15 If any third party lodges any complaints, brings any legal proceedings or submits for arbitration against Party B, alleging that Party B has no disposal right to any of the cooperative products or information hereunder or the authorization of Party B has legal defects, Party A may as appropriate take any of the following remedies jointly or selectively:
3.15.1 Terminate the sharing with Party B of distributable earnings under this Agreement, with the amount not exceeding what the third party claimed;
3.15.2 Require Party B to solve such disputes at its own litigation expenses, and Party B shall, as required by Party A, request the appropriate dispute resolving authorities to add Party A as a third party in such proceedings.
3.15.3 Terminate this Agreement in part or in whole. If the above remedies are insufficient to avoid the loss of Party A, as requested by Party A, Party B shall timely and fully indemnify Party A and hold Party A harmless from or against any and all the losses incurred by Party A, including but not limited to the advances already paid by Party A to Party B, and/or the economic loss accrued during the termination of the business hereunder, the attorney’s fee, court fee and arbitration fee as paid by Party A for the purposes of resolving the disputes.
3.16 Party B, if having no qualifications as required for the operation of network businesses, shall not in any manner whatsoever provide the service access approach to the customers via the internet during cooperation, including but not limited to the business ordering and on-demand services. Meanwhile, it shall not conduct any advertising work for the cooperative business hereunder on the website that has not procured the telecommunications and information business operation permit. If in breach of this clause during the cooperative period, Party B shall be solely and wholly liable therefor.
Appears in 1 contract
Samples: Warehousing and Logistics Service Agreement (ShangPharma Corp)
Rights and Obligations of Party B. 3.1 Any Party B shall be responsible for content development and all update and to assist Party A in marketing and customer service.
3.2 Party B may use the business management rulessystem provided by Party A to effect functions such as application for games, cooperative management rulescompany information maintenance, credit management rulesinformation exchange between the Parties regarding their cooperation. Party B shall truthfully register/update in time its name, designated bank, account, contact person, customer service and such other information, and properly keep and maintain any contract information, settlement information, information on handling of complaints and breach of contract as generated by the business management rulessystem. Party B shall take proper care of, verification and shall not allow any third party to use, its user name and password for the business management system. Any losses incurred to either Party or users arising from other person’s knowledge of Party B’s user name and password for reasons attributable to Party B shall be borne by Party B on its own.
3.3 Party B may negotiate the mode of cooperation with Party A, and may determine the operation strategy for its mobile game service business at its sole discretion.
3.4 Party B shall have the right to obtain the Information Fees settled by Party A.
3.5 Party B must strictly comply with relevant industry laws, rules and information service standards promulgated by the State.
3.6 Party B guarantees that it has all the legal permits and qualifications necessary for the performance of the matters hereunder, including, without limitation, business license with legitimate business scope and the revision thereof (specifically subject to the rules or standards released by Party A in its management system) made by Party A from time to time during the cooperative period shall be operated as annexes to this Agreement, and Party B acknowledges the foregoing and undertakes to comply with all the requirements in providing the game service hereunder.
3.2 license for internet culture operation; Party B shall provide Party A the valid with true and true copies of the telecommunication legitimate business permits for Internet information service and information services operation permitrelevant business and such other credentials, telecommunication valuecreditability certificate, adequate after-added sale service license, business license, other licenses/permits, the letter of credit, information sourcessystem, bank account and such other documents required for documents. If such license or information have any update or change during the normal operation performance of Party Bthis Agreement, and Party B shall ensure that timely provide the provided service fees comply with the photocopies of relevant regulations released by the state pricing authorities.
3.3 licenses to Party B must abide by Chinese laws, regulations and policies regarding the telecommunications and internet information services, and undertakes that the contents provided will not violate relevant Chinese laws, regulations and policies, and will not damage the legitimate rights & interests of third parties and public interests, and it will not spread any unlawful information through the system of Party A, otherwise it shall be liable A for any and all the consequences arising therefrom. Party B must be in position to filter the information provided by the customers, such as the chat records, and preclude all unhealthy and unlawful information. Party B shall be responsible for dealing with all the complaints arising therefrom and assume all the economic and legal liabilitiesarchive. If Party B has no relevant qualifications or licenses or provides contents and services beyond the permitted scope of its qualifications, Party A suffers any economic loss, or goodwill loss, it shall have the right to claim indemnifications against Party B.
3.4 terminate this Agreement and withhold all the fees not yet settled. Party B must abide shall indemnify other losses caused to Party A.
3.7 Party B shall guarantee that all the games provided by the relevant laws in providing the game services hereunderit have no right defects, that it has legal copyright or authorization, and that it has not infringed any person’s copyright, trademark, patent, trade secret and other intellectual property rights or other property right and personal right such as portrait right, and shall possess provide Party A with the copyright certificate or the authorization letter issued by the copyright owner for the relevant game.
3.8 In case of any and all issues of Party B’s own systems (such as WAP website or game server) that affect Party A’s communications system, Party B shall submit to the government permits, production and/or use licenses and/or authorizationsconnection control by Party A, and any consequence thus incurred shall be borne by Party B itself.
3.9 All the service responsibilities incurred by third party promotion channel/platform due to the games provided by Party B to the users shall have a lawful and authentic source, and it be borne by Party B. Party B shall not infringe upon hand over the business interface provided by Party A to a third party in any manner. Party A shall not assume to the users or otherwise use without due authorizations, the IPRs of any third party, such as copyrights of the third party or other lawful rights. If due any liability thus incurred.
3.10 Without Party A’s consent, Party B shall not conduct any of the following activities, which include but not limited to:
(1) unilaterally carry out business testing and provide business to the game services users;
(2) imbed and use Party A’s billing code business at the mobile terminal or UTK/STK, OTK cards whether on its own or jointly with other mobile terminal companies.
(3) use Party A’s billing code to carry out business promotion via other internet channels;
(4) use Party A’s billing code to xxxx or collect fees for other business.
3.11 Party B shall provide Party A with such data/report as information on user development, user classification, users’ habit, business prospect projection, and timely pass the users’ information as required for business management to Party A to guarantee the timely update of Party BA’s users’ information database. Meanwhile, Party A is complained, prosecuted or otherwise claimed by any third party alleging the suspected infringement, and Party B acknowledge that Party A shall be entitled has the ownership to suspend the business under suspected infringement, and transfer the disputes to Party B, users’ information and Party B shall communicate immediately keep confidential the users’ information as provided herein.
3.12 Party B shall be obliged to cooperate with Part A to take necessary effective measures to reduce the complaining or claiming party number of abnormal transactions.
3.13 When providing services to solve the disputes and be liable for all legal and economic liabilities. If Party A suffers economic loss or goodwill loss, it shall have the right to claim indemnifications against Party B.
3.5 During the cooperation periodusers, Party B shall not, without in any manner including but not limited to coercion, cajole or misleading, in order to make users consume or otherwise increase any unnecessary costs to users. If Party B is discovered to have any of such behaviors, regardless of whether any users have raised complaints, Party A shall have the right to deal with the issue in accordance with Clause 2.9.
3.14 Party B shall resolve any disputes arising from the safety and legality of the game contents or services it provides, and shall guarantee that the services it provides will not expose Party A’s communications network, business management platform or other third party interests to any significant potential risks. Party B shall assume any losses thus incurred to Party A and any third party and appropriately declare its responsibility in public and eliminate any adverse impact.
3.15 Party B shall xxxx the logo of “ ” on the external promotion and advertisement of the games of the Parties; the name of Party A may appear, but neither the logo of China Telecom nor the customer service number 10000 shall appear in such advertisements. The contents of the business described by Party B in any media (e.g. newspaper, radio, TV, leaflets, webpages, etc.) shall obtain the prior written consent of Party A, take advantage of various channels and shall not in any way mislead the users to realize connection or connection in disguised form between consider the mobile data applications business of game independently provided by Party B to be provided by Party A or jointly provided by both parties, and third parties.
3.6 Party B shall actively coordinate with the interface test not post any business content description to which Party A objects.
3.16 In case of subject change of Party A, and undertakes to provide B (the service strictly according to the change of holding entity of its business standards and interface technology specifications of Party A.
3.7 Party B shall submit in a clear and unambiguous manner all the documents required license or license for the normal provision of the value-added telecommunications business hereunder, and assume all the economic and legal liabilities.
3.8 Party B undertakes to log on daily the management system specified by Party A to receive all the notices, announcements and other information, and make a timely response, failing which(ISP Certificate)), Party B shall settle all fees payable to Party A and if there is no pending breach to be wholly liable for all resolved, provide the losses arising therefrom.approving notice on subject change issued by AIC, and may complete the relevant subject change procedures only after approved by Party A.
3.9 Under 3.17 Except otherwise expressly agreed between the guide of parties or agreed by Party AA beforehand, Party B shall have the discretion not transfer any rights and obligations hereunder to decide whether to charge the service or decide the specific charging standards; the service standards for a single game third party in any form whatsoever. Any transfer in violation hereof shall not be higher than that set deemed as a breach by Party A in its game business management rules.
3.10 Party B shall comply with and implement the management rulesB, customer service standards and documents of Party A regarding the game business of Party A, and shall be subject to the inspection and supervision of Party A. Regardless of the reasons of withdrawal from game service (including forceful withdrawal resulting from the survival-of-the-fittest appraisal of Party A), Party B is obliged to provide a one-month buffer period for its withdrawal during which Party B shall continue take relevant breaching liability and Party A may terminate this Agreement, suspend fee settlement and require Party B to provide services to the customers, and shall make a pubic announcement to the customers as to the intended termination of the game services at a prominent position of its WAP/WWW sites undertake any direct or by other influential channels, and then inform the registered customers via free mobile messages. Upon the termination of this cooperation, indirect loss thus caused.
3.18 Party B shall continue to actively coordinate with China Mobile in respect of not advertise, or make any statement favorable for, any competitor having the relevant customer-related services; Party B shall still be liable for the responsibilities during the cooperative period arising from the acts of Party B.
3.11 Party B shall make available a customer service channel for 7×24 hours, establish an effective complaining channel that could effectively deal with the customer enquiries and solve the customer complaints that are not caused same or similar business scope as a result of the network communication breakdown of Party A. If Party A receives any of in the above complaints, Party B shall make an initial reply to the customer service department of Part A within two (2) hours and identify the specific causes for that within one (1) working day, and stop the further spread of the unlawful information. If Party A and Party B could not make a reasonable explanation as to the customer complaints, Party B shall be the final resolving party to effectively deal with and resolve the complaints of the customersservices it provides.
3.12 If the customer refuses to pay the information service fee of Party B or Party A need to firstly refund the service fee already paid by the customer due to the service quality of Party B or the service rate above the standards set by the pricing authorities, Party A may have it deducted from the information service fee payable to Party B, if insufficient to deduct, Party B shall separately pay the balance to Party A.
3.13 Party B shall actively do market promotion and advertising work. Party B shall mxxx the “China Mobile Game” brand and the UI standards in its promotion and advertising materials according to the relevant requirements of Party A.
3.14 Party B undertakes that it has the lawful ownership as to any of the products and information provided hereunder, or obtained the necessary authorization to license Party A to use the same according to this Agreement, and undertakes that the products and information provided by Party B hereunder does not infringe upon the legitimate rights and interests of any third party, including but not limited to the copyright, right of reputation, portraiture right, etc., it is free from any copyright disputes and it has not violated and will not violate any laws and regulations, and Party B is entitled to authorize Party A to disseminate it via the information network.
3.15 If any third party lodges any complaints, brings any legal proceedings or submits for arbitration against Party B, alleging that Party B has no disposal right to any of the cooperative products or information hereunder or the authorization of Party B has legal defects, Party A may as appropriate take any of the following remedies jointly or selectively:
3.15.1 Terminate the sharing with Party B of distributable earnings under this Agreement, with the amount not exceeding what the third party claimed;
3.15.2 Require Party B to solve such disputes at its own litigation expenses, and Party B shall, as required by Party A, request the appropriate dispute resolving authorities to add Party A as a third party in such proceedings.
3.15.3 Terminate this Agreement in part or in whole. If the above remedies are insufficient to avoid the loss of Party A, as requested by Party A, Party B shall timely and fully indemnify Party A and hold Party A harmless from or against any and all the losses incurred by Party A, including but not limited to the advances already paid by Party A to Party B, and/or the economic loss accrued during the termination of the business hereunder, the attorney’s fee, court fee and arbitration fee as paid by Party A for the purposes of resolving the disputes.
3.16 Party B, if having no qualifications as required for the operation of network businesses, shall not in any manner whatsoever provide the service access approach to the customers via the internet during cooperation, including but not limited to the business ordering and on-demand services. Meanwhile, it shall not conduct any advertising work for the cooperative business hereunder on the website that has not procured the telecommunications and information business operation permit. If in breach of this clause during the cooperative period, Party B shall be solely and wholly liable therefor.
Appears in 1 contract
Rights and Obligations of Party B. 3.1 Any and all 1. Party B should register a project company in the business management rules, cooperative management rules, credit management rules, customer service management rules, verification rules and information service standards and place where the revision thereof (specifically subject to project is carried out within 1 month after signing the rules or standards released by Party A in its management system) made by Party A from time to time during the cooperative period shall be operated as annexes to this Agreementagreement, and Party B acknowledges authorize the foregoing and undertakes to comply with all implementation of the requirements in providing project by the game service hereunderproject company.
3.2 Party B shall provide Party A the valid and true copies of the telecommunication and information services operation permit, telecommunication value-added service license, business license, other licenses/permits, the letter of credit, information sources, bank account and other documents required for the normal operation of Party B, and Party B shall ensure that the provided service fees comply with the relevant regulations released by the state pricing authorities.
3.3 Party B must abide by Chinese laws, regulations and policies regarding the telecommunications and internet information services, and undertakes that the contents provided will not violate relevant Chinese laws, regulations and policies, and will not damage the legitimate rights & interests of third parties and public interests, and it will not spread any unlawful information through the system of Party A, otherwise it shall be liable for any and all the consequences arising therefrom2. Party B must be in position to filter the information provided by the customers, such as the chat recordsestablish a standardized production and operation monitor platform, and preclude all unhealthy such vehicles as rubbish collection vehicles and unlawful informationrubbish transfer vehicles which conform to quality standard and operation frequency should be equipped. All vehicles should be equipped with vehicle-mounted satellite positioning unit and operate according to standards made by Party A, to make sure the supervision and monitor of Party A to sanitation production work.
3. Party B should be subject to safe production standards, purchase social insurances (personal accident insurance and job injury insurance) for employees, and corresponding insurances for operation vehicles to avoid safety risks timely. Party B shall be completely responsible for dealing with all the complaints arising therefrom labor disputes and assume all the economic and legal liabilities. If Party A suffers any economic loss, or goodwill loss, it shall have the right to claim indemnifications against Party B.
3.4 Party B must abide by the relevant laws in providing the game services hereunder, and shall possess any and all the government permits, production and/or use licenses and/or authorizations, and safety accidents happened during the service provided by Party B shall have a lawful and authentic sourceperiod.
4. During this service period, and it shall not infringe upon or otherwise use without if vehicles stop working anymore due authorizations, the IPRs of any third party, such as copyrights of the third party to scrapping or other lawful rights. If due to the game services reasons and thus causing lack of Party B, Party A is complained, prosecuted or otherwise claimed by any third party alleging the suspected infringement, Party A shall be entitled to suspend the business under suspected infringement, and transfer the disputes to Party B, and Party B shall communicate immediately with the complaining or claiming party to solve the disputes and be liable for all legal and economic liabilities. If Party A suffers economic loss or goodwill loss, it shall have the right to claim indemnifications against Party B.
3.5 During the cooperation periodequipment, Party B shall not, without the prior written consent of Party A, take advantage of various channels should voluntarily deploy and increase operation equipment with good performance according to realize connection or connection in disguised form between the mobile data applications business of Party A and third partiesactual demands.
3.6 Party B shall actively coordinate with the interface test of Party A, and undertakes to provide the service strictly according to the business standards and interface technology specifications of Party A.
3.7 Party B shall submit in a clear and unambiguous manner all the documents required for the normal provision of the business hereunder, and assume all the economic and legal liabilities.
3.8 Party B undertakes to log on daily the management system specified by Party A to receive all the notices, announcements and other information, and make a timely response, failing which, Party B shall be wholly liable for all the losses arising therefrom.
3.9 Under the guide of Party A, Party B shall have the discretion to decide whether to charge the service or decide the specific charging standards; the service standards for a single game shall not be higher than that set by Party A in its game business management rules.
3.10 Party B shall comply with and implement the management rules, customer service standards and documents of Party A regarding the game business of Party A, and shall be subject to the inspection and supervision of Party A. Regardless of the reasons of withdrawal from game service (including forceful withdrawal resulting from the survival-of-the-fittest appraisal of Party A), Party B is obliged to provide a one-month buffer period for its withdrawal during which Party B shall continue to provide services to the customers, and shall make a pubic announcement to the customers as to the intended termination of the game services at a prominent position of its WAP/WWW sites or by other influential channels, and then inform the registered customers via free mobile messages. Upon the termination of this cooperation, Party B shall continue to actively coordinate with China Mobile in respect of the relevant customer-related services; Party B shall still be liable for the responsibilities during the cooperative period arising from the acts of Party B.
3.11 Party B shall make available a customer service channel for 7×24 hours, establish an effective complaining channel that could effectively deal with the customer enquiries and solve the customer complaints that are not caused as a result of the network communication breakdown of Party A. If Party A receives any of the above complaints, Party B shall make an initial reply to the customer service department of Part A within two (2) hours and identify the specific causes for that within one (1) working day, and stop the further spread of the unlawful information. If Party A and Party B could not make a reasonable explanation as to the customer complaints, Party B shall be the final resolving party to effectively deal with and resolve the complaints of the customers.
3.12 If the customer refuses to pay the information service fee of Party B or Party A need to firstly refund the service fee already paid by the customer due to the service quality of Party B or the service rate above the standards set by the pricing authorities, Party A may have it deducted from the information service fee payable to Party B, if insufficient to deduct, Party B shall separately pay the balance to Party A.
3.13 Party B shall actively do market promotion and advertising work5. Party B shall mxxx the “China Mobile Game” brand bear costs used for large-, meddle- and the UI standards in its promotion small-sized repair, daily maintenance and advertising materials according to the fuel (including auxiliary fuels) as well as annual insurance fees, testing fees, inspection fees, vehicle and vessel use tax and other relevant requirements of Party A.expenses.
3.14 6. Party B undertakes that it has the lawful ownership as to any of the products and information provided hereunder, or obtained the necessary authorization to license Party A to use the same according to this Agreement, and undertakes that the products and information provided by shall bear costs for cleaning transportation vehicles.
7. Party B hereunder does not infringe upon the legitimate rights should carry out standardized operation for project in accordance with Chinese regulations and interests of any third partylocal governments and bear all operation costs for carrying out operation, including but not limited to the copyrightmaintenance, right of reputation, portraiture righttraining, etc.
8. Party B must sign labor contract with employees, it is free from any copyright disputes purchase endowment insurance and it pay employees wages strictly subject to laws and regulations and standardized documents related to Labor Law. If wages has not violated and will not violate been paid continuously for 3 months without any laws and regulations, and Party B is entitled to authorize Party A to disseminate it via the information network.
3.15 If any third party lodges any complaints, brings any legal proceedings or submits for arbitration against Party B, alleging that Party B has no disposal right to any of the cooperative products or information hereunder or the authorization of Party B has legal defectsreasonable cause, Party A may as appropriate take any of has right to terminate the following remedies jointly or selectively:Contract and deduct the performance bond.
3.15.1 Terminate the sharing with 9. Party B of distributable earnings under this Agreement, with the amount must bear other rubbish transportation fees which are not exceeding what the third party claimed;
3.15.2 Require Party B to solve such disputes at its own litigation expenses, and Party B shall, as required by Party A, request the appropriate dispute resolving authorities to add Party A as a third party in such proceedingsexplicitly stipulated.
3.15.3 Terminate this Agreement in part or in whole. If the above remedies are insufficient to avoid the loss of Party A, as requested by Party A, Party B shall timely and fully indemnify Party A and hold Party A harmless from or against any and all the losses incurred by Party A, including but not limited to the advances already paid by Party A to Party B, and/or the economic loss accrued during the termination of the business hereunder, the attorney’s fee, court fee and arbitration fee as paid by Party A for the purposes of resolving the disputes.
3.16 Party B, if having no qualifications as required for the operation of network businesses, shall not in any manner whatsoever provide the service access approach to the customers via the internet during cooperation, including but not limited to the business ordering and on-demand services. Meanwhile, it shall not conduct any advertising work for the cooperative business hereunder on the website that has not procured the telecommunications and information business operation permit. If in breach of this clause during the cooperative period, Party B shall be solely and wholly liable therefor.
Appears in 1 contract
Samples: Procurement Contract (REED LTD)