Common use of Sales Activities Clause in Contracts

Sales Activities. 2.1 Xxxxxxxxx shall use its best efforts to promote and sell Contractual Products in the Territory. Xxxxxxxxx shall maintain the organization necessary to ensure commercially reasonable sales activity for Contractual Products. For this purpose, Xxxxxxxxx shall, among other things: 2.1.1 maintain a stock of Contractual Products commensurate with the expected business aiming to meet the purchase requirements in Section 2.4 below, including without limitation, sufficient to satisfy requirements based on the forecasts contemplated in Section 8.6 of this Agreement; 2.1.2 maintain appropriate equipment relating to the Contractual Products in all branch showrooms and appropriate training centers; 2.1.3 provide adequate technical service for regular maintenance and repair of Contractual Products in the Territory (including, without limitation, first line technical support), and maintain a stock of spare parts and consumables sufficient to satisfy customer demand; 2.1.4 maintain adequate installation, assembly and commissioning capabilities; 2.1.5 employ a dedicated “high level” Executive who shall devote his or her full business time to the development and expansion of the business pertaining to the Contractual Products; 2.1.6 purchase sufficient demonstration equipment to equip appropriate branches; and 2.1.7 Each Xxxxxxxxx branch will create a business plan that will detail how it intends to develop the business with respect to the Contractual Products for the purpose of satisfying the minimum purchase targets specified in Section 2.4 hereof. Each plan will be created on an annual basis by the applicable Xxxxxxxxx Branch manager in cooperation with the SIRONA/Xxxxxx Market leader assigned to that branch. All such plans shall be evaluated and approved by Xxxxxxxxx and SIRONA senior management. Timing and approval of these business plans shall be consistent with past practice. SIRONA shall, as it deems appropriate, provide advice and recommendations in carrying out the above mentioned tasks. 2.2 SIRONA shall furnish Xxxxxxxxx with its list of Contractual Products and other sales literature in appropriate quantity on an on-going basis. Furthermore, SIRONA shall assist Xxxxxxxxx, upon request and to the extent feasible in producing special sales literature. 2.3 SIRONA shall, in its capacity as manufacturer of Contractual Products, comply with public laws and regulations applicable in the Territory to Contractual Products, including US Food and Drug Administration (FDA) regulations. Contractual Products shall be authorized for sale in the United States and will have obtained a current 510 (K) from the FDA and will have been manufactured in accordance with GMP (as defined by the FDA for each Contractual Product). Each of the Parties shall comply with laws, rules and regulations pertinent to its duties and obligations under this Agreement in the Territory, as applicable. SIRONA will be responsible for responding to and/or executing, as appropriate or required under applicable laws and regulations, all complaints, failures, adverse events, and recalls, whether voluntary or involuntary, involving the Contractual Products. Xxxxxxxxx shall reasonably cooperate with any such activity, including reporting to Vendor any adverse events it learns of with respect to the Products. No recalls shall be conducted without the prior written consent of SIRONA.

Sales Activities. 2.1 Xxxxxxxxx shall use its best efforts to promote and sell Contractual Products in the Territory. Xxxxxxxxx shall maintain the organization necessary to ensure commercially reasonable sales activity for Contractual Products. For this purpose, Xxxxxxxxx shall, among other things: 2.1.1 maintain a stock of Contractual Products commensurate with the expected business aiming to meet the purchase requirements in Section 2.4 below, including without limitation, sufficient to satisfy requirements based on the forecasts contemplated in Section 8.6 8.7 of this Agreement; 2.1.2 maintain appropriate equipment relating to the Contractual Products in all every branch showrooms showroom and appropriate training centers; 2.1.3 subject to Section 1.4.4, Xxxxxxxxx shall employ or engage no less than [*****] specialists with respect to Contractual Products other than related to the Lab Market at all times during the Term. The adequacy of such number of specialists shall be evaluated periodically with Xxxxxxxxx and may be increased (but not decreased) as mutually agreed upon by the Parties. Xxxxxxxxx shall cause all such specialists to receive at least [*****] working days of sales and product training with respect to Contractual Products during each SIRONA fiscal year during the Term. With respect to new specialists pertaining to Contractual Products, Xxxxxxxxx shall collaborate with SIRONA to develop a new on-boarding process to prepare specialists properly within ninety (90) days of start; 2.1.4 provide adequate technical service for regular maintenance and repair of Contractual Products in the Territory (including, without limitation, first line technical support), and maintain a stock of spare parts and consumables sufficient to satisfy customer demand;; and 2.1.4 2.1.5 maintain adequate installation, assembly and commissioning capabilities; 2.1.5 employ a dedicated “high level” Executive who shall devote his or her full business time to the development and expansion of the business pertaining to the Contractual Products; 2.1.6 purchase sufficient demonstration equipment to equip appropriate branches; and 2.1.7 Each Xxxxxxxxx branch will create a business plan that will detail how it intends to develop the business with respect to the Contractual Products for the purpose of satisfying the minimum purchase targets specified in Section 2.4 hereof. Each plan will be created on an annual basis by the applicable Xxxxxxxxx Branch manager in cooperation with the SIRONA/Xxxxxx Market leader assigned to that branch. All such plans shall be evaluated and approved by Xxxxxxxxx and SIRONA senior management. Timing and approval of these business plans shall be consistent with past practice. SIRONA shall, as it deems appropriate, provide advice and recommendations in carrying out the above mentioned tasks. 2.2 SIRONA shall furnish Xxxxxxxxx with its English list of Contractual Products and other sales literature in appropriate quantity on an on-going basis. Furthermore, SIRONA shall assist Xxxxxxxxx, upon request and to the extent feasible in producing special sales literature. 2.3 SIRONA shall, in its capacity as manufacturer of Contractual Products, comply with public laws and regulations applicable in the Territory to Contractual Products, including US Food and Drug Administration (FDA) regulations. *****Confidential 11 Contractual Products shall be authorized for sale in the United States and will have obtained a current 510 (K) from the FDA and will have been manufactured in accordance with GMP (as defined by the FDA for each Contractual Product). Each of the Parties shall comply with laws, rules and regulations pertinent to its duties and obligations under this Agreement in the Territory, as applicable. SIRONA will be responsible for responding to and/or executing, as appropriate or required under applicable laws and regulations, all complaints, failures, adverse events, and recalls, whether voluntary or involuntary, involving the Contractual Products. Xxxxxxxxx shall reasonably cooperate with any such activity, including reporting to Vendor any adverse events it learns of with respect to the Products. No recalls For the avoidance of doubt, no recall shall be conducted permitted with respect to Contractual Products without the prior written consent of SIRONA, which consent shall not be unreasonably withheld.

Sales Activities. 2.1 Xxxxxxxxx 2.1. The VAR shall use its best efforts to promote and sell Contractual Products in the Territory. Xxxxxxxxx The VAR shall maintain the organization organisation necessary to ensure commercially reasonable optimum sales activity for Contractual Products. For this purpose, Xxxxxxxxx the VAR shall, among other things: 2.1.1 2.1.1. maintain a stock of 10 Contractual Products Products, which is commensurate with the expected business aiming to meet business. Conversely, from the purchase requirements in Section 2.4 below, including without limitation, sufficient to satisfy requirements based on the forecasts contemplated in Section 8.6 date of signature of this Agreementagreement, GAP commits to have available standing Terminals inventory of 60 units at all times that can be shipped to the VAR within 7 working days of order, with the limitation that the VAR is not allowed to place repeat orders for those units sooner than every 6 weeks. GAP also commits, from the date of signature of this agreement to have available standing Terminals inventory of 100 units at all times that can be shipped to the VAR within 6 weeks of order; 2.1.2 maintain appropriate equipment relating 2.1.2. set up maintenance, workshop facilities and showrooms corresponding to the Contractual Products in all branch showrooms and appropriate training centersrequirements of the business; 2.1.3 2.1.3. act and invest into the organisation and sales activities according to the sales and marketing plan of Annex 4 with the target to achieve above mentioned strategic targets; 2.1.4. in the framework of Annex 5, provide adequate technical service for regular maintenance and repair of Contractual Products in the Territory (includingTerritory, without limitationregardless of when and how these products have been brought into the Territory, first line technical support)as long as these Contractual Products have been sold by Smart, and maintain a stock of spare parts and consumables sufficient sufficiently to satisfy customer demand; 2.1.4 2.1.5. maintain adequate installation, assembly and building and/or commissioning capabilities; 2.1.5 employ a dedicated “high level” Executive who shall devote his or her full business time to the development and expansion of the business pertaining to the Contractual Products; 2.1.6 purchase sufficient demonstration equipment to equip appropriate branches; and 2.1.7 Each Xxxxxxxxx branch will create a business plan that will detail how it intends to develop the business with respect to the Contractual Products for the purpose of satisfying the minimum purchase targets specified in Section 2.4 hereof. Each plan will be created on an annual basis by the applicable Xxxxxxxxx Branch manager in cooperation with the SIRONA/Xxxxxx Market leader assigned to that branch. All such plans shall be evaluated and approved by Xxxxxxxxx and SIRONA senior management. Timing and approval of these business plans shall be consistent with past practice. SIRONA shall, as it deems appropriate, provide advice and recommendations in carrying out the above mentioned taskscase may be. 2.2 SIRONA 2.2. At Smart's reasonable request and GAP's reasonable time, GAP shall furnish Xxxxxxxxx the VAR free of charge with its list of Contractual Products product lists and other sales literature in appropriate quantity on an on-going basisin English, if available. Furthermore, SIRONA GAP shall assist Xxxxxxxxxthe VAR, upon request and request, to the extent feasible in producing special sales literatureliterature according to the terms of a separate agreement. 2.3 SIRONA shall, in its capacity as manufacturer of Contractual Products, 2.3. The VAR shall strictly comply with public all laws and regulations regarding the performance of its activities applicable in the Territory to Contractual Products, including US Food and Drug Administration (FDA) regulationsTerritory. Contractual Products shall be authorized for sale in The VAR is responsible that the United States and will have obtained a current 510 (K) from terminals are compliant with the FDA and will have been manufactured in accordance with GMP (as defined by the FDA for each Contractual Product). Each of the Parties shall comply with lawscodes, rules and regulations pertinent to its duties and obligations under this Agreement in of each country within the Territory. In case product adjustments are requested, as applicable. SIRONA will the necessary costs and resources have to be responsible for responding to and/or executing, as appropriate or required under applicable laws discussed aiming at a feasible and regulations, all complaints, failures, adverse events, and recalls, whether voluntary or involuntary, involving the Contractual Products. Xxxxxxxxx shall reasonably cooperate with any such activity, including reporting to Vendor any adverse events it learns of with respect to the Products. No recalls shall be conducted without the prior written consent of SIRONAeconomic mutual arrangement.

Sales Activities. 2.1 Xxxxxxxxx shall use its best efforts to promote and sell Contractual Products in the Territory. Xxxxxxxxx shall maintain the organization necessary to ensure commercially reasonable sales activity for Contractual Products. For this purpose, Xxxxxxxxx shall, among other things:: ***** Confidential 2.1.1 maintain a stock of Contractual Products commensurate with the expected business aiming to meet the purchase requirements in Section 2.4 below, including without limitation, sufficient to satisfy requirements based on the forecasts contemplated in Section 8.6 of this Agreement; 2.1.2 maintain appropriate equipment relating to the Contractual Products in all branch showrooms and appropriate training centers; 2.1.3 provide adequate technical service for regular maintenance and repair of Contractual Products in the Territory (including, without limitation, first line technical support), and maintain a stock of spare parts and consumables sufficient to satisfy customer demand; 2.1.4 maintain adequate installation, assembly and commissioning capabilities; 2.1.5 employ a dedicated “high level” Executive who shall devote his or her full business time to the development and expansion of the business pertaining to the Contractual Products; 2.1.6 purchase sufficient demonstration equipment to equip appropriate branches; and 2.1.7 Each Xxxxxxxxx branch will create a business plan that will detail how it intends to develop the business with respect to the Contractual Products for the purpose of satisfying the minimum purchase targets specified in Section 2.4 hereof. Each plan will be created on an annual basis by the applicable Xxxxxxxxx Branch manager in cooperation with the SIRONA/Xxxxxx Market leader assigned to that branch. All such plans shall be evaluated and approved by Xxxxxxxxx and SIRONA senior management. Timing and approval of these business plans shall be consistent with past practice. SIRONA shall, as it deems appropriate, provide advice and recommendations in carrying out the above mentioned tasks. 2.2 SIRONA shall furnish Xxxxxxxxx with its list of Contractual Products and other sales literature in appropriate quantity on an on-going basis. Furthermore, SIRONA shall assist Xxxxxxxxx, upon request and to the extent feasible in producing special sales literature. 2.3 SIRONA shall, in its capacity as manufacturer of Contractual Products, comply with public laws and regulations applicable in the Territory to Contractual Products, including US Food and Drug Administration (FDA) regulations. Contractual Products shall be authorized for sale in the United States and will have obtained a current 510 (K) from the FDA and will have been manufactured in accordance with GMP (as defined by the FDA for each Contractual Product). Each of the Parties shall comply with laws, rules and regulations pertinent to its duties and obligations under this Agreement in the Territory, as applicable. SIRONA will be responsible for responding to and/or executing, as appropriate or required under applicable laws and regulations, all complaints, failures, adverse events, and recalls, whether voluntary or involuntary, involving the Contractual Products. Xxxxxxxxx shall reasonably cooperate with any such activity, including reporting to Vendor any adverse events it learns of with respect to the Products. No recalls shall be conducted without the prior written consent of SIRONA.

Sales Activities. 2.1 Xxxxxxxxx shall use its best efforts to promote and sell Contractual Products in the Territory. Xxxxxxxxx shall maintain the organization necessary to ensure commercially reasonable sales activity for Contractual Products. For this purpose, Xxxxxxxxx shall, among other things: 2.1.1 maintain a stock of Contractual Products commensurate with the expected business aiming to meet the purchase requirements in Section 2.4 below, including without limitation, sufficient to satisfy requirements based on the forecasts contemplated in Section 8.6 8.7 of this Agreement; 2.1.2 maintain appropriate equipment relating to the Contractual Products in all every branch showrooms showroom and appropriate training centers; 2.1.3 subject to Section 1.4.4, Xxxxxxxxx shall employ or engage no less than [*****] specialists with respect to Contractual Products other than related to the Lab Market at all times during the Term. The adequacy of such number of specialists shall be evaluated periodically with Xxxxxxxxx and may be increased (but not decreased) as mutually agreed upon by the Parties. Xxxxxxxxx shall cause all such specialists to receive [*****] of sales and product training with respect to Contractual Products during each SIRONA fiscal year during the Term. With respect to new specialists pertaining to Contractual Products, Xxxxxxxxx shall collaborate with SIRONA to develop a new on-boarding process to prepare specialists properly [*****]; ***** Confidential 2.1.4 provide adequate technical service for regular maintenance and repair of Contractual Products in the Territory (including, without limitation, first line technical support), and maintain a stock of spare parts and consumables sufficient to satisfy customer demand;; and 2.1.4 2.1.5 maintain adequate installation, assembly and commissioning capabilities; 2.1.5 employ a dedicated “high level” Executive who shall devote his or her full business time to the development and expansion of the business pertaining to the Contractual Products; 2.1.6 purchase sufficient demonstration equipment to equip appropriate branches; and 2.1.7 Each Xxxxxxxxx branch will create a business plan that will detail how it intends to develop the business with respect to the Contractual Products for the purpose of satisfying the minimum purchase targets specified in Section 2.4 hereof. Each plan will be created on an annual basis by the applicable Xxxxxxxxx Branch manager in cooperation with the SIRONA/Xxxxxx Market leader assigned to that branch. All such plans shall be evaluated and approved by Xxxxxxxxx and SIRONA senior management. Timing and approval of these business plans shall be consistent with past practice. SIRONA shall, as it deems appropriate, provide advice and recommendations in carrying out the above mentioned tasks. 2.2 SIRONA shall furnish Xxxxxxxxx with its English list of Contractual Products and other sales literature in appropriate quantity on an on-going basis. Furthermore, SIRONA shall assist Xxxxxxxxx, upon request and to the extent feasible in producing special sales literature. 2.3 SIRONA shall, in its capacity as manufacturer of Contractual Products, comply with public laws and regulations applicable in the Territory to Contractual Products, including US Food and Drug Administration (FDA) regulations. Contractual Products shall be authorized for sale in the United States and will have obtained a current 510 (K) from the FDA and will have been manufactured in accordance with GMP (as defined by the FDA for each Contractual Product). Each of the Parties shall comply with laws, rules and regulations pertinent to its duties and obligations under this Agreement in the Territory, as applicable. SIRONA will be responsible for responding to and/or executing, as appropriate or required under applicable laws and regulations, all complaints, failures, adverse events, and recalls, whether voluntary or involuntary, involving the Contractual Products. Xxxxxxxxx shall reasonably cooperate with any such activity, including reporting to Vendor any adverse events it learns of with respect to the Products. No recalls For the avoidance of doubt, no recall shall be conducted permitted with respect to Contractual Products without the prior written consent of SIRONA, which consent shall not be unreasonably withheld.

Sales Activities. 2.1 Xxxxxxxxx 2.1. The VAR shall use its best efforts to promote and sell Contractual Products in the Territory. Xxxxxxxxx The VAR shall maintain the organization organisation necessary to ensure commercially reasonable optimum sales activity for Contractual Products. For this purpose, Xxxxxxxxx the VAR shall, among other things: 2.1.1 2.1.1. maintain a stock of 10 Contractual Products Products, which is commensurate with the expected business aiming to meet business. Conversely, from the purchase requirements in Section 2.4 below, including without limitation, sufficient to satisfy requirements based on the forecasts contemplated in Section 8.6 date of signature of this Agreementagreement, GAP commits to have available standing Terminals inventory of 60 units at all times that can be shipped to the VAR within 7 working days of order, with the limitation that the VAR is not allowed to place repeat orders for those units sooner than every 6 weeks. GAP also commits, from the date of signature of this agreement to have available standing Terminals inventory of 100 units at all times that can be shipped to the VAR within 6 weeks of order; 2.1.2 maintain appropriate equipment relating 2.1.2. set up maintenance, workshop facilities and showrooms corresponding to the Contractual Products in all branch showrooms and appropriate training centersrequirements of the business; 2.1.3 2.1.3. act and invest into the organisation and sales activities according to the sales and marketing plan of Annex 4 with the target to achieve above mentioned strategic targets; 2.1.4. in the framework of Annex 5, provide adequate technical service for regular maintenance and repair of Contractual Products in the Territory (includingTerritory, without limitationregardless of when and how these products have been brought into the Territory, first line technical support)as long as these Contractual Products have been sold by Smart, and maintain a stock of spare parts and consumables sufficient sufficiently to satisfy customer demand;; 2. 2.1.4 1.5. maintain adequate installation, assembly and building and/or commissioning capabilities; 2.1.5 employ a dedicated “high level” Executive who shall devote his or her full business time to the development and expansion of the business pertaining to the Contractual Products; 2.1.6 purchase sufficient demonstration equipment to equip appropriate branches; and 2.1.7 Each Xxxxxxxxx branch will create a business plan that will detail how it intends to develop the business with respect to the Contractual Products for the purpose of satisfying the minimum purchase targets specified in Section 2.4 hereof. Each plan will be created on an annual basis by the applicable Xxxxxxxxx Branch manager in cooperation with the SIRONA/Xxxxxx Market leader assigned to that branch. All such plans shall be evaluated and approved by Xxxxxxxxx and SIRONA senior management. Timing and approval of these business plans shall be consistent with past practice. SIRONA shall, as it deems appropriate, provide advice and recommendations in carrying out the above mentioned taskscase may be. 2.2 SIRONA 2.2. At Smart's reasonable request and GAP's reasonable time, GAP shall furnish Xxxxxxxxx the VAR free of charge with its list of Contractual Products product lists and other sales literature in appropriate quantity on an on-going basisin English, if available. Furthermore, SIRONA GAP shall assist Xxxxxxxxxthe VAR, upon request and request, to the extent feasible in producing special sales literatureliterature according to the terms of a separate agreement. 2.3 SIRONA shall, in its capacity as manufacturer of Contractual Products, 2.3. The VAR shall strictly comply with public all laws and regulations regarding the performance of its activities applicable in the Territory to Contractual Products, including US Food and Drug Administration (FDA) regulationsTerritory. Contractual Products shall be authorized for sale in The VAR is responsible that the United States and will have obtained a current 510 (K) from terminals are compliant with the FDA and will have been manufactured in accordance with GMP (as defined by the FDA for each Contractual Product). Each of the Parties shall comply with lawscodes, rules and regulations pertinent to its duties and obligations under this Agreement in of each country within the Territory. In case product adjustments are requested, as applicable. SIRONA will the necessary costs and resources have to be responsible for responding to and/or executing, as appropriate or required under applicable laws discussed aiming at a feasible and regulations, all complaints, failures, adverse events, and recalls, whether voluntary or involuntary, involving the Contractual Products. Xxxxxxxxx shall reasonably cooperate with any such activity, including reporting to Vendor any adverse events it learns of with respect to the Products. No recalls shall be conducted without the prior written consent of SIRONAeconomic mutual arrangement.