Subdistributor Agreements. Before distributing the Products to any subdistributor, Distributor must enter into a binding, written agreement with such subdistributor, that contains terms no less restrictive than, and providing substantially similar protection under the law of the applicable countries in the Territories to, those set forth in this Agreement. Distributor will provide HealtheTech with a copy of the form of the Subdistributor Agreement prior to first use in connection with the Products. Distributor will provided complete and accurate copies of all such agreements to HealtheTech prior to execution and within thirty (30) days after the execution thereof. Distributor will enforce each such agreement with at least the same degree of diligence that Distributor uses to enforce similar agreements for its own products or other software products that it distributes, but in no event less than reasonable efforts. Distributor will immediately notify HealtheTech if Distributor becomes aware of any breach of any such agreement relating to the Products. Upon the termination of any such agreement, Distributor will use all reasonable efforts to obtain from the subdistributor all Products in such subdistributor's possession or control.
Subdistributor Agreements. All agreements pursuant to which ------------------------- any Third-Party Subdistributor (which, for purposes of this Agreement, shall include Third-Party Subdistributors (as such term is defined in the Distributor Agreement) and all other persons or entities, other than Seller or any of its affiliates, heretofore appointed or authorized by Seller or any of its affiliates to market, license, install, maintain and/or support any of the Products) shall have been appointed or authorized by Seller or any of its affiliates to market, license, install, maintain and/or support any of the Products or shall have agreed to be bound by any provision of the Distributor Agreement or any similar agreement entered into between Seller and any predecessor of Purchaser prior to the date of the Distributor Agreement (including any related agreements between Seller or any Assigning Subsidiary and any such Third-Party Subdistributor) in effect as of the Closing (collectively, the "Subdistributor Agreements"), but only to the extent such Subdistributor Agreements relate to the marketing, licensing, installation, maintenance and/or support of the Products;
Subdistributor Agreements. There are no Subdistributor Agreements other than the arrangement or agreements described on Exhibit A to the Velocitas Subdistributor Assignment, which Exhibit A identifies each Subdistributor, all Subdistributor Agreements to which such Subdistributor is a part and the territories with respect to which such Subdistributor has rights. Neither Velocitas GmbH nor, to the knowledge of Velocitas, any other party (excluding Altrazeal Trading GmbH and Altrazeal AG) to a Subdistributor Agreement is in violation or default under any Subdistributor Agreement in any material respect, excluding any minimum purchase order obligations set forth therein. Neither Velocitas nor Velocitas GmbH has any liability pursuant to any Subdistributor Agreement to any other party to any Subdistributor Agreement other than as set forth in such Subdistributor Agreement, including performance following the date hereof in accordance with the terms of such Subdistributor Agreement. Without limiting the foregoing, except for deposits and payments outstanding in the ordinary course of business, neither Velocitas nor Velocitas GmbH has any liability under, or owes any money to any party to any Subdistributor Agreement with respect to, any such Subdistributor Agreement. The Company has been provided true, correct and complete copies (or summaries with respect to verbal agreements) of the Subdistributor Agreements.
Subdistributor Agreements. SOFTBANK represents and warrants that it has not entered into any agreements purporting to permit any person or entity to act as a subdistributor or reseller of Ariba software products.
Subdistributor Agreements. Before distributing the Products to any subdistributor, Distributor must enter into a binding, written agreement with such subdistributor, that contains terms no less restrictive than, and providing substantially similar protection under the law of the applicable countries in the Territories to, those set forth in this Agreement. Distributor will provide HealtheTech with a copy of the form of the Subdistributor Agreement prior to first use in connection with the Products. Distributor will provided complete and accurate copies of all such agreements to HealtheTech within thirty (30) calendar days after the execution thereof; provided that business and economic terms may be deleted from such agreements. Distributor will enforce each such agreement with at least the same degree of diligence that Distributor uses to enforce similar agreements for its own products or other software products that it distributes, but in no event less than reasonable efforts. Distributor will promptly notify HealtheTech if Distributor becomes aware of any material breach of any such agreement relating to the Products. Upon the termination of any such agreement, Distributor will use all reasonable efforts to obtain from the subdistributor all Products in such subdistributor's possession or control.
Subdistributor Agreements. Before allowing a subdistributor to distribute the Enterprise Platform, whether alone or as a Composite Product, or the Documentation to any End User, IVB must enter into a binding, written agreement with such subdistributor, enforceable against the subdistributor, that contains terms and conditions at least as protective of and beneficial to GMI as the terms of this Agreement ("Subdistributor Agreement"). IVB will enforce each such agreement with at least the same degree of diligence that it uses to enforce similar agreements for its own products or other software products distributed by it or other subdistributors, but in no event less than reasonable diligence. IVB will immediately notify GMI if it has actual knowledge of any breach of any such agreement to the extent it relates to the Enterprise Platform or Documentation.
