Distribution Partners Sample Clauses
The 'Distribution Partners' clause defines the parties authorized to distribute a product or service on behalf of the company. It typically outlines the criteria for selecting distribution partners, the scope of their distribution rights, and any obligations or restrictions placed upon them, such as geographic territories or sales channels. By clearly identifying who may act as a distributor and under what conditions, this clause helps prevent unauthorized distribution and ensures that the company's products reach the market through approved and controlled channels.
Distribution Partners. Commencing on the Effective Date, neither --------------------- party shall enter into any agreement, arrangement or understanding with any [*****] distribution partner (collectively, "Distribution Partners") for the --------------------- distribution of either the XM Radio System or Sirius Radio System that [*****]. In addition, commencing on the Effective Date neither party shall enter into any agreement, arrangement or understanding which [*****].
Distribution Partners. DISH may, in the ordinary course of its business and subject to Section 2.4, use agents, retailers, distributors and dealers to directly or indirectly market, sell and solicit orders for the Service under brands owned by DISH or its wholly owned affiliates to End Users, provided that the End Users’ Service contract and relationship is with DISH or its wholly owned affiliates (“Distribution Partners”). DISH is fully responsible for all acts and omissions of its Distribution Partners and will require that Distribution Partners adhere to all terms and conditions of this Agreement. Acts or omissions of any Distribution Partner will be deemed acts or omissions of DISH for purposes of determining whether there has been a breach of this Agreement.
Distribution Partners. Apps Club enters into this Agreement on behalf of itself and its billing service providers, advertising service providers, and distribution partners , original equipment manufacturers, mobile network operators, and authorized sales agents (“Partners”). Apps Club may assign and/or sub-license any of the foregoing rights to its Partners subject to this Agreement and to the limited extent necessary to distribute Content via the Channels in cooperation with such Partners. Content Provider acknowledges and agrees that Apps Club’s Partners are express intended third-party beneficiaries of this Agreement.
Distribution Partners. In accordance with the terms set forth in Section 2.3, UGS may permit its Distribution Partners to reproduce and disseminate copies of materials produced by UGS.
Distribution Partners. (a) Company may distribute the Products through the Company Partners that make up the Company Network. Company will disclose to Microsoft, each calendar quarter during the Term and upon Microsoft’s request, all Company Partners that make up the Company Network. Such disclosure will be deemed Company’s Confidential Information as that term is defined in the NDA, and will be provided only to those Microsoft quality team personnel who need such information.
(b) If any Company Partner or related traffic: (i) violates Guidelines; (ii) violates law with respect to the Products or their distribution; (iii) is engaged in or derived from fraudulent practices; or (iv) [***], then Company will ensure that the Company Partner removes the Bing Search Service and Redirect functionality from those Products (including affected bundled Products) within [***] business days of receipt of written notice from Microsoft. If a violation in [***] is remedied within [***] business days of such notice, then Company may retain or otherwise reinstate the Bing Search Service and Redirect functionality on those Products. By way of clarification and not limitation, [***]. A written notice, delivered by fax as outlined in Section 12.1, given by Microsoft in accordance with subsections (i) through (iii) above is [***] subject to the terms of Section 4.6.5(c) below.
(c) In the event that [***], subject to having first engaged in the dispute resolution process in Section 11.1. If the Parties fail to reach a mutually agreeable remedy during the aforementioned dispute resolution process, then Company agrees that subject to Section 9.1(d)-(e) (Indemnification), Microsoft’s, sole remedy[***]. On 1st January each year during the Term, [***].
(d) Company, its Affiliates and their Company Partners must not sub-syndicate or otherwise distribute Products incorporating the Bing Search Service Redirect functionality through any means to any search distribution entity including without limitation those companies operating the [***] branded search distribution services.
(e) Company must not directly or indirectly offer the Redirect functionality to [***].
(f) During the Term, Microsoft will not actively solicit a commercial relationship to provide the Bing Search Service to any suspended partner directly nor shall it expressly permit any third party to do so.
Distribution Partners. Since December 31, 2016, (i) none of the fifteen largest distribution partners to the Company and its Subsidiaries, determined on the basis of Adjusted Operating Revenue (as contemplated by the relevant annual or quarterly reports of the Company pursuant to Section 13 or 15(d) of the Exchange Act, in each case filed with the SEC and publicly available on or before the day that is two Business Days prior to the date hereof), taken as a whole, during the twelve-month period ended on December 31, 2016 or the twelve-month period ended on September 30, 2017 (each, a “Significant Distribution Partner”) has suspended, terminated or materially reduced its relationship with the Company or its Subsidiaries or changed the terms and conditions on which it conducts business with the Company or its Subsidiaries, in any material respect (or, to the Company’s Knowledge, indicated an intention to do any of the foregoing), and (ii) neither the Company nor any of its Subsidiaries are currently engaging or have engaged in a material dispute with a Significant Distribution Partner.
Distribution Partners. (a) Company may distribute the Products through the Company Partners that make up the Company Network. Company will disclose to Microsoft, [******] during the Term and Tail Period and upon Microsoft’s request, all Company Partners that make up the Company Network. Such disclosure will be deemed Company’s Confidential Information as that term is defined in the NDA.
(b) If any Company Partner or related traffic: (i) [******]; (ii) violates law with respect to the Products or their distribution; (iii) is engaged in or derived from fraudulent practices; or (iv) has [******], then Company will ensure that the Company Partner removes the Bing Search Service and Redirect functionality from those Products ([******]) within [******] of receipt of a Violation Notice from Microsoft, which Microsoft will provide to Company using commercially reasonable efforts. [******]. By way of clarification and not limitation, [******].
(c) In the event that [******]. On 1st January each year during the Term, [******].
(d) Company, its Affiliates and Company Partners must not sub-syndicate or otherwise distribute Products incorporating the Bing Search Service Redirect functionality through any means to any search distribution companies including [******].
(e) Company must not directly or indirectly offer the Redirect functionality to [******].
(f) During the Term and the Tail Period, neither Company nor Microsoft will actively solicit a commercial relationship to provide the Bing Search Service to any suspended partner directly nor shall it expressly permit any third party to do so.
(g) Company and its Affiliates must not take any action that directs or otherwise moves traffic from any Company or Company Partners [******].
Distribution Partners. Opera enters into this Agreement on behalf of itself and its billing service providers, advertising service providers, and distribution partners, including Opera Software ASA, original equipment manufacturers, mobile network operators, and authorized sales agents (“Partners”). Opera may assign and/or sub-license any of the foregoing rights to its Partners subject to this Agreement and to the limited extent necessary to distribute Content via the Channels in cooperation with such Partners. Content Provider acknowledges and agrees that Opera’s Partners are express intended third-party beneficiaries of this Agreement.
Distribution Partners. Subject to the terms and conditions of this Agreement (including, without limitation, Section 1(b)), DISH may use dealers and distributors directly or indirectly to market, sell and solicit orders for the Service to End Users and potential End Users in the Covered Territory (any such Person a “Distribution Partner”). [***].