Common use of Grant of Rights by TRX Clause in Contracts

Grant of Rights by TRX. TRX hereby grants to User the right to use the RESX Service, AE Interactive, and Smart Alert under the terms and conditions of this Amendment on a worldwide basis. The grant of rights herein is limited solely to the Interactive Unit for the RESX Service and AE Interactive. User shall not, in any event, authorize third parties to further distribute Smart Alert, RESX Services or AE Interactive, provided however that travel agencies that have either signed a franchise or licensee agreement with User (“Representatives”) or in which User holds a minority interest (“Joint Venture Partners”) may distribute and resell the RESX Service to their customers as such Representatives or Joint Venture Partners designated solely in User’s discretion, upon notice to TRX in accordance with this Amendment. User shall designate such Representatives and Joint Venture Partners that may distribute and resell the AE Interactive and RESX Service under the terms set forth herein and TRX shall not grant rights pursuant to this Amendment to any other Representative or Joint Venture Partner. For designated Representatives and Joint Venture Partners, User agrees to provide service and support for the RESX Service, including performing implementation, issue research and tracking, end user support and communication on product functionality in a manner similar to how User provides these services to its online booking clients. User shall indemnify and hold harmless TRX from third party claims of a designated Representative or Joint Venture Partner with respect to the RESX Service due to the negligence or misconduct; acts or omissions; breach of any of the obligations, representations and warranties of User set forth herein; or breach of contract with an end user unless such claim is due to the negligence, misconduct, act, omission, breach of any obligation, representation or warranty or breach of contract of TRX.