Obligations of the Vendor Clause Samples
The "Obligations of the Vendor" clause defines the specific duties and responsibilities that the vendor must fulfill under the contract. This typically includes requirements such as delivering goods or services on time, meeting quality standards, providing necessary documentation, and complying with relevant laws or regulations. By clearly outlining what is expected from the vendor, this clause ensures accountability and helps prevent disputes by making the vendor’s commitments explicit.
POPULAR SAMPLE Copied 1 times
Obligations of the Vendor. The vendor shall provide the following service to keep the equipment in good working condition.
2.1.1 It is mutually agreed that the vendor will undertake preventive maintenance (including but not limited to inspection, testing, satisfactory execution of all diagnostics, cleaning and removal of dust & dirt from the interior of the equipment and necessary repairing of the equipment) once in a quarter.
2.1.2 Unscheduled on-call corrective and remedial maintenance service to set right the malfunction of the system. This includes replacement of unserviceable part including Hard disk, CD Drives, DAT Drives, Picture Tubes, Network Interface cards, Printer head and all electronic and plastic spare except those specifically excluded under this agreement, trouble-shooting for LANs including resolving network connectivity problem etc.
2.1.3 Maintenance of operating system, installation of OS patches, office suites, oracle RDBMS, antivirus software, preemptive actions against virus spreads, detection/ removal of virus, data recovery, configuration of internet, configuration of application (client/ server), installation of hardware accessories and any other software as called for by the company from time to time. ( Licensed Software would be provided by UIIC).
2.1.4 The vendor shall not sub contract or permit any third party other than the Vendor’s personnel to perform any work or service or other performance required of the Vendor under this agreement without the prior consent of the company.
2.1.5 If the machines covered under this agreement are not attended for repair or problems are not rectified within the time frame mentioned in Annual Maintenance Agreement, such defective machines would be repaired by some third party and amount spent for such repairs would be billed to the AMC vendor and the same shall be in addition to the penalty imposed.
2.1.6 The vendor shall submit consolidated report furnishing the details of breakdown calls attended and its status on quarterly basis along with the invoice for AMC payment.
2.1.7 The vendor shall provide a minimum of one resident engineer at UIIC RO on all working days (Monday to Saturday). However, the number of resident engineers has to be increased by the vendor, in case there is additional workload. The engineer has to work on holidays and after office hours, if necessary. If any resident engineer takes leave, a suitable replacement would have to be provided during the leave period. The resident engineer will not be n...
Obligations of the Vendor. The Vendor shall:
7.1. Vendor shall upload the Product listings for the sale of the Products in the appropriate category, through the Seller Panel. You shall also be required to provide all details relevant to the sale / purchase of the Products, including the Selling Price, offer price, an informative description of each Product (including but not limited to the time, quantity, benefit, length, breadth, and height of the Product) and its contents, by way of text descriptions, graphics, or pictures or videos. These Product listings and details shall be displayed on the Website, along with the Selling Price.
7.2. Vendor shall ensure not to upload any description/image/text/graphic that is unlawful, illegal, objectionable, obscene, vulgar, opposed to public policy, prohibited or is in violation of intellectual property rights including but not limited to Trademark and copyright of any third party. Vendor shall ensure to upload the product description and image only for the product which is offered for sale through the website and for which the said website is created.
7.3. Vendor shall provide full, correct, accurate and true description of the product so as to enable the customers to make an informed decision. The Product description shall not be misleading and shall describe the actual condition of the Product. If the sold Product does not match the Product description displayed on the Website, You agree to refund any amounts that You may have received from the Customer.
7.4. Vendor shall be solely responsible for the quality, quantity, merchantability, guarantees, warranties in respect of the products offered for sale through website.
7.5. You shall be responsible for ensuring that the Seller Panel is updated and reflects the real-time availability / non-availability of the Products listed on the Website. Everglamm shall not be responsible for claims made by Customer for inaccurate Product availability details that are displayed on the Website due to any negligence / default on the part of You to provide updated and accurate Product information. You shall be required to retain an adequate inventory of the Products listed on the Website, for successful fulfillment of orders.
7.6. You shall not attempt to sell any products which are illegal as per any law on this Website. Everglamm shall be entitled to block all such products and shall also have the right to suspend or terminate the Seller‟s access to the Seller Panel and the Website or terminate this Agree...
Obligations of the Vendor. The Vendor shall (either itself or through its Suppliers) be responsible for all warranty and after- sales services relating to the Products as per its standard product warranty and maintenance contracts and shall keep the Company fully indemnified in this regard.
Obligations of the Vendor. At or before Completion, the Vendor must:
(a) deliver to the Purchaser a duly executed and completed transfer in favour of the Purchaser of the Shares in registrable form together with any certificate(s) or holding statements pertaining to the Shares (if any);
(b) produce to the Purchaser any power of attorney or other authority under which the transfer of the Shares is executed;
(c) deliver to the Purchaser duly executed instruments irrevocably waiving in favour of the Purchaser all rights of pre-emption which any person has in respect of the Shares; and
(d) do all other things necessary or desirable to transfer the Shares and to complete any other transaction contemplated by this Agreement.
Obligations of the Vendor. On Completion, the Vendor or the Company shall deliver or make available to the Purchaser:
3.2.1 a duly executed transfer of the Sale Shares in favour of the Purchaser, accompanied by:
(i) the share certificate(s) in respect of the Sale Shares; and
(ii) the Stamp Duty Documents;
3.2.2 the written resignations of each of the directors of the Company and the alternate directors of the Company except Choo ▇▇▇▇ ▇▇▇▇ and ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ from his office as a director and an alternate director (as the case may be) to take effect on the Completion Date, with acknowledgements signed by each of them in a form satisfactory to the Purchaser to the effect that they have no claim against the Company for loss of office or otherwise;
3.2.3 (for the Purchaser itself and as agent for the Company) the certificates of incorporation, corporate seals (if any), cheque books, statutory and other books of the Company (duly written up-to-date);
3.2.4 all the financial and accounting books and records of the Company and (for the Purchaser itself and as agent for the Company) all documentation relating to the Property;
3.2.5 bank statements of all bank accounts of the Company as at the Completion Date;
3.2.6 copies of resolutions, duly certified as true copies by a Director, of the Board of Directors and the Shareholders, under which the Board of Directors and the Shareholders respectively have (in terms approved by the Purchaser prior to the Completion Date):
(i) approved the entry into by the Company of this Agreement, the Termination Agreement, the Transition Services Agreement, the Intellectual Property Assignment Agreement, the Supplemental Debenture and the issue of the New Note Conditions to replace the Note Conditions in its entirety;
(ii) approved the registration of the share transfer referred to in Clause 3.2.1, subject only to it being stamped;
(iii) accepted the resignations referred to in Clause 3.2.2 and approving the appointment of Yeo Su Ling as Director of the Company;
(iv) (if so required by the Purchaser) revoked all existing authorities to bankers in respect of the operation of the bank accounts of the Company and giving authority in favour of such persons as the Purchaser may nominate to operate such accounts;
(v) approved the adoption of the New Articles of Association, in substitution for and to the exclusion of the Articles of Association on the Completion Date; and
(vi) approved the change of name of the Company to ExCRX Singapore Pte. Ltd. on the Compl...
Obligations of the Vendor. 4.1. Subject to the Purchaser's review of the source code of the Software to be provided to the Purchaser forthwith, the Vendor shall procure that the services of Karina Rasyaeva, ▇▇▇▇ ▇▇▇▇▇ or ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ are made available to the Purchaser for 30 hours (10 hours a day on 3 consecutive days) and that the services of Karina Rasyaeva or ▇▇▇▇ ▇▇▇▇▇ are made available to the Purchaser for 18 hours of the total 30 hour period (6 hours a day on 3 consecutive days), at a time to be arranged between the parties , in order to transfer to a representative of the Purchaser the Vendor's information and knowledge relating to the Software and the structure and operation of the source code for the Software.
4.2. In the event that the Purchaser considers that the transfer of information set out in clause 4.1 from Karina Rasyaeva or ▇▇▇▇ ▇▇▇▇▇ has not been achieved within 30 hours, the Vendor shall make the Services of Karina Rasyaeva or ▇▇▇▇ ▇▇▇▇▇ available to the Purchaser for a further 18 hours (6 hours a day on 3 consecutive days ) at a time to be arranged between the parties for the purpose as set out in clause 4.1 above.
4.3. The Vendor shall provide such information as the Purchaser may require to enable the Purchaser to carry out effective after sales support to the Purchaser's customers including, without limitation, full details of the type and ▇▇▇▇ of any friction measurement product supplied to individual customers of the Vendor, the agent (if any) that was involved in that supply and the contact names, addresses and company names of any such customers.
Obligations of the Vendor a. The Vendor shall be liable to bear costs and expenses relating to Product Warehousing Fixed Costs, shipping costs and all other Product related costs.
b. The Vendor shall accept service requests from the customers of the Platform provided by the Company and shall ensure to provide the Services diligently.
c. The Vendor hereby expressly agrees that it shall supply quality Services to the customers of the Platform and carry out its obligations in an effective, diligent and timely manner.
d. The Vendor will be solely responsible for any damages, injury or ailments caused to the User as a result of using the Vendor’s Services. Additionally, the Vendor shall bear all responsibility towards the damages if any incurred on the Vendors Employees (if any), assigns or any of the property that shall be used by the Vendor.
e. The Vendor shall strictly adhere not to solicit or circumvent any customers through the Platform on the execution of this Agreement, if the Vendor so shall undertake to do so, this Agreement shall deem to be terminated without any refund or reimbursement to the Vendor.
f. Vendor shall ensure to adhere to the Privacy Policy available on the Platform and shall in no manner directly or indirectly disclose any information that the Vendor shall be aware of or shall be exposed to during the term of this Agreement.
g. If the service provided by the Vendor is deficient then the Vendor is responsible for all additional expenses including but not limited to legal expenses towards such deficiency of Services.
h. The Vendor must always assist the customers who are in need of their Services.
i. The Vendor may promote the Services of the Company through any promotional activity they seem fit.
j. The Vendors are not allowed to undertake any Services or are permitted to provide any Services to the customers of the Platform that are banned or prohibited by the government. If the Vendor undertakes to provide such Services, this Agreement shall stand terminated and the Company shall be waived from any liability of such Services.
k. The Vendor shall adhere to the terms, conditions and obligations set out under the present Agreement and any other policies of the Company.
l. The Vendor shall not in any manner directly or indirectly be entitled to raise any additional claim towards any profit or revenue generated by the Company beyond the scope of payment terms hereunder in any given period during the term of this Agreement or post termination of this Agreement.
Obligations of the Vendor. 1.2.1 The Vendor shall procure that there be delivered to the Purchaser at or before Completion:
(i) in respect of the Target Shares:
(1) a stock transfer form (in an Agreed Form) duly executed by the Vendor in favour of the Purchaser;
(2) the original share certificate(s) issued by the Target (or, in respect of any missing share certificate, an indemnity in an Agreed Form duly executed by the registered holder);
(3) a written resolution of the Target approving the change of the Target’s name to “CitySync Limited”, duly executed by the Vendor as the sole shareholder of the Target; and
(ii) such other documents, waivers or consents as the Purchaser may reasonably require to enable the Purchaser to be registered as holders of the Target Shares.
Obligations of the Vendor. 3.1 The Vendor undertakes the following:
(a) to supply at no cost to Institutions, the samples as listed in Section 1, including rental, transportation charges, customs duties, or for loss relating to the use of the samples. Any costs incurred in the use shall be at the Vendor’s own expense.
(b) to deliver the specified quantity of samples at the locations requested by MMD.
(c) where necessary to train the employees assigned by MMD on the correct usage of the sample.
(d) understand that the samples are non-returnable.
(e) to exercise due care in carrying any activities within the respective Institutions to prevent injury to persons and damage to property.
Obligations of the Vendor. All the obligations of the Vendor under the Agreement, including, but not limited to, indemnification and insurance requirements, shall survive the termination or completion of this Agreement.