Unauthorized Resellers Sample Clauses

Unauthorized Resellers. Upon Reseller receiving written notice from WTD that WTD has reason to believe that Reseller is selling WTD product to an unauthorized party that is reselling WTD products to third parties and/or that Reseller is selling WTD product to a party that is reselling WTD products in violation of any WTD policy, Reseller expressly agrees to cooperate fully with any investigation by WTD into such activity, including allowing WTD to audit Reseller's books, records, purchase orders and communications, in addition to any other relevant sources of information, in order to ascertain the identity of the unauthorized or violating reseller. Reseller shall provide WTD with all requested information within seven business days of WTD's request for said information and shall provide WTD with Xxxxxxxx's good faith best etforts to establish the identity and all necessary information related to said unauthorized and/or violating reseller. Reseller expressly agrees that, in such circumstances, WTD does not have an adequate remedy at law, and that WTD may pursue mandatory injunctive relief in the agreed-upon jurisdictions referenced in paragraph 16 (f) to obtain this information if, in WTD's sole and absolute discretion, Xxxxxxxx has not adequately responded to WTD's request for information with regard to any unauthorized reseller and/or reseller operating in violation of any WTD policy.
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Unauthorized Resellers. Upon Reseller receiving written notice from Up Down Air Systems, LLC that Up Down Air Systems, LLC has reason to believe that Reseller is selling Up Down Air Systems, LLC product to an unauthorized party that is reselling Up Down Air Systems, LLC products to third parties and/or that Reseller is selling Up Down Air Systems, LLC product to a party that is reselling Up Down Air Systems, LLC products in violation of any Up Down Air Systems, LLC policy, Reseller expressly agrees to cooperate fully with any investigation by Up Down Air Systems, LLC such activity, including allowing Up Down Air Systems, LLC to audit Reseller's books, records, purchase orders and communications, in addition to any other relevant sources of information, in order to ascertain the identity of the unauthorized or violating reseller. Reseller shall provide Up Down Air Systems, LLC with all requested information within seven (7) calendar days of Up Down Air Systems, LLC’s request for said information and shall provide Up Down Air Systems, LLC with Reseller's good faith best efforts to establish the identity and all necessary information related to said unauthorized and/or violating reseller. Reseller expressly agrees that, in such circumstances, Up Down Air Systems, LLC does not have an adequate remedy at law, and that Up Down Air Systems, LLC may pursue mandatory injunctive relief in the agreed-up on jurisdictions referenced in paragraph 21(f) to obtain this information if, in Up Down Air Systems, LLC’s sole and absolute discretion, Reseller has not adequately responded to Up Down Air Systems, LLC’s request for information with regard to any unauthorized reseller and/or reseller operating in violation of any Up Down Air Systems, LLC policy.

Related to Unauthorized Resellers

  • Authorized Reseller A reseller or dealer authorized and added by a Vendor through their online TIPS Vendor Portal to make TIPS sales according to the terms and conditions herein.

  • Unauthorized Use Licensee, the Participating Institutions, or Authorized Users shall not knowingly permit anyone other than Authorized Users to access the Licensed Materials.

  • Unauthorized Use or Disclosure The Contractor shall notify COMMERCE within five (5) working days of any unauthorized use or disclosure of any confidential information, and shall take necessary steps to mitigate the harmful effects of such use or disclosure.

  • No Unauthorized Use Provider shall not use Student Data or information in a Pupil Record for any purpose other than as explicitly specified in this DPA.

  • Unauthorized Work The contractor is not authorized at any time to commence task order performance prior to issuance of a signed TO or other written approval provided by the CO to begin work.

  • Vendor’s Authorized Resellers TIPS recognizes that many vendors operate in the open market through the use of resellers or dealers. For that reason, TIPS permits Vendor to authorize Authorized Resellers within its Vendor Portal and make TIPS Sales through the Authorized Reseller(s). Once authorized by Vendor in the Vendor Portal, the Authorized Reseller(s) may make TIPS sales to TIPS Members. However, all purchase documents must include: (1) Authorized Reseller’s Name; (2) Vendor’s Name, as known to TIPS, and; (3) Vendor’s TIPS Contract Name and Number under which it is making the TIPS Sale. Either Vendor or Reseller may report the sale pursuant to the terms herein. However, Xxxxxx agrees that it is legally responsible for all reporting and fee payment as described herein for TIPS Sales made by Authorized Resellers. The TIPS Administration Fee is assessed on the amount paid by the TIPS Member, not on the Vendor’s cost or on the amount for which the Vendor sold the item to a dealer or Authorized Reseller. The Parties intend that Vendor shall be responsible and liable for TIPS Sales made by Vendor’s Authorized Resellers. Vendor agrees that it is voluntarily authorizing this Authorized Reseller and in doing so, Xxxxxx agrees that it is doing so at its own risk and agrees to protect, indemnify, and hold TIPS harmless in accordance with Sections 14-17 above related to Authorized Reseller TIPS Sales made pursuant to this Agreement or purporting to be made pursuant to this Agreement that may be asserted against Vendor whether rightfully brought or otherwise. The Parties further agree that it is no defense to Vendor’s breach of this Agreement that an Authorized Reseller caused Vendor of breach this Agreement.

  • Unauthorized Disclosure The Executive agrees and understands that in the Executive’s position with the Company, the Executive has been and will be exposed to and has and will receive information relating to the confidential affairs of the Company Group, including, without limitation, technical information, intellectual property, business and marketing plans, strategies, customer information, software, other information concerning the products, promotions, development, financing, expansion plans, business policies and practices of the Company Group and other forms of information considered by the Company Group to be confidential or in the nature of trade secrets (including, without limitation, ideas, research and development, know-how, formulas, technical data, designs, drawings, specifications, customer and supplier lists, pricing and cost information and business and marketing plans and proposals) (collectively, the “Confidential Information”). Confidential Information shall not include information that is generally known to the public or within the relevant trade or industry other than due to the Executive’s violation of this Section 4.1 or disclosure by a third party who is known by the Executive to owe the Company an obligation of confidentiality with respect to such information. The Executive agrees that at all times during the Executive’s employment with the Company and thereafter, the Executive shall not disclose such Confidential Information, either directly or indirectly, to any individual, corporation, partnership, limited liability company, association, trust or other entity or organization, including a government or political subdivision or an agency or instrumentality thereof (each a “Person”) without the prior written consent of the Company and shall not use or attempt to use any such information in any manner other than in connection with his employment with the Company, unless required by law to disclose such information, in which case the Executive shall provide the Company with written notice of such requirement as far in advance of such anticipated disclosure as possible. This confidentiality covenant has no temporal, geographical or territorial restriction. Upon termination of the Executive’s employment with the Company, the Executive shall promptly supply to the Company all property, keys, notes, memoranda, writings, lists, files, reports, customer lists, correspondence, tapes, disks, cards, surveys, maps, logs, machines, technical data and any other tangible product or document which has been produced by, received by or otherwise submitted to the Executive during or prior to the Executive’s employment with the Company, and any copies thereof in his (or reasonably capable of being reduced to his) possession; provided that nothing in this Employment Agreement or elsewhere shall prevent the Executive from retaining and utilizing: documents relating to his personal benefits, entitlements and obligations; documents relating to his personal tax obligations; his desk calendar, rolodex, and the like; and such other records and documents as may reasonably be approved by the Company.

  • Authorized Users Authorized Users" are:

  • Unauthorized Access Using service to access, or to attempt to access without authority, the accounts of others, or to penetrate, or attempt to penetrate, security measures of Company’s or a third party’s computer software or hardware, electronic communications system, or telecommunications system, whether or not the intrusion results in disruption of service or the corruption or loss of data.

  • Authorized User You may request us to issue a Card to an individual who has no financial responsibility under this Agreement. An Authorized User has the same access to your Account as you do, subject to any limitations we may impose. An Authorized User has no authority to add or delete Cardholders, request a replacement Card or terminate or modify this Agreement. You may terminate an Authorized User’s authority to access your Account at any time. To do this, you must return the Card to PenFed. You agree that you are responsible for all charges and cash advances made by an Authorized User, including charges made before the Card is returned, recurring charges, or charges made without the use of the Card initiated by the Authorized User after termination of the Authorized User’s access.

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