VIA XXX. XXXXX Holdco, Inc., a company incorporated in Delaware, the United States whose registered office is at 0000 Xxxxxx Xxxx, Xxxxxxxxxx, Xxxxxxxx 00000, Xxxxxx Xxxxxx (“Holdco”);
VIA XXX. XXXXX, Inc., a company incorporated in Delaware, the United States whose registered office is at 0000 Xxxxxx Xxxx, Xxxxxxxxxx, Xxxxxxxx 00000, Xxxxxx Xxxxxx (“VIA Inc” or the “Seller”);
VIA XXX. XXXXX NY Corp, Inc., a company incorporated in New York, the United States, whose registered office is at 00 Xxxxx Xxxxxx, Xxxxxx XX0000-0000 (together with VIA Inc and Holdco, the “Sellers” or the “Relevant Sellers”);
VIA XXX. XXXXX Parties means the Sellers and their Affiliates and each of their respective present and former officers, directors, employees, representatives, agents, successors and assigns, and VIA XXX.XXXXX Party means any of them.
VIA XXX. XXXXX may sublicense the rights granted to it pursuant to Sections 2.1, 2.2, and 2.3 hereof to Authorized Dealers who have been previously identified to TRELLIX by VIA XXX.XXXXX, provided that each such sublicense is made pursuant to a Dealer License Agreement, which shall be subject to the consent and approval of TRELLIX (which shall not be unreasonably withheld,) and which shall contain terms no less favorable to TRELLIX as this Agreement (including, but not limited to, the End User License Agreement of TRELLIX). VIA XXX.XXXXX shall promptly provide TRELLIX with a copy of each Dealer License Agreement proposed to be entered into between VIA XXX.XXXXX and an Authorized Dealer.
VIA XXX. XXXXX understands and agrees that the operation of the Software may require operating system software owned by third parties, and that in certain instances it may be necessary for the VIA XXX.XXXXX, Authorized Dealer, or End-User to enter into license agreements with third parties with regard to such operating system software in order to make use of the Software. Software of any third party suppliers shall remain the property of their respective owners.
VIA XXX. XXXXX agrees that in the event of any breach of this Section 2, TRELLIX shall have no adequate remedy at law and therefore shall be entitled to seek injunctive and/or other equitable relief, in addition to any other remedies afforded by law.
VIA XXX. XXXXX is not authorized to make any warranties or representations with respect to the specifications, features, or capabilities of the Software which are inconsistent with the published literature distributed by TRELLIX and the terms and conditions of this Agreement. In addition, VIA XXX.XXXXX is not authorized to create any obligations or representations of responsibility, express or implied, on behalf of TRELLIX or its subsidiaries and affiliates.
VIA XXX. XXXXX shall in all marketing and promotion materials relating to the Software clearly indicate that it is acting as an authorized distributor of TRELLIX and shall not indicate that it is an author or developer of the Software.
VIA XXX. XXXXX agrees to use commercially reasonable efforts to include the Software and reference to the Software capabilities in its efforts to market web-hosting services and to distribute the Software in the Territories in accordance with the terms and conditions of this Agreement.
