By Reseller. Reseller shall indemnify and hold Vendor harmless from and against any and all liabilities, losses, damages, costs and expenses (including legal fees and expenses) associated with any claim or action brought against Vendor that may arise from Reseller's improper or unauthorized replication, packaging, marketing, distribution, or installation of the Software, including claims based on representations, warranties, or misrepresentations made by Reseller, or any other improper or unauthorized act or failure to act on the party of Reseller.
By Reseller. No representations or warranties shall be made by or under authority of Reseller, its Affiliates, or Authorized Resellers with respect to the Product that have not been provided by NetSuite KK to Reseller in writing or that exceed the scope of NetSuite’s then current literature made publicly available by NetSuite for the Product. Reseller agrees that any and all representations and warranties, whether express, implied, statutory, or otherwise, shall be disclaimed on NetSuite’s and NetSuite KK’s behalf.
By Reseller. If Reseller materially breaches this Agreement and fails to cure such breach within thirty (30) days of receipt of written notice thereof from Operator, Operator may terminate this Agreement by written notice. In addition, Operator may terminate this Agreement immediately upon written notice to Reseller in the event of dishonesty, fraud, misrepresentation or similar cause by Reseller.
By Reseller. Reseller has the right to terminate this Agreement immediately upon written notice to Company to such effect if Company fails to perform or observe any material obligation of Company under this Agreement and such failure is not cured within 30 days after written notice of the same from Reseller; provided, that Company will not have the benefit of such cure period for any default that occurs more than twice in any 12-month period.
By Reseller. Reseller represents, warrants and covenants that:
By Reseller. Xxxxxxxx agrees to indemnify, defend and hold Westcon, its partners, parents, subsidiaries and affiliates, and their respective successors, assigns, members, principals, officers, directors, employees and agents, harmless from and against any and all claims, lawsuits, investigations or demands (and reasonable costs, liabilities, damages and expenses arising therefrom (including reasonable attorneys’ fees), to the extent such claims, lawsuits, investigations or demands arise out of or are in connection with: (i) personal injury or death, or damage to real or tangible property, caused by Xxxxxxxx’s negligence or willful misconduct;
By Reseller. Reseller shall indemnify and hold Gravic harmless from and against any and all liabilities, losses, damages, costs and expenses (including legal fees and expenses) associated with any claim or action brought against Gravic that may arise from Reseller's operation of its business, improper or unauthorized replication, packaging, marketing, resale, installation, or support of the Software, including claims based on representations, warranties, or misrepresentations made by Reseller, inadequate installation, support or assistance by Reseller, Xxxxxxxx’s failure to comply with the terms and conditions of this Agreement, or any other improper or unauthorized act or failure to act on the part of Reseller.
By Reseller. Reseller will indemnify, defend, and hold harmless DomainPeople (including, without limitation, DomainPeople’s Affiliates, directors, officers, managers, employees, contractors, and agents) from and against any claim, action, loss, liability, damage, penalty, cost or expense (including reasonable legal fees for attorneys, witnesses, and defense) that DomainPeople may suffer or incur as a result of:
By Reseller. Reseller will defend and indemnify Vendor against and hold Vendor harmless from, any and all claims, damages, and expenses (including reasonable attorneys' fees and costs of litigation), by any other party resulting from any improper acts or omissions by Reseller relating to its activities in connection with this Agreement, or misrepresentations relating to Vendor, "Products" or this Agreement, regardless of the form of action. Reseller shall be solely responsible for any claims, warranties or representations made by Reseller or Reseller's employees or agents which differ from the warranty provided by Vendor in the end-user agreement included with the "Products".
By Reseller. This Agreement may be terminated by Reseller at its option and without prejudice to any other remedy to which it may be entitled at law, in equity, or otherwise under this Agreement, in the following circumstances and in the manners indicated:
