TERRITORY AND RESPONSIBILITIES Sample Clauses

TERRITORY AND RESPONSIBILITIES. This Agreement (as defined below) shall apply to activities in the Territory identified in the Master Partner Agreement. Partner may resell the Neo4j Software (as defined below), and Services (as defined below) and/or deliverables provided by Neo4j (the “Product(s)”) under the applicable Neo4j order form (the “Order Form”) only in the Territory on a non-exclusive basis. Partner shall not proactively solicit any business for the Products outside the Territory and agrees to refer to Neo4j any request for Products that originate outside the Territory. Each party shall appoint a representative to supervise the performance of its obligations under this Agreement. The representative shall provide professional and prompt liaison with the other party and have the necessary expertise and authority. Unless otherwise agreed by the parties in writing, each party shall bear its own costs and expenditures incurred in connection with the activities contemplated herein. “Agreement” means the Master Partner Agreement, Master Partner Agreement Terms and Conditions and any Order Forms, addenda, exhibits, schedules and appendices thereto. “Neo4j Software” means any software or SaaS offering identified in Neo4j’s Product price list as amended from time to time including any updates or upgrades thereto and any related application programming interfaces (APIs). “Service(s)” refers to implementation services, training or consulting services performed by Neo4j or its authorized representatives 2. PAYMENTS & TAXES. Partner will pay Neo4j the Partner Program Annual Fee as specified. The first year’s Partner Program Annual Fee are due on the Effective Date of this Agreement. Thereafter, Neo4j will invoice Partner the then current Partner Program Annual Fee annually in advance on each anniversary of the Effective Date of this Agreement. Any payments to be made to Neo4j shall be made in the currency listed in the applicable Order Form and shall be due in full within thirty (30) days after receipt of invoice, or as otherwise stated on an applicable Order Form, without any set-off or counterclaim of any kind. All fees are non-cancellable and non-refundable. If not paid when due, the payments shall be subject to interest at the rate of one and a half percent (1.5%) per month, subject to the maximum rate allowed by applicable law, calculated from the date when payment becomes overdue, until the date when payment is received. Partner shall pay or reimburse Neo4j for all applicable sales, us...
AutoNDA by SimpleDocs

Related to TERRITORY AND RESPONSIBILITIES

  • Roles and Responsibilities 1. The Donor States shall make funds available in support of eligible programmes proposed by the Beneficiary State and agreed on by the Financial Mechanism Committee within the priority sectors listed in Article 3.1 of Protocol 38c and the programme areas listed in the Annex to Protocol 38c. The Donor States and the Beneficiary State shall cooperate on the preparation of concept notes defining the scope and planned results for each programme.

  • SERVICES AND RESPONSIBILITIES 2.1 Contractor hereby agrees to perform the services described and for the fee set forth in the Scope of Work. The Contractor shall be solely responsible for the satisfactory and complete execution of the Scope Work. The Contractor shall provide and pay for all labor, materials, equipment, tools, construction equipment and machinery, water, utilities, transportation and other facilities and services necessary for the proper execution and completion of the Scope of Work. The Scope of Work shall generally be performed at the direction of the NMCRA and completed and completed within that certain number of days from the issuance of a Work Order by the NMCRA to the Contractor (the “Term”). Time is of the essence in the performance of all obligations within the Term. Final Completion of the Scope of Work shall be completed prior to the expiration of the Term and the failure of the Contractor to do so shall be a material default under this Agreement. “

  • Rights and Responsibilities This Agreement is our standard service agreement. Under this Agreement, we agree to provide and xxxx for Service, and you agree to use and pay for Service, as provided herein and in our other applicable Terms of Service. Our rights and responsibilities, and your rights and responsibilities, are as set forth in this Agreement and our other applicable Terms of Service.

  • RESTRICTIONS AND RESPONSIBILITIES 2.1 Customer will not, directly or indirectly: reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how or algorithms relevant to the Services or any software, documentation or data related to the Services (“Software”); modify, translate, or create derivative works based on the Services or any Software (except to the extent expressly permitted by Company or authorized within the Services); use the Services or any Software for timesharing or service bureau purposes or otherwise for the benefit of a third; or remove any proprietary notices or labels.

  • Duties and Responsibilities (a) The Auction Agent is acting solely as agent for the Company hereunder and owes no fiduciary duties to any other Person by reason of this Agreement.

  • General Duties and Responsibilities 1. Responsibilities under the General Conditions of the Contract for Construction: In addition to the responsibilities herein set forth, Consulting Engineer/Architect agrees to be responsible for those matters identified in the General Conditions as being responsibilities of the Consulting Engineer/Architect. Consulting Engineer/Architect specifically acknowledges receipt of a copy of the General Conditions and acceptance of the responsibilities as set forth therein.

  • Roles and Responsibilities of the Parties The AEDC and the URA each agree to assume and undertake their respective roles and responsibilities relating to the Project as set forth below:

  • Representations and Responsibilities You represent and warrant to us that any information you have given or will give us with respect to this agreement is complete and accurate. Further, you agree that any directions you give us or action you take will be proper under this agreement, and that we are entitled to rely upon any such information or directions. If we fail to receive directions from you regarding any transaction, if we receive ambiguous directions regarding any transaction, or if we, in good faith, believe that any transaction requested is in dispute, we reserve the right to take no action until further clarification acceptable to us is received from you or the appropriate government or judicial authority. We will not be responsible for losses of any kind that may result from your directions to us or your actions or failures to act, and you agree to reimburse us for any loss we may incur as a result of such directions, actions, or failures to act. We will not be responsible for any penalties, taxes, judgments, or expenses you incur in connection with your IRA. We have no duty to determine whether your contributions or distributions comply with the Code, regulations, rulings, or this agreement. We may permit you to appoint, through written notice acceptable to us, an authorized agent to act on your behalf with respect to this agreement (e.g., attorney-in-fact, executor, administrator, investment manager), but we have no duty to determine the validity of such appointment or any instrument appointing such authorized agent. We will not be responsible for losses of any kind that may result from directions, actions, or failures to act by your authorized agent, and you agree to reimburse us for any loss we may incur as a result of such directions, actions, or failures to act by your authorized agent. You will have 60 days after you receive any documents, statements, or other information from us to notify us in writing of any errors or inaccuracies reflected in these documents, statements, or other information. If you do not notify us within 60 days, the documents, statements, or other information will be deemed correct and accurate, and we will have no further liability or obligation for such documents, statements, other information, or the transactions described therein. By performing services under this agreement we are acting as your agent. You acknowledge and agree that nothing in this agreement will be construed as conferring fiduciary status upon us. We will not be required to perform any additional services unless specifically agreed to under the terms and conditions of this agreement, or as required under the Code and the regulations promulgated thereunder with respect to IRAs. You agree to indemnify and hold us harmless for any and all claims, actions, proceedings, damages, judgments, liabilities, costs, and expenses, including attorney’s fees arising from or in connection with this agreement. To the extent written instructions or notices are required under this agreement, we may accept or provide such information in any other form permitted by the Code or applicable regulations including, but not limited to, electronic communication.

  • ROLES AND RESPONSIBILITIES OF EACH PARTY Role of the Commonwealth

  • TEACHER RIGHTS AND RESPONSIBILITIES A. Teachers shall have freedom in the implementation of the adopted curriculum, including the right to select materials and engage in classroom discussions as they relate to the subject matter being taught and the level of the student. The administrator has the right and obligation to question, consult, and direct whenever necessary.

Time is Money Join Law Insider Premium to draft better contracts faster.