Common use of Authorized Distributors Clause in Contracts

Authorized Distributors. Unless specifically authorized by the SP in writing, the Subcontractor shall only furnish items/components provided by authorized distributors and not independent distributors. Any item/components furnished from an independent distributor shall meet all OEM specifications and industry standards. CITIZENSHIP STATUS All personnel of the Lessor and its lower-tier subcontractors who require access to the NTESS-controlled premises must be U.S. citizens, or foreign nationals who are legal aliens or have the required authorization to perform work in the U.S. and must meet rules of the site for access to the work areas in place at the time of performance of this subcontract. CLASSIFIED INFORMATION ACCESS REQUIREMENTS DEAR 952.204-2 Security Requirements DEAR 952.204-70 Classification/Declassification DEAR 970.5204-1 Counterintelligence ENVIRONMENTAL, SAFETY, AND HEALTH (ES&H) SERVICES Lessor shall provide all ES&H services for Lessor or Lessor lower-tier subcontractor employees performing work in the NTESS-controlled premises. FAILURE IN PERFORMANCE The covenant to pay rent and the covenant to provide any service, utility, maintenance, or repair required under this lease are interdependent. In the event of any failure by the Lessor to provide any service, utility, maintenance, repair or replacement required under this lease when such failure remains uncured for a period of ten (10) days after receipt of notice of the failure NTESS may, by subcontract or otherwise, perform the requirement and deduct from any payment or payments under this lease, then or thereafter due, the resulting cost to NTESS including all administrative costs. If NTESS elects to perform any such requirement, NTESS and each of its Subcontractors shall be entitled to access to any and all areas of the building, access to which is necessary to perform any such requirement, and the Lessor shall afford and facilitate such access. Alternatively, NTESS may deduct from any payments under this lease, then or thereafter due, an amount which reflects the reduced value of the subcontract requirement not performed. No deduction from rent pursuant to this clause shall constitute a default by NTESS under this lease. These remedies are not exclusive and are in addition to any other remedies which may be available under this lease or at law.

Authorized Distributors. Unless specifically 1. LICENSOR agrees that, during the term of this Agreement, AUTHORIZED DISTRIBUTORS may use the LICENSED MARKS in accordance with the terms and conditions set forth herein (including, without limitation, the standards and guidelines set forth in Paragraph IV.B) in order to identify themselves as authorized representatives of LICENSEE or a PERMITTED SUBLICENSEE or otherwise in connection with the promotion, distribution and sale of PRODUCTS and SERVICES. 2. LICENSEE and the PERMITTED SUBLICENSEES will provide the AUTHORIZED DISTRIBUTORS a copy of the standards and guidelines set forth in Paragraph IV.B (which copy may be provided by placing such standards and guidelines on a Website accessible by the SP in writing, AUTHORIZED DISTRIBUTORS and providing the Subcontractor shall only AUTHORIZED DISTRIBUTORS notice that they must comply with such standards and guidelines). LICENSEE and the PERMITTED SUBLICENSEES will instruct the AUTHORIZED DISTRIBUTORS that they must furnish items/components provided by authorized distributors samples of all proposed forms and not independent distributors. Any item/components furnished from an independent distributor shall meet all OEM specifications and industry standards. CITIZENSHIP STATUS All personnel uses of the Lessor LICENSED MARKS to LICENSEE and its lower-tier subcontractors who require access the PERMITTED SUBLICENSEES for written approval prior to the NTESS-controlled premises must be U.S. citizens, or foreign nationals who are legal aliens or have the required authorization to perform work in the U.S. and must meet rules any use thereof. 3. LICENSEE shall reasonably monitor AUTHORIZED DISTRIBUTORS’ use of the site for access LICENSED MARKS. To the extent that LICENSEE has any reason to believe that an AUTHORIZED DISTRIBUTOR may be using the work areas LICENSED MARKS in place at a manner that violates or conflicts with the time of performance terms and conditions of this subcontractAgreement, LICENSEE shall promptly investigate such potential non-compliance. CLASSIFIED INFORMATION ACCESS REQUIREMENTS DEAR 952.204If LICENSEE determines that such violation or conflict has occurred or is occurring or if LICENSOR otherwise notifies LICENSEE that such violation or conflict has occurred or is occurring, LICENSEE shall promptly notify such AUTHORIZED DISTRIBUTOR and LICENSOR (unless LICENSOR notified LICENSEE thereof in accordance with the foregoing) of such non-2 Security Requirements DEAR 952.204-70 Classification/Declassification DEAR 970.5204-1 Counterintelligence ENVIRONMENTALcompliance, SAFETYand use reasonable efforts to cause such AUTHORIZED DISTRIBUTOR to comply with the terms and conditions of this Agreement. If such AUTHORIZED DISTRIBUTOR fails to comply with such terms and conditions within twenty (20) days of such notice, AND HEALTH (ES&H) SERVICES Lessor LICENSEE shall provide all ES&H services for Lessor or Lessor lower-tier subcontractor employees performing work in immediately terminate such AUTHORIZED DISTRIBUTOR’S rights to use the NTESS-controlled premisesLICENSED MARKS, and instruct such AUTHORIZED DISTRIBUTOR that it has no further right to use any LICENSED ▇▇▇▇. FAILURE IN PERFORMANCE The covenant to pay rent LICENSEE and the covenant PERMITTED SUBLICENSEES agree to provide any service, utility, maintenance, or repair required under this lease are interdependent. In the event of any failure by the Lessor to provide any service, utility, maintenance, repair or replacement required under this lease when such failure remains uncured for a period of ten (10) days after receipt of notice of the failure NTESS may, by subcontract or otherwise, perform the requirement and deduct from any payment or payments under this lease, then or thereafter due, the resulting cost to NTESS including all administrative costs. If NTESS elects to perform any such requirement, NTESS and each of its Subcontractors shall be entitled to access to take any and all areas further actions reasonably requested by LICENSOR to prevent and stop such non-compliance and any other unauthorized uses of the building, access to which is necessary to perform any such requirement, and LICENSED MARKS by the Lessor shall afford and facilitate such access. Alternatively, NTESS may deduct from any payments under this lease, then or thereafter due, an amount which reflects the reduced value of the subcontract requirement not performed. No deduction from rent pursuant to this clause shall constitute a default by NTESS under this lease. These remedies are not exclusive and are in addition to any other remedies which may be available under this lease or at lawAUTHORIZED DISTRIBUTORS.