Status of Reseller Clause Samples
Status of Reseller. 11.1 This Agreement shall not be deemed in any way to create the relationship of principal and agent between Identica and Reseller; and under no circumstances shall Reseller be considered to be the agent of Identica. Reseller shall not act or attempt to act, or present itself, explicitly or implicitly, as an agent of Identica. Reseller shall not in any manner assume or make, or attempt to assume or make, any obligation, liability, representation, warranty or guarantee on behalf of, or in the name of Identica.
11.2 Reseller shall at all times comply with all applicable laws, regulations, and orders of any government of the Territory or political subdivisions thereof relating to or in any way affecting this Agreement and Reseller's performance hereunder, including obtaining of any required licenses, permits or approvals to perform Reseller’s obligations under this Agreement.
11.3 Reseller shall not disclose to any third party, without the prior written consent of Identica, or use for any purpose other than the performance of its obligations under this Agreement, any confidential information concerning the Products or information concerning the business affairs of Identica or the contents of this Agreement (including, but not limited to, prices, discounts, terms and conditions) which it receives directly or indirectly from Identica, or which it acquires or develops in the course of its transactions with Identica.
11.4 Reseller agrees that it shall at no time communicate directly with the manufacturer of the Products and shall deal only with Identica in connection with any matter arising out of this Agreement.
Status of Reseller. 6.1. The Reseller is an independent contractor and the relationship between the Parties is and shall be a relationship of customer/independent contractor and under no circumstances shall employer/employee relations and/or principal/agent relations come into being between the Parties.
6.2. The Reseller shall be entitled to present itself as a reseller only, and shall not be entitled to bind Partner vis-à-vis customers and/or any third party, by way of its signature and/or in any other manner.
6.3. In any event in which either of the Parties receives a demand and/or is sued and/or charged with any payment whatsoever due to the act of the other Party, the other Party hereby irrevocably undertakes to compensate and/or indemnify the first Party for any such payment and/or expense caused to it in this context immediately upon its first demand, provided that the first Party give notice in writing at least two weeks in advance of such demand and/or claim and/or charge, and the other Party did not object. Where the other Party objects, the matter shall be referred to the joint ruling of Mr. Zion Ginat, representing Partner, and Mr. Yossi Zvi, representing Superpharm, for a decision. Where these two fail to make a decision, the matter shall be referred to an arbitrator as set forth in clause 30 below.
6.4. All persons and/or employees employed by the Reseller in selling Partner’s Products, whether directly or through the Super Link chain, for the purposes of fulfilling its obligations, shall be its employees or shall be the employees of its franchisees, and not of any other person, and the Reseller shall be solely liable for payment of their salaries and all other payments applying to an employer under the franchise system of the Superpharm chain, and in accordance with the provisions of the law, including deductions and payments of income tax, national insurance, etc.
6.5. The Reseller undertakes to compensate and/or indemnify Partner for any damage or expense incurred by it as a result of a claim filed by an employee or any third party in respect of the employer-employee relationship and in respect of the provisions of clause 6.4 above and clause 6.6 below. Partner shall notify the Reseller in writing of any such claim within a reasonable time from the date on which it became aware of its existence. The Reseller shall be entitled, at its discretion and at its expense, assume the management of the defense of any such claim on behalf of Partner. The Reseller shall n...
Status of Reseller. The relationship between Reseller and ICI shall be that of buyer and seller. Reseller shall conduct its business at its own initiative, responsibility and expense. No employee of either party shall be deemed to be in the employ of the other and neither party has any right or authority to act on behalf of the other beyond that expressly granted herein. No provision of this Agreement shall be construed to create a joint venture or partnership between ICI and Reseller.
Status of Reseller. Reseller expressly acknowledges that Reseller is not and shall not be deemed an employee of Supplier. It is the intent of Reseller to have the status of an independent contractor and no provisions of this Agreement shall be construed in a manner that would indicate otherwise. Reseller, as an independent contractor, acknowledges that: (i) Reseller shall bear the expense associated with performance of Resellers services in obtaining purchasers who wish to purchase the Product; and (ii) that Supplier shall not be obligated to provide ▇▇▇▇▇▇▇’▇ Compensation Insurance covering Reseller nor to provide any other fringe benefits customarily provided to employees. Federal, state, and local taxes will not be deducted from compensation, if any, paid to Reseller. The Federal Insurance Contributions Act and the withholding provisions of the Internal Revenue Code or other law shall not be applicable to the payments by Supplier to Reseller pursuant to this Agreement. Reseller shall timely file and pay all required self-employment tax and estimated tax payments and shall furnish Supplier with copies thereof, upon request.