|
9. IMPORT/EXPORT CONTROL
<br />The parties acknowledge that equipment, services, software, and technical information (including technical assistance and
<br />training) provided under this Agreement may be subject to import and export laws, conventions or regulations, and any use or
<br />transfer of the equipment, products, software, and technical information must be in compliance with all such laws, conventions
<br />and regulations. The parties will not use, distribute, transfer, or transmit the equipment, services, software, or technical
<br />information (even if incorporated into other products) except in compliance with such laws, conventions and regulations.
<br />Customer, not AT&T, is responsible for complying with such laws, conventions and regulations for all information, equipment
<br />and software Customer transmits between countries using the Services.
<br />10. MISCELLANEOUS PROVISIONS
<br />10.1
<br />Publicity.
<br />Neither
<br />party may
<br />issue
<br />any public statements or announcements relating to the terms of this Agreement
<br />or
<br />the
<br />provision of
<br />Services
<br />without the
<br />prior
<br />written consent of the other party.
<br />10.2 Trademarks. Each party agrees not to display or use, in advertising or otherwise, any of the other party's trade
<br />names, logos, trademarks, service marks, or other indicia of origin without the other party's prior written consent, which
<br />consent may be revoked at any time by notice.
<br />10.3 Force Majeure. Except for payment of amounts due, neither party will be liable for any delay, failure in performance,
<br />loss or damage due to fire, explosion, cable cuts, power blackout, earthquake, flood, strike, embargo, labor disputes, acts of
<br />civil or military authority, war, terrorism, acts of God, acts of a public enemy, acts or omissions of carriers or suppliers, acts of
<br />regulatory or governmental agencies, or other causes beyond such party's reasonable control.
<br />10.4 Amendments and Waivers. Any supplement to or modification or waiver of any provision of this Agreement must be
<br />in writing and signed by authorized representatives of both parties. A waiver by either party of any breach of this Agreement
<br />will not operate as a waiver of any other breach of this Agreement.
<br />10.5 Assignment and Subcontracting.
<br />(a) This Agreement may not be assigned by either party without the prior written consent of the other party (which
<br />consent will not be unreasonably withheld or delayed). Customer may, without AT&T's consent, but upon notice to
<br />AT&T, assign in whole or relevant part, its rights and obligations under this Agreement to an Affiliate, but Customer
<br />will remain financially responsible for the performance of such obligations. AT&T may, without Customer's consent,
<br />assign in whole or relevant part, its rights and obligations under this Agreement to an Affiliate, or subcontract to an
<br />Affiliate or a third party work to be performed under this Agreement, but AT&T will in each such case remain
<br />financially responsible for the performance of such obligations.
<br />(b) In countries where AT&T does not have an Affiliate to provide Service, AT&T may assign its rights and obligations
<br />related to a Service to a local service provider, but AT&T will remain responsible to Customer for such obligations. In
<br />certain countries, Customer may be required to contract directly with the local service provider.
<br />(c) Any assignment other than as permitted by this Section 10.5 is void.
<br />10.6 Severability. If any port
<br />ion of this Agreement is found to be invalid or unenforceable or if, notwithstanding Section
<br />10.10 (Governing Law), applicable law mandates a different interpretation or result, the remaining provisions will remain in
<br />effect and the parties will negotiate in good faith to substitute for such invalid, illegal, or unenforceable provision a mutually
<br />acceptable provision consistent with the original intention of the parties.
<br />10.7 Injunctive Relief. Nothing in this Agreement is intended, or should be construed, to limit a part
<br />10.8
<br />Legal Action. Any
<br />legal action arising in
<br />y's right to seek
<br />preliminary or permanent injunctive relief from a court of
<br />competent jurisdiction for a
<br />breach of
<br />any
<br />provision of this Agreement.
<br />10.8
<br />Legal Action. Any
<br />legal action arising in
<br />connection
<br />with this Agreement must be filed within 2 years after the cause
<br />of
<br />action
<br />accrues or
<br />it will
<br />be
<br />deemed time-barred
<br />and waived.
<br />The parties waive any statute of limitations to the contrary.
<br />10.9 Notices. All notices required under this Agreement will be delivered in writing to the recipient's contact designated on
<br />the cover page of this Master Agreement, or to such other contact as designated in writing from time to time. Notices shall be
<br />by internationally recognized overnight courier, certified or registered mail, email, or facsimile and will be effective upon receipt
<br />or when delivery is refused, whichever occurs sooner.
<br />ua_ver_i.rtf
<br />AT&T and Customer Confidential Information
<br />Page 8 of 9
<br />UA VER I 07/14/08
<br />eCRM ID
<br />
|