JVZoo cannot make certain that Merchant will go one kind of money otherwise overall performance through Seller’s use of the Representative Program

18. https://hookupwebsites.org/cs/pes-seznamka/. Seller usually safeguard, indemnify, and you may hold simple JVZoo, brand new Affiliates, in addition to their affiliates, directors, team, agencies, successors and you can assigns from and you will facing the claims, tips, loss, liability, damages, will set you back, and expenses (together with sensible attorneys’ fees and costs) (collectively “Claims”) as a result of, associated with otherwise regarding the people acts or omissions out of Merchant, the latest ad, sale, otherwise the means to access any one of Seller’s goods and services (plus one Real Items), one violation for the Arrangement because of the Vendor, otherwise people infraction of the Vendor of every representations otherwise guarantees contains herein. JVZoo reserves ideal, at Seller’s bills, to assume new private shelter and you may command over one count if you don’t susceptible to indemnification because of the Provider hereunder. Vendor hereby acknowledges that the Associates are designed third party beneficiaries of one’s foregoing indemnification obligation. Zero settlement is consummated instead JVZoo’s show composed agreement, hence will not unreasonably withheld.

As an element of this indemnification obligation, JVZoo should have the correct out-of counterbalance up against one wide variety due hereunder so you’re able to Provider for all the indemnification personal debt set forth more than

Supplier commonly instantly notify JVZoo of any current, following, or potential suit against it from the a third party getting issues in accordance with JVZoo, the latest Associate System, which Contract, otherwise one guidance considering into the relationship therewith (or people blend of the foregoing) if the same comes up.

Indemnity

19. Confidentiality. Subject to the Privacy Policy set forth on the Site, in the course of this Agreement, each party may have access to confidential and proprietary information (“Confidential Information”) relating to the Seller, JVZoo or Affiliates. Each party agrees not to disclose or disseminate the Confidential Information without prior express written consent from the relevant party to whom such Confidential Information relates, except to the extent required by law. The term “Confidential Information” shall include, without limitation, the terms of this Agreement (including pricing and payments) and information regarding existing or contemplated services, products, Affiliates, Sellers, processes, techniques, advertising or know-how, or any information or data developed pursuant to the performance of the services. However, Confidential Information shall not include information that is or becomes part of the public domain through no action or omission of the receiving party, that becomes available to the receiving party from third parties without such receiving party’s knowledge of any breach of fiduciary duty, or that the receiving party had in its possession prior to the date of this Agreement. Notwithstanding the foregoing, in no event shall the ratings published by JVZoo on the Site or the Seller’s sales information and general performance data for Seller’s participation in the Affiliate Program be deemed Confidential Information.

20. European union Information that is personal. As of , You agree that at any time when You have not accepted the JVZoo Data Processing Addendum (or when it is not in full force and effect for any other reason), You shall be prohibited from Processing Client Personal Data regulated by EU Data Protection Laws (all capitalized references in this Section 20 and not otherwise defined in this Agreement shall have the meaning defined in the said Addendum), including, but not limited to, the EU General Data Protection Regulation) or requesting that JVZoo Process such Client Personal Data on your behalf, and shall be obligated to immediately cease and desist from any such Processing activities, for as long as the said Addendum is not in full force and effect. You agree to indemnify and hold harmless JVZoo and its officers, directors, employees, agents, affiliates, successors, and permitted assigns against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind which JVZoo may sustain as a consequence of the breach by You of Your obligations pursuant to this paragraph. For the sake of clarity, in the context of performing the services contemplated herein, JVZoo is acting as a Processor and you are acting as a Controller.