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BETWEEN
AND
BETWEEN:
AND
(Wherever the context so requires, SILVER LAKE LINE GENERAL TRADING LLC and
RIVA COM IT TECHNOLOGIES PLC are collectively referred to as the “Parties” and
individually referred to as the “Party”.)
WHEREAS Silver Lake has entered into an agreement under which Silver Lake agrees to supply
a Mobile Handsets to Ethio telecom. Ethio telecom is a telecom operator in Ethiopia.
WHEREAS, Riva Com is seeking to collaborate with Silver Lake on a revenue sharing basis;
Silver Lake and Riva Com wish to collaborate in accordance with the terms and conditions of
this Agreement;
WHEREAS the parties wish for the relationship between the parties to be conducted under the
terms and conditions of this Agreement.
4.1 Each Party agrees to collaborate, in accordance with the terms and conditions of this
Agreement, with the other Party in good faith.
4.2 Unless otherwise agreed elsewhere in this Agreement, each Party shall be responsible for
its investments, costs, taxes, assessments, fees, charges and other payments by virtue of
their respective benefits and obligations pursuant to this Agreement.
4.3 Unless otherwise agreed elsewhere in this Agreement, a Party shall not directly or
indirectly engage in any act that may interfere with or deprive the benefits and rights of
the other Party conferred to it under this Agreement.
4.4 Each Party shall use its Reasonable Endeavours to provide all support and assistance
reasonably requested by the other Party for purposes related to this Agreement.
4. CONFIDENTIAL INFORMATION
4.1. Each Party agrees that all code, inventions, know-how, business, technical and financial
information it obtains constitute the confidential property of the other.
4.2. Parties must keep customer data or information in a secure manner as confidential
information.
5. TERM OF AGREEMENT
5.1. Term
This Agreement is effective as of the Effective Date and will continue for so long as the
Main Contract remains in effect between Silver Lake and Ethio telecom, including during
any renewal or extension of the Main Contract (“Term”).
5.2. Termination
5.2.1. Either Party may terminate this Agreement if the other Party: (i) fails to cure any
breach of this Agreement within thirty (30) days after written notice of such breach;
or (ii) ceases operation without a secession.
5.2.2. Termination is not an exclusive remedy and the exercise by either Party of any
remedy under this Agreement will be without prejudice to any other remedies it may
have under this Agreement by law, or otherwise.
5.2.3. Each Party shall have the right to terminate this agreement, without notice, upon
termination of the main Contract.
5.3. Any termination of this Agreement shall not affect any accrued rights or liabilities of any
Party nor shall it affect the coming into force or the continuance in force of any
provision of this Agreement that is expressly or by implication intended to come into or
continue in force on or after such termination.
6. GOVERNING LAW
This Agreement shall be governed, interpreted, and enforced in accordance with the Laws of the
Federal Democratic Republic of Ethiopia.
IN WITNESS WHEREOF, the Parties have executed this Agreement on the Effective Date by their
duly authorized representatives.
WITNESSES