Administration of Services Sample Clauses

Administration of Services. Compensation. In consideration for providing Services, Bank agrees to pay to Provider the annual base compensation of $505,000, adjusted from time to time as provided in Section 2.2 ("Base Compensation"). Such Base Compensation (as adjusted) shall remain in effect during the term of this Agreement so long as Bank keeps in place the same computer, electronic and other systems as in place on the date hereof, unless Provider otherwise agrees. The Base Compensation in effect for each year shall be paid in monthly installments as nearly equal in amount as possible by the 20th of each calendar month by check or credited to Provider's account at Bank. A late fee of 1-1/2% of any amount not paid within 10 days after first becoming due ("Past Due") shall be imposed and interest will be charged daily on all amounts which are Past Due at the rate of 1-1/2% plus the Prime Rate as established by Franklin Community Bank, N.A. from time to time which shall vary as and when such Prime Rate varies.

Administration of Services. Subscriber shall be solely responsible for the acts and omissions of Subscriber administrator users and any other user who accesses the Services with Subscriber account credentials. Globalscape shall not be liable for any loss of data or functionality caused directly or indirectly by the administrator Users. Globalscape may modify the Services with or without notice to Subscriber. Subscribers are responsible for assessing the suitability of each Service for Subscriber’s intended use. By using the Services, Subscriber accepts responsibility for use of the Services, and acknowledge that they meet Globalscape requirements and enable Globalscape’s compliance with applicable laws.

Administration of Services. FMS shall keep the appropriate officers and employees of MOXY and other members of the MOXY Group fully informed and shall cooperate with such officers and employees with respect to the performance of Services by FMS. Each member of the MOXY Group shall have complete and full access to all data, records, files, statements, invoices, billings and other information generated by or in th▇ ▇▇▇▇▇▇y of FMS relating to Services provided to such entity.

Administration of Services. FMS shall keep the appropriate officers and employees of MMR and other members of the MMR Group fully informed and shall cooperate with such officers and employees with respect to the performance of Services by FMS. Each member of the MMR Group shall have complete and full access to all data, records, files, statements, invoices, billings and other information generated by or in the custody of FMS ▇▇▇▇▇▇▇g to Services provided to such entity.

Administration of Services. (a) Service Recipient and Service Provider shall each designate a group of individuals (each, a “Transition Services Team”), which shall work cooperatively with their counterparts to facilitate and administer this Agreement. Each Service Recipient and Service Provider shall designate (and reflect on Schedule 4(a)) two (2) or more persons (each, a “Representative”), who shall make reasonable efforts to meet, in person or telephonically during normal business hours and with reasonable notice (each such meeting, a “Meeting”), from time to time as reasonably requested by the other party’s Representatives to discuss the Services generally and any issues relating thereto; provided that any Representative’s failure to attend one or more Meetings shall not be deemed to constitute a breach under this Agreement. Each party shall have the right at any time and from time to time to replace its Representatives by giving notice in writing to the other party setting forth the name of (i) the Representative to be replaced and (ii) the replacement Representative. (b) Service Recipient acknowledges and agrees that Service Provider may need to provide some of the Services from or otherwise may need access to and use of locations owned or controlled by Service Recipient or its Affiliates. In order for Service Provider to perform its obligations under this Agreement, Service Recipient agrees to, and to cause its Affiliates to: (i) provide and maintain a safe location and environment for the representatives providing the Services; (ii) provide a secure area reasonably located for Service Provider’s and its Affiliates’ property and materials; (iii) provide Service Provider and its Affiliates reasonable access to its property, materials, information and data (including, upon reasonable advance notice, after normal business hours and during weekends and holidays) to the extent reasonably necessary in order for such other party to perform its obligations under this Agreement; and (iv) permit any signage to be displayed at such locations or on such property as may be required under applicable Law (including for regulatory purposes). In the event Service Recipient fails to provide access required hereunder to Service Provider’s employees and subcontractors as contemplated hereunder, Service Provider shall not be liable for any failure to perform under this Agreement occasioned by the lack of access. In the event that either party shall require (A) physical separation of its employees...

Administration of Services. Agent will provide the Association with efficient business and financial administration, supervision and/or oversight as required within the Agreement, and advisory services that are consistent

Administration of Services. FMS shall keep the appropriate officers and employees of FMPO and other members of the FMPO Group fully informed and shall cooperate with such officers and employees with respect to the performance of Services by FMS. Each member of the FMPO Group shall have complete and full access to all data, records, files, statements, invoices, ▇▇▇▇▇▇▇▇ and other information generated by or in the custody of FMS relating to Services provided to such entity.

Administration of Services. (a) Buyer agrees to provide the appropriate department within Piccadilly with all data, records, files, statements, invoices, ▇▇▇▇▇▇▇▇ and other information reasonably requested by Piccadilly that is necessary or advisable to allow Piccadilly to perform the Services contemplated by this Agreement. Buyer shall have reasonable access to all data, records, files, statements, invoices, ▇▇▇▇▇▇▇▇ and other information generated by or in the custody of Piccadilly relating to the Services provided pursuant to this Agreement. (b) Buyer acknowledges and agrees that the Services shall be provided only with respect to the Business. (c) Buyer represents and warrants that the Services will not be used in violation of any applicable federal, state or local law or any rules or regulations promulgated thereunder. (d) Each party shall (i) maintain confidential and secret all confidential information that may be disclosed by the other party in connection with the provision of the Services hereunder, (ii) restrict disclosure of such confidential information to those of its employees who have a need to know such information in order to comply with its obligations hereunder and (iii) employ the same standards of care with respect to such confidential information as it uses to protect its own confidential information. The obligations of this Section 3(d) shall survive the expiration and termination of this Agreement for a period of five years.

Administration of Services. (a) Chrome shall keep the COMPANY fully informed of the Services performed pursuant to this Agreement and shall cooperate with the COMPANY with respect to the performance of Services. COMPANY shall have complete and full access to all data, records, files, statements, invoices, ▇▇▇▇▇▇▇▇ and other information generated by or in the custody of Chrome relating to the Services provided pursuant to this Agreement during normal business hours and with prior written notice to be first given. (b) COMPANY acknowledges and agrees that the Services shall be provided only with respect to the business of COMPANY. (c) Each party shall (i) maintain confidential and secret all confidential information that may be disclosed by the other party in connection with the provision of the Services hereunder, (ii) restrict disclosure of such confidential information to those of its employees who have a need to know such information in order to comply with its obligations hereunder and (iii) employ the same standards of care with respect to such confidential information as it uses to protect its own confidential information. The obligations of this Section 3(c) shall survive the expiration and termination of this Agreement for a period of two (2) years. Nothing herein, however, shall prevent either party from disclosing to others or using in any manner information which such party can show: (i) has been published and become part of the public domain other than by acts, omissions, or fault of such party or such party's employees; (ii) has been furnished or made known to such party by third parties other than those acting directly or indirectly for or on behalf of the other party as a matter of legal right without restriction on disclosure; or (iii) was in such party's possession prior to the disclosure thereof by one party to the other party; or (iv) is required to be disclosed by law or a court of competent jurisdiction.