Customer acknowledges and agrees Sample Clauses

Customer acknowledges and agrees a) Kineo shall act as the primary interface between the Customer and Totara Learning Solutions b) that from time to time the Services may be inaccessible, unavailable or inoperable for any reason, including: i. equipment malfunction: ii. periodic maintenance procedures or repairs which Kineo may undertake; iii. causes beyond the control of Kineo, including interruption or failure of telecommunications or digital transmission links, hostile network attacks, the unavailability, operation or inaccessibility of websites or interfaces. network congestion or other failures; or iv. regular scheduled maintenance activities which may cause a service outage or adversely affect the performance (including slow response times} of the Services. Kineo agrees to notify Customer prior to any scheduled maintenance, if such scheduled maintenance is (in Kineo's sole opinion) expected to materially affect the Services. c) that Kineo, to the extent permitted by law, does not guarantee nor warrant to Customer the availability of the Services, including on a continuous or uninterrupted basis. d) that Kineo is not responsible for the functionality of any third-party website, interface or software. e) To the extent permitted by law, a failure by Kineo to deliver or perform the Services because of any technical difficulties does not represent a failure by Kineo to discharge its obligations under this agreement or any Contract. f) Kineo may require information concerning the technical environment and / or technical specification of the networks (including internet connectivity) operated by the Customer to provide the support Service. g) that issue resolution is dependent upon the timely, and reasonable help and assistance from the Customer when required. h) ▇▇▇▇▇ shall respond to each critical issue log by performing root cause analysis in conjunction with the Named Site Administrator (as appropriate) and generating a proposed resolution to the issue and a proposed timescale as set out in the table above. i) If, following investigation, Kineo determines that a Defect is caused or materially contributed to by the Customer, including in the event of a Customer Defect, Kineo reserves the right to invoice the Customer for time spent in relation to the investigation, reporting on, and resolution of such Defect at the Day Rate. Kineo shall provide timesheet setting out the time spent if requested by the Customer to support the invoice. j) Kineo shall manage concurrency as determined by Kin...
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Customer acknowledges and agrees that Lynxspring may at any time be engaged directly or indirectly, including through or in connection with products and services of its other customers, in soliciting actual or prospective customers for Wireless Service or other services, products or Equipment that could be the same as or similar to and compete with a Customer Product or Service; and that Customer has had the opportunity to independently investigate the Wireless Service for use in connection with the Customer Product or Service and the Authorized Use and is not relying on any representation, guarantee, or statement of Lynxspring.
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Customer acknowledges and agrees. 6.2.1. That the Service is an information tool only and is not a substitute for competent management and oversight of Customer’s Vehicle Fleet, transportation system, and personnel; 6.2.2. That the Service depends upon data being transmitted over the internet, Customer’s network, GPS satellites, and third-party carrier networks, and that, TransLoc has no control over the functioning of the internet, Customer’s network, GPS satellites, or the network of a carrier; and 6.2.3. That Customer alone is responsible for acquiring and maintaining Customer’s Vehicle Fleet, Customer’s network, Customer’s internet access, and the rest of Customer’s physical and technological infrastructure.
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Customer acknowledges and agrees a) Kineo shall act as the primary interface between the Customer and Totara Learning Solutions b) that from time to time the Services may be inaccessible, unavailable or inoperable for any reason, including: i. equipment malfunction: ii. periodic maintenance procedures or repairs which Kineo may undertake; iii. causes beyond the control of Kineo, including interruption or failure of telecommunications or digital transmission links, hostile network attacks, the unavailability, operation or inaccessibility of websites or interfaces. network congestion or other failures; or
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Related to Customer acknowledges and agrees

  • Other Acknowledgments Seller acknowledges, unless otherwise stated in this Agreement or other written statement, that the Seller is unaware of the following: I. Any type of default that has been recorded against the Property; II. Any type of financial delinquency which used the Property as security; III. Any type of bankruptcy or insolvency involving the Seller or affecting the Property; and IV. Any type of mediation, arbitration, litigation, or any proceeding where an institution, public or private, has action pending against the Property which includes the Seller’s ability to sell the Property. ▇▇▇▇▇▇ agrees to notify the Agency immediately if any of the aforementioned issues should arise during the Listing Period.

  • Trust Account Waiver Acknowledgment The Company will seek to have all vendors, service providers (other than independent accountants), prospective target businesses or other entities with which it does business enter into agreements waiving any right, title, interest or claim of any kind in or to any monies held in the Trust Account for the benefit of the Public Shareholders. If a prospective target business or vendors, service providers or third party were to refuse to enter into such a waiver, management will perform an analysis of the alternatives available to it and will only enter into an agreement with a third party that has not executed a waiver if management believes that such third party’s engagement would be significantly more beneficial than any alternative.

  • Reliance and engagement letters Each Finance Party and Secured Party confirms that each of the Arranger and the Agent has authority to accept on its behalf (and ratifies the acceptance on its behalf of any letters or reports already accepted by the Arranger or Agent) the terms of any reliance letter or engagement letters relating to the Reports or any reports or letters provided by accountants in connection with the Finance Documents or the transactions contemplated in the Finance Documents and to bind it in respect of those Reports, reports or letters and to sign such letters on its behalf and further confirms that it accepts the terms and qualifications set out in such letters.

  • Representations of Customer and Bank (a) Customer represents and warrants to Bank that: (i) it has full authority and power, and has obtained all necessary authorizations and consents, to deposit and control the Financial Assets and cash in the Accounts, to use Bank as its custodian in accordance with the terms of this Agreement and to incur indebtedness, pledge Financial Assets as contemplated by Section 4.3, and enter into foreign exchange transactions; and (ii) this Agreement is its legal, valid and binding obligation, enforceable in accordance with its terms and it has full power and authority to enter into and has taken all necessary corporate action to authorize the execution of this Agreement. Bank may rely upon the above or the certification of such other facts as may be required to administer Bank's obligations hereunder. (b) Bank represents and warrants to Customer that this Agreement is its legal, valid and binding obligation, enforceable in accordance with its terms and it has full power and authority to enter into and has taken all necessary corporate action to authorize the execution of this Agreement. Customer may rely upon the above or the certification of such other facts as may be required to administer Customer's obligations hereunder.

  • Your Acknowledgements You acknowledge and agree that: 5.1 Apple may at any time, and from time to time, with or without prior notice to You (a) modify the APN, including changing or removing any feature or functionality, or (b) modify, deprecate, reissue or republish the APN APIs. You understand that any such modifications may require You to change or update Your Applications, Passes or Sites at Your own cost. Apple has no express or implied obligation to provide, or continue to provide, the APN and may suspend or discontinue all or any portion of the APN at any time. Apple shall not be liable for any losses, damages or costs of any kind incurred by You or any other party arising out of or related to any such service suspension or discontinuation or any such modification of the APN or APN APIs. 5.2 The APN is not available in all languages or in all countries or regions and Apple makes no representation that the APN is appropriate or available for use in any particular location. To 5.3 Apple provides the APN to You for Your use with Your Application, Pass, or Site, and does not provide the APN directly to any end-user. You acknowledge and agree that any Push Notifications are sent by You, not Apple, to the end-user of Your Application, Pass or Site, and You are solely liable and responsible for any data or content transmitted therein and for any such use of the APN. Further, You acknowledge and agree that any Local Notifications are sent by You, not Apple, to the end-user of Your Application, and You are solely liable and responsible for any data or content transmitted therein. 5.4 Apple makes no guarantees to You in relation to the availability or uptime of the APN and is not obligated to provide any maintenance, technical or other support for the APN. 5.5 Apple reserves the right to remove Your access to the APN, limit Your use of the APN, or revoke Your Push Application ID at any time in its sole discretion. 5.6 Apple may monitor and collect information (including but not limited to technical and diagnostic information) about Your usage of the APN to aid Apple in improving the APN and other Apple products or services and to verify Your compliance with this Agreement; provided however that Apple will not access or disclose the content of any Push Notification unless Apple has a good faith belief that such access or disclosure is reasonably necessary to: (a) comply with legal process or request; (b) enforce the terms of this Agreement, including investigation of any potential violation hereof; (c) detect, prevent or otherwise address security, fraud or technical issues; or (d) protect the rights, property or safety of Apple, its developers, customers or the public as required or permitted by law. Notwithstanding the foregoing, You acknowledge and agree that iOS, iPadOS, macOS, and watchOS may access Push Notifications locally on a user’s device solely for the purposes of responding to user requests and personalizing user experience and suggestions on device.