Hosting Obligations Clause Samples

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Hosting Obligations. 4.1 The Directory Partner will: 4.1.1 host the Content on the Platform in accordance with the terms of this Agreement; 4.1.2 provide Second Line Customer support and general customer support (in respect of its hosting obligations which shall include application monitoring, application support and fault and change management, in accordance the with the terms of this Agreement); and 4.1.3 make available, operate, support and maintain the Platform in accordance with in accordance with the terms of this Agreement; and will ensure that all such services shall meet or exceed the KPIs for such services at all times. 4.2 Where, the Directory Partner materially or persistently fails to meet any of the KPIs Levels or any Codes of Practice relating to the services to be performed under Clause 4, without prejudice to its other rights and remedies, VGCS shall be entitled to temporarily suspend or disconnect the Directory Partner or remove or to bar access to the Content (or any part thereof) on the Directory to its Customers until such time as the Directory Partner, can show to VGCS’s reasonable satisfaction the it has taken reasonable steps to resolve the problem. 4.3 VGCS shall on and from Acceptance, use its reasonable endeavours to maintain the Directory on which Content displayed is 24 hours in every day on every day of the year but VGCS shall not be liable for any failure to maintain the Directory in such manner whether this arises from a technical or other failure in the Directory, the Vodafone Networks or otherwise. VGCS does not warrant that the Directory or the Vodafone Networks will be fault free or free of interruptions. VGCS reserves the right from time to time to improve or alter the Directory as it deems appropriate (including changes to the category structure or channels). Further VGCS reserves the right to suspend the operation of the Directory for the purposes of remedial or preventative maintenance or improvement of the Directory. 4.4 The Directory Partner acknowledges and agrees the Directory and the distribution of Content may depend on factors beyond VGCS’s control including but not limited to factors affecting the operation of the Vodafone Networks and the public networks. VGCS is not obliged to provide the Directory where such factors prevent it. 4.5 VGCS reserves the right to suspend or disconnect the Directory Partner or remove or bar access to any Content without prior notice or liability of whatsoever kind to the Directory Partner, in the ev...
Hosting Obligations. Track shall use reasonable efforts to make the Services available 24/7/365 except for (i) planned outages, which Track shall use all reasonable efforts to schedule outside of normal business hours and to provide advance electronic notice to Client through the Services or otherwise, (ii) emergency maintenance, and (iii) those events described in Section 22 below. Track shall have no liability due to unavailability of the Services from these excluded events.
Hosting Obligations. TravelNet shall make Website Deliverables available in accordance with TravelNet’s then current service level policy available at ▇▇▇.▇▇▇▇▇▇.▇▇▇/▇▇▇ and/or made available to Client in another form. Such policy may be updated by TravelNet from time to time.
Hosting Obligations. [If applicable]
Hosting Obligations. 3.1 Where Pixel Pudding is hosting the Client’s site, Pixel Pudding shall: (a) host the Site on a Server; (b) grant access to the Materials and Site on the Server only to those staff of Pixel Pudding (or its sub-contractors) who require access in connection with the provision of the Services. (c) implement appropriate technical and organisational security measures to protect the Site against unauthorised or unlawful accidental loss, destruction, alteration or damage.
Hosting Obligations. The term “Hosting Obligation”, as commonly referred to by the City and CVB in previous dealings, is a contractual obligation the CVB negotiated with an event holder for choosing the City as the host city for its convention, meeting, or special event. Generally, Hosting Obligations are offered to organizations based upon (1) the competitive environment, (2) the forthcoming convention’s synergies with primary economic drivers of the San Antonio Region, or (3) the likelihood of the event producing a significant visitor-related economic impact which benefits the City’s economy. The Parties agree, pursuant to the provisions articulated throughout this Agreement, to coordinate prospective Hosting Obligations with potential event holders for promoting, marketing, and assisting in developing the City as a premier leisure visitor and convention and meeting location, all as purposes set forth in VSA’s Articles. While the City will maintain within its control the account and funds associated with Hosting Obligations, VSA shall retain the responsibility of implementing the approval process in place to ensure Hosting Obligations are given to event hosts only when warranted and approved prior to the proposed event. VSA will continue to monitor and evaluate the Hosting Obligations’ progress through review of rental records, food and beverage revenues reported by the HBGCC’s authorized catering vendor, actual hotel nights rented, and other key documentation to ensure the event hosts met the thresholds to receive the City’s Hosting Obligations.

Related to Hosting Obligations

  • Existing Obligations Termination of this Agreement shall not affect any obligations of the Parties under this Agreement prior to the date of termination including, but not limited to, completion of all medical records and cooperation with BCBSM with respect to any actions arising out of this Agreement filed against BCBSM after the effective date of termination. This Agreement shall remain in effect for the resolution of all matters pending on the date of termination. BCBSM's obligation to reimburse Provider for any Covered Services will be limited to those provided through the date of termination.

  • Reporting Obligations As long as any Holder shall own Registrable Securities, the Company, at all times while it shall be a reporting company under the Exchange Act, covenants to file timely (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Company after the date hereof pursuant to Sections 13(a) or 15(d) of the Exchange Act and to promptly furnish the Holders with true and complete copies of all such filings. The Company further covenants that it shall take such further action as any Holder may reasonably request, all to the extent required from time to time to enable such Holder to sell shares of Common Stock held by such Holder without registration under the Securities Act within the limitation of the exemptions provided by Rule 144 promulgated under the Securities Act (or any successor rule promulgated thereafter by the Commission), including providing any legal opinions. Upon the request of any Holder, the Company shall deliver to such Holder a written certification of a duly authorized officer as to whether it has complied with such requirements.

  • Ongoing Obligations I reaffirm my ongoing obligations under the Anthera Pharmaceuticals, Inc. Confidentiality and Inventions Assignment Agreement between me and the Company dated _______________, 20__ (the “Confidentiality Agreement ”), including, without limitation, my obligations to maintain the confidentiality of all confidential and proprietary information of the Company, to return to the Company (in good condition) all of the Company’s equipment, property, and documents (whether in paper, electronic, or other format, and all copies thereof) that are in my possession or control, and refrain from certain solicitation activities for a twelve (12) month period after my employment ends. I acknowledge that the execution of Exhibit A to the Confidentiality Agreement, entitled “Anthera Pharmaceuticals, Inc. Termination Certification” (the “Certification”), is required by the Confidentiality Agreement and accordingly agree to sign and return to the Company, at the same time I return the Release, the Certification (attached hereto as Appendix A) as a condition to my entitlement to the Separation Benefits. I also reaffirm my ongoing obligations under the Anthera Pharmaceuticals, Inc. Statement of Company Policy Regarding ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ and Disclosure of Material Non-Public Information (the “▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Policy”) and agree that those obligations continue to apply following my separation from employment, until such time as any material, nonpublic information possessed by me has become public or is no longer material, but not to exceed 12 months. Without limiting the foregoing, I acknowledge and agree that I shall continue to be subject to the remainder of any Quarterly Black-Out or Special Black-Out (as defined in the ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Policy), if such black-out period was instituted prior to my separation from employment.

  • Filing Obligations (a) The Master Servicer, the Special Servicer, the Operating Advisor, the Asset Representations Reviewer, the Custodian, the Certificate Administrator and the Trustee shall (and shall cause (or, in the case of a Mortgage Loan Seller Sub-Servicer, shall use commercially reasonable efforts to cause) each Additional Servicer and Servicing Function Participant utilized thereby to) reasonably cooperate with the Depositor and each Other Depositor in connection with the satisfaction of the Trust’s and each Other Securitization Trust’s reporting requirements under the Exchange Act. Pursuant to Section 10.04, Section 10.05 and Section 10.07, the Certificate Administrator shall prepare for execution by the Depositor any Forms 10-D, ABS-EE, 10-K and 8-K required by the Exchange Act with respect to the Trust, in order to permit the timely filing thereof, and the Certificate Administrator shall file (via the Commission’s Electronic Data Gathering and Retrieval System) such Forms executed by the Depositor. (b) In the event that the Certificate Administrator is unable to timely file with the Commission or deliver to any Other Depositor or Other Exchange Act Reporting Party as to which the applicable Companion Loan is affected, all or any required portion of any Form 8-K, 10-D, ABS-EE or 10-K required to be filed by this Agreement because required disclosure information was either not delivered to it or delivered to it after the delivery deadlines set forth in this Agreement, the Certificate Administrator shall promptly as soon as practicable, but in no event later than twenty-four (24) hours after determination (but if the next calendar day is not a Business Day, then in no event later than 10:00 a.m., New York time, on the next Business Day), notify the Depositor, such Other Depositor or Other Exchange Act Reporting Party thereof. In the case of Forms 10-D, ABS-EE and 10-K, the Depositor and the Certificate Administrator will thereupon cooperate to prepare and file a Form 12b-25 and a Form 10-D/A, Form ABS-EE/A or Form 10-K/A, as applicable, pursuant to Rule 12b-25 of the Exchange Act. In the case of Form 8-K, the Certificate Administrator will, upon receipt of all required Form 8-K Disclosure Information, include such disclosure information on the next succeeding Form 10-D to be filed for the Trust. In the event that any previously filed Form 8-K or Form 10-K needs to be amended, the Certificate Administrator will notify the Depositor thereof, and such other parties as needed and the parties hereto will cooperate with the Certificate Administrator to prepare any necessary Form 8-K/A or Form 10-K/A. In the event that any previously filed Form 10-D or Form ABS-EE needs to be amended, the Certificate Administrator shall notify the Depositor thereof, and such other parties as needed, and the parties hereto shall cooperate to prepare any necessary Form 10-D/A or Form ABS-EE/A. Any Form 12b-25 or any amendment to Form 8-K, Form 10-D, Form ABS-EE/A or Form 10-K shall be signed by an officer of the Depositor. The parties to this Agreement acknowledge that the performance by the Certificate Administrator of its duties under this Section 10.03 related to the timely preparation and filing of Form 12b-25 or any amendment to Form 8-K, Form 10-D, Form ABS-EE or Form 10-K is contingent upon such parties observing all applicable deadlines in the performance of their duties under this Article X. The Certificate Administrator shall have no liability for any loss, expense, damage, or claim arising out of or with respect to any failure to properly prepare, arrange for execution and/or timely file any such Form 12b-25 or any amendments to Form 8-K, Form 10-D, Form ABS-EE or Form 10-K, where such failure results from the Certificate Administrator’s inability or failure to receive, on a timely basis, any information from any other party hereto needed to prepare, arrange for execution or file such Form 12b-25 or any amendments to Forms 8-K, Form 10-D, Form ABS-EE or Form 10-K, not resulting from its own negligence, bad faith or willful misconduct.

  • Closing Obligations At Closing, the following events shall occur, each being a condition precedent to the others and each being deemed to have occurred simultaneously with the others: (a) Seller shall execute, acknowledge and deliver to Buyer (i) an Assignment, B▇▇▇ of Sale and Conveyance of the Assets, effective as of the Effective Time to Buyer (in sufficient counterparts to facilitate filing and recording) substantially in the form of Exhibit C conveying the Assets; and (ii) such other assignments, bills of sale, or deeds necessary to transfer the Assets to Buyer, including without limitation any conveyances on official forms and related documentation necessary to transfer the Assets to Buyer in accordance with requirements of governmental regulations (collectively, the “Conveyances”); (b) Buyer shall deliver to Seller the cash portion of the Purchase Price in immediately available funds, less the amount of the Deposit and any additional deposit paid to Seller pursuant to Section 10.1, and the Purchase Price Units; (c) Seller shall deliver to Buyer possession of the Assets; (d) Seller and Buyer shall execute and deliver letters in lieu directing all purchasers of production to pay Buyer the proceeds attributable to production from the Assets from and after the Effective Time; (e) Buyer shall deliver to Seller evidence of appropriate federal, state and local bonds relating to ownership of the Assets after the Closing and certificates of insurance evidencing that Buyer has obtained appropriate insurance covering the Assets; (f) Seller shall deliver to Buyer certificates substantiating non-foreign status in accordance with Treasury Regulations under Section 1445 of the Code, in the form of Exhibit D (“FIRPTA Certificate”); (g) Buyer shall prepare and Seller shall execute and deliver to Buyer all forms necessary for Buyer to assume operations on the Assets as agreed to by the Parties; and (h) Seller shall deliver to Buyer the certificates for all of the GMO Stock and all of the MV Stock properly executed for assignment to Buyer.