Mutual Performance Obligations Clause Samples
The Mutual Performance Obligations clause defines the responsibilities and duties that both parties are required to fulfill under the agreement. Typically, this clause outlines specific actions, deliverables, or standards that each party must meet, such as providing services, making payments, or supplying information within agreed timelines. By clearly stating these mutual obligations, the clause ensures that both parties understand their roles and helps prevent disputes arising from misunderstandings or unmet expectations.
Mutual Performance Obligations. User Surveys. Licensee and Licensor shall cooperate on the preparation and provision of user surveys to solicit feedback on the Licensed Materials from Authorized Users.
Mutual Performance Obligations. In addition to their respective, specific performance obligations, the Licensor and Licensee agree to be bound by the following performance standards.
Mutual Performance Obligations. Cure Activities. In the event of any unauthorized use of the Licensed Materials by an Authorized User, Licensee shall cooperate with Licensor in the investigation of any unauthorized use of the Licensed Materials of which it is made aware and shall use reasonable efforts to remedy such unauthorized use and prevent its recurrence. Licensor may terminate such Authorized User's access to the Licensed Materials after first providing reasonable notice to Licensee (in no event less than two (2) weeks) and cooperating with the Licensee to avoid recurrence of any unauthorized use. Confidentiality of User Data. Licensor agrees to maintain the confidentiality of any data relating to the usage of the Licensed Materials by Licensee and its Authorized Users. Licensee agrees to maintain the confidentiality of any data relating to the usage of the Licensed Materials by individual Authorized Users. Such data may be used solely for purposes directly related to the Licensed Materials and may only be provided to third parties in aggregate form. Raw usage data, including but not limited to information relating to the identity of specific users and/or uses, shall not be provided to any third party. Licensor may terminate such Authorized User's access to the Licensed Materials immediately through the blocking of a specific IP address if Licensor detects excessive downloading activities. Licensor will notify Licensee of this action within two business days. Access will be reinstated after Licensee takes appropriate steps to resolve the issue. Licensor shall indemnify and hold licensee harmless for any losses, claims, damages, awards, penalties, or injuries incurred, including reasonable attorney's fees, which arise from any claim by a third party of an alleged infringement of copyright arising out of the use of the Licensed Materials by Licensee or any Authorized User. No Limitation of liability set forth elsewhere in this agreement is applicable to this indemnification. Should Licensee wish to invoke the indemnity, Licensee must promptly notify Licensor of any such claims. Licensor shall have the right to defend such claims at its own expense. The other party shall provide assistance in investigating and defending such claims as the Licensor may reasonably request and have the right to participate in the defense at its own expense, subject to following all reasonable instructions of Licensor.
Mutual Performance Obligations. 1. N otification and Cure of Unauthorized Use. In the event the Licensee and/or any of the Participating Institutions has notice of an unauthorized use of the Licensed Materials and cannot promptly remedy it, the Licensee or Participating Institution shall promptly notify the Licensor. In the event the Licensor has notice of unauthorized use of the Licensed Materials, the Licensor will promptly notify Licensee and respective Participating Institution.
2. In the case of unauthorized use which is causing serious and immediate material harm to the Licensor, Licensor may temporarily suspend such offending individual Authorized User's access to the Licensed Materials (e.g. by blocking an individual user’s IP address), provided that Licensor immediately notifies the Licensee and Participating Institution of any such suspension, including the reason for the block and any supporting details. Such temporary suspensions will be of the shortest duration possible sufficient to terminate the alleged unauthorized activity and prevent its resumption. Any unauthorized use that is considered a breach of obligations under this Agreement shall be subject to Section XI, below, including the cure period.
Mutual Performance Obligations. Cure Activities. In the event of any unauthorized use of the Licensed Materials by an Authorized User, Licensee shall cooperate with Licensor in the investigation of any unauthorized use of the Licensed Materials of which it is made aware and shall use reasonable efforts to remedy such unauthorized use and prevent its recurrence. Licensor may terminate such Authorized User's access to the Licensed Materials after first providing reasonable notice to Licensee (in no event less than two (2) weeks) and cooperating with the Licensee to avoid recurrence of any unauthorized use. Confidentiality of User Data. Licensor agrees to maintain the confidentiality of any data relating to the usage of the Licensed Materials by Licensee and its Authorized Users. Licensee agrees to maintain the confidentiality of any data relating to the usage of the Licensed Materials by individual Authorized Users. Such data may be used solely for purposes directly related to the Licensed Materials and may only be provided to third parties in aggregate form. Raw usage data, including but not limited to information relating to the identity of specific users and/or uses, shall not be provided to any third party.
Mutual Performance Obligations. Cure Activities. In the event of any unauthorized use of the Licensed Materials by an Authorized User, Participating Member Institution shall cooperate with Licensor in the investigation of any unauthorized use of the Licensed Materials of which it is made aware if requested to do so by Licensor and shall use reasonable efforts to remedy such unauthorized use and prevent its recurrence. Licensor may terminate such Authorized User's access to the Licensed Materials after first providing reasonable notice to Participating Member Institution (in no event less than two (2) weeks) and cooperating with the Participating Member Institution to avoid recurrence of any unauthorized use. In the case of unauthorized use which in the Licensor’s judgment is causing serious material harm, Licensor may temporarily suspend an individual Authorized User's access to the Licensed Materials (e.g. by blocking an individual user’s ip address), provided that Licensor immediately notifies Participating Member Institution of any such suspension, including the reason for the block and any supporting details. Such temporary suspensions will be of the shortest duration possible sufficient to terminate the alleged unauthorized activity and prevent its resumption.
Mutual Performance Obligations. Notification and Cure of Unauthorized Use. In the event the Licensee has notice of an unauthorized use of the Licensed Materials and cannot promptly remedy it, the Licensee shall promptly notify the Licensor. In the event the Licensor has notice of unauthorized use of the Licensed Materials, the Licensor will promptly notify Licensee.
Mutual Performance Obligations. User Surveys. Licensee and Licensor shall cooperate on the preparation and provision of user surveys to solicit feedback from Authorized Users regarding the Licensed Materials. Confidentiality of User Data. Licensor and Licensee agree to maintain the confidentiality of any data relating to the usage of the Licensed Materials by Licensee and its Authorized Users. Such data may be used solely for purposes directly related to the Licensed Materials and may only be provided to third parties in aggregate form. Raw usage data, including but not limited to information relating to the identity of specific users and/or uses, shall not be provided to any third party. Implementation of Developing Security Protocols. Licensee and Licensor shall cooperate in the implementation of security and control protocols and procedures as they are developed during the term of this Agreement.
Mutual Performance Obligations. 11.1 Intentionally deleted.
Mutual Performance Obligations. Licensee and TLG agree to maintain the confidentiality of any data relating to the usage of the Licensed Materials by Licensee and its Authorized Users. Such data may be used solely for purposes directly related to the Licensed Materials. Information relating to the identity of specific users and/or uses, shall not be provided to any third party. Licensee and TLG shall cooperate in the implementation of security and control protocols and procedures as they are developed during the term of this Agreement. The parties shall maintain the confidentiality of such data to the same degree of care as the receiving party uses with its own information of like kind except to the extent the data becomes public knowledge through no fault of the recipient party and except to the extent data is disclosed under the California Public Records Act or other applicable law.