Network Performance Specifications Clause Samples

Network Performance Specifications. (a) From and after the date hereof until the [*****] of the Effective Date (the “Committed Performance Date”), NewCo shall, and shall cause its Controlled Affiliates to, use commercially reasonable efforts to meet the network performance parameters set forth in Section 2(a) of Schedule 9.4.2(a). NewCo and the SIG Parties shall, no later than the Committed Performance Date, mutually develop and agree upon (i) the minimum network performance parameters of the NewCo Network to support the Wireless Broadband Service (the “Network Performance Specifications”) that will be in effect from and after the Committed Performance Date and (ii) the appropriate remedies available to the SIG Parties for the failure of NewCo and its Controlled Affiliates to achieve the Network Performance Specifications from and after the Committed Performance Date (subject, in each case, to updates or modifications thereof in accordance with this Section 9.4.2(a)); provided that it is understood that the Network Performance Specifications in effect from and after the Committed Performance Date shall, at a minimum, meet the specifications set forth in Section 2(b) on Schedule 9.4.2(a); provided, further, that to the extent that NewCo or any of its Controlled Affiliates enters into any agreement or understanding with any other Person (including any Founding Partner or any of its Controlled Affiliates) that grants such Person network performance parameters of the NewCo Network for supporting Wireless Broadband Services and/or remedies associated with the failure to meet any such network performance parameters that are more favorable (as to such Person) than the Network Performance Specifications or the remedies referred to in the foregoing clause (ii) then in effect, as applicable, then NewCo shall promptly (and in any event within 60 days) notify each SIG Party thereof in writing and each SIG Party shall have the right (which right must be exercised within 90 days of receipt of such notice from NewCo) to substitute such more favorable network performance parameters and/or remedies, as the case may be, for the Network Performance Specifications or such remedies then in effect, as applicable. From and after the Committed Performance Date, NewCo and its Controlled Affiliates shall operate the NewCo Network in compliance the Network Performance Specifications then in effect, and the failure to meet such specifications shall result in the application of the remedies described in clauses (ii) abo...
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Related to Network Performance Specifications

  • Registry Performance Specifications Registry Performance Specifications for operation of the TLD will be as set forth in Specification 10 attached hereto (“Specification 10”). Registry Operator shall comply with such Performance Specifications and, for a period of at least one (1) year, shall keep technical and operational records sufficient to evidence compliance with such specifications for each calendar year during the Term.

  • Service Levels All service level requirements will be set forth in Exhibit A (“▇▇▇▇.▇▇▇ Referral Service Level Requirements”). Recipient ▇▇▇▇▇▇ agrees to adhere, and encourage Recipient Agent’s adherence, with the version of the ▇▇▇▇.▇▇▇ Referral Service Level Requirements in effect at the time ▇▇▇▇.▇▇▇ identifies the Referral to Recipient Broker/Agent.

  • Software Performance HP warrants that its branded software products will conform materially to their specifications and be free of malware at the time of delivery. HP warranties for software products will begin on the date of delivery and unless otherwise specified in Supporting Material, will last for ninety (90) days. HP does not warrant that the operation of software products will be uninterrupted or error-free or that software products will operate in hardware and software combinations other than as authorized by HP in Supporting Material.

  • SYSTEM PERFORMANCE REQUIREMENTS Certain functions of the Platform are subject to the service level agreement described in the Agreement. The following additional terms apply to Electronic Communication Services (as defined below). Such terms control in the event of a conflict with the terms of the Agreement. 1. These terms apply only to NCR Voyix’s provision of electronic communication services, such as NCR Voyix Pulse Real Time Text Paging, certain NCR Voyix online ordering functionalities and NCR Voyix Consumer Marketing (collectively, “Communication Services”). The Communication Services may enable you to send communications to your patrons, end-users or other recipients (collectively, “Recipients”), including e-mails, text messages or other electronic messages (collectively, “Communications”). Communications may be routed through wireless or mobile carriers, internet service providers or other communication service providers (each, a “CSP”). 2. You are entirely responsible for your use of the Communication Services, including, but not limited to: (a) proper account setup and configuration settings; (b) obtaining consents or opt-ins from Recipients to receive Communications; (c) compliance with requests to opt-out or unsubscribe from Communications; (d) providing all required disclosures; and (e) use of valid phone numbers, e-mail addresses or other communications identifiers as appropriate for the particular type of Communication. You are responsible for compliance with (i) all laws, rules, regulations and ordinances (including, without limitation, the Telephone Consumer Protection Act, the Federal Trade Commission Act, and the CAN-SPAM Act) and (ii) all industry standards and CSP requirements and policies (including, without limitation, all “S.H.A.F.T” rules and similar standards), in each case, as applicable to your use of the Communication Services or the conduct of your business (collectively, “Applicable Legal Requirements”). You will not use the Communication Services in violation of Applicable Legal Requirements or to engage in any illegal or unethical activity. You are solely responsible for the content and accuracy of your Communications and any products or services offered for sale therein. You will not send any misleading, inaccurate, threatening, libelous, obscene, harassing, or offensive Communication. If NCR Voyix provides images or other materials as part of the Communication Services, you may only use them for your permitted use of the Communication Services. Further, you may not use any third-party or purchased e-mail list(s) in connection with the Communication Services. NCR Voyix may immediately suspend or terminate your use of the Communication Services if you breach any obligation under this Section. You agree to immediately report any violation of this Section to NCR Voyix and provide cooperation, as requested by NCR Voyix, to investigate and/or remedy that violation. You are responsible for any and all charges (including, but not limited to, fees associated with text or email messaging) imposed by your CSP. Message and data rates may apply. Such charges include those from your mobile carrier or other CSP. 3. Communications may not be encrypted, so you should use appropriate care when determining the content of any Communications. Delivery and receipt of Communications may be delayed or impacted by technical or other issues with CSPs or other third parties or due to other reasons outside of NCR Voyix’s control. NCR Voyix will not be liable for any losses or damages arising from the disclosure of any Communication to any third party or the non-delivery, delayed delivery, misdirected delivery or mishandling of, or inaccurate content in, any Communication sent via the Communication Services. 4. You will indemnify, defend and hold harmless NCR Voyix and its affiliates, suppliers, agents and representatives against any and all claims, losses, costs, fines, fees, liabilities or obligations arising from: (a) your use of the Communication Services or the conduct of your business; or (b) your violation of Applicable Legal Requirements. The indemnified parties hereunder are intended third-party beneficiaries of this Section.

  • Service Specification The Parties have agreed upon the scope and specification of the Services provided under this Service Agreement in the Service Specification.