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. The Customer may specify through the Admin console one or more Administrators who will have the right to access Admin Accounts. The Customer is responsible for (a) maintaining the confidentiality and security of the End- user Accounts and associated passwords and (b) any use of the End-user Accounts. The Customer agrees that Google's responsibilities do not extend to the internal management or administration of the Services for the Customer or any End Users.
Administration of Services. (a) Each of Seller and Overland will designate one or more persons in Schedule C who are authorized to bind Seller and Overland, respectively (each, a “Representative”) with respect to matters contemplated by this Agreement, including the facilitation and administration of this Agreement and resolution of any disputes arising hereunder. Each Party may treat an act of a Representative of the other Party as being authorized by such other Party without inquiring about such act or ascertaining whether such Representative had authority to so act. Each Party will have the right at any time and from time to time to replace its Representative by giving notice in writing to the other Party setting forth the name of (i) the Representative to be replaced and (ii) the replacement person, and certifying that the replacement Representative is authorized to act for the Party in respect of the matters contemplated by this Agreement.
(b) Seller acknowledges and agrees that on and after the date hereof, it may own or control certain properties and premises to which Overland may need access in order to provide some or all of the Services. In order for Overland to perform its obligations under this Agreement, Seller agrees to provide reasonable access to such properties and premises to Overland during normal business hours to the extent necessary to enable Overland to furnish the Services contracted for hereunder. Overland acknowledges and agrees that on and after the date hereof, it may own or control certain properties and premises to which Seller may need access in order to provide some or all of the Seller Services. In order for Seller to perform its obligations under this Agreement, Overland agrees to provide reasonable access to such properties and premises to Seller during normal business hours to the extent necessary to enable Seller to furnish the Seller Services contracted for hereunder.
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 within the best interests of the Association and standard industry portfolio management practice. Agent will use its best efforts to systematically respond to the requirements necessary to administer the Association and meet the obligations contained herein. Agent will establish its own internal methods and processes, and the Association agrees that it will not unreasonably interfere with Agent's discharge of its duties. When regarded as necessary in its
Administration of Services. FMS shall keep the appropriate officers and employees of FMP and other members of the FMP Group fully informed and shall cooperate with such officers and employees with respect to the performance of Services by FMS. Each member of the FMP Group shall have complete and full access to all data, records, files, statements, invoices, xxxxxxxx and other information generated by or in the custody 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 xxxxxxxg to Services provided to such entity.
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 thx xxxxxxy of FMS relating to Services provided to such entity.
Administration of Services. (a) Admin Console. Ledyard Ventures will provide Customer access to the Admin Console for the Administrator to manage Customer use of the Services (and use of the Services by Customer End Users, if applicable). Customer may use the Admin Console to specify one or more Administrators who will have the rights to access Admin Account(s). Customer is responsible for: (a) maintain the confidentiality and security of the End User Accounts and associated passwords; and (b) any use of the End User Accounts. Customer agrees that Ledyard Ventures’s responsibilities do not extend to the internal management or administration of the Services for Customer or any End Users.
Administration of Services. (a) At the direction of Compression, Seller is authorized to perform each of the Services detailed in Section 2 which are of a customary, recurring, ordinary course or routine nature (including the expenditure of funds for the purchase of goods or services). Without the requirement of specific approval of Buyer with respect to individual tasks, Seller shall not engage in other types of services or in any Services which are of an extraordinary nature without obtaining the prior approval of the appropriate officer of Buyer.
(b) Buyer acknowledges and agrees that the Services shall be provided only with respect to the business of Compression.
(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) Buyer agrees to provide the appropriate department within Seller with all data, records, files, statements, invoices, xxxxxxxx and other information (collectively, "Information") reasonably requested by Seller that is necessary or advisable to allow Seller to perform the Services contemplated by this Agreement. It is understood that all such Information which has been prepared by or on behalf of Buyer or has been prepared by or on behalf of Seller in connection with its Services hereunder shall become and at all times remain the property of Buyer. In addition, Buyer agrees to provide the appropriate department heads within Seller reasonable access, from time to time, to such of its officers as may be necessary or advisable in order to assist Seller in performing the Services.
(e) Buyer or its designated representative shall have reasonable access to all Information generated by or in the custody of Seller relating to the Services provided pursuant to this Agreement. In addition, Seller agrees to provide reasonable access, from time to time, to the appropriate officers of Buyer as may be necessary or advisable to assist Buyer in monitoring, verifying, or reviewing the performance by Seller of the Services.
(f) 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 and use 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 confide...
