Authorized Application Sample Clauses

Authorized Application. The Licensed API is licensed to Licensees for use with the web site(s) and/or application(s) as contemplated by the Agreement and attachments to the Agreement, as indicated below (“Authorized Application”). As of the Agreement Date, this use shall be as follows, subject to change upon mutual agreement of the Parties in accordance with the terms of the Agreement, including this Addendum: Licensed API: Universal API Web Site(s): Orbitz Worldwide Agencies and Distribution Partners Application(s): o business-to-business xbusiness-to-consumer obusiness-to-tour/travel agency oother:
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Authorized Application. The applicable Licensed API is licensed to Licensees for use with the web site(s) and/or application(s) listed below that have been authorized by Travelport (“Authorized Application”): Licensed API: Universal API Web Site(s): Orbitz CTIX Application(s): ¨ business-to-business x business-to-consumer ¨ business-to-tour/travel agency ¨ other: Purpose of Application: Per the Purpose of this Addendum PNR Fees Subscriber will pay Travelport a $0.43 per passenger name record (“PNR”) fee (“PNR Fee”) for each PNR created by Subscriber using e-Pricing in accordance with Sections 3(b) of the Agreement Relating to ITA, Ebookers and Supplier Link dated February 1, 2011 between Travelport, LP and Orbitz Worldwide, LLC as such obligation is clarified below. For the avoidance of doubt and notwithstanding any provision in the Agreement or this Addendum, Subscriber will only be obligated to pay a PNR Fee based on the number of ticketed (regardless of whether subsequently cancelled), or changed and re-ticketed PNRs generated by Subscriber. Before Subscriber begins to use e-Pricing in connection with more than the 5% Threshold, Subscriber and Travelport shall meet to discuss the development of a tracking tool to track the number of PNRs that use e-Pricing (“Tracking Tool”), with the goal being that once a Tracking Tool is developed and implemented, Subscriber shall pay the PNR Fee on a per PNR basis based on each PNR generated as a result of that customer’s actual use of ePricing. This would mean, for example, that if an Orbitz customer’s use of ePricing results in that customer attempting to book a flight (which generates a PNR) but the booking fails and the customer attempts again and is successful (meaning another PNR is generated) but the customer did not have to use ePricing again to complete the successful booking, then, because the customer only used ePricing once, Orbitz would pay a total of one PNR Fee, even though two PNRs were generated. Travelport and Subscriber will review message activity 3 months after implementation of the uAPI (“Review Period”) and will negotiate allowed message thresholds and excess message fees. Travelport will offer thresholds and fees that are consistent with those thresholds and fees it has generally offered to its other subscribers. Subject to the requirement in the preceding sentence, if the parties do not agree upon allowed message thresholds and excess message fees within 30 days following the Review Period, either party may terminat...
Sample 1

Related to Authorized Application

  • Authorized Instructions The Custodian shall be entitled to rely upon any Oral Instructions or Instructions actually received by the Custodian and reasonably believed in good faith by the Custodian to be from an Authorized Person (“Authorized Instructions”). Notwithstanding any other provision included in this Agreement, Written Instructions relating to the disbursement of moneys of the Fund other than in connection with the purchase, sale or settlement of Securities, shall be in the form of a Certificate. The Fund agrees that an Authorized Person shall forward to the Custodian Instructions confirming Oral Instructions by the close of business of the same day that such Oral Instructions are given to the Custodian. The Fund agrees that the fact Instructions confirming Oral Instructions are not received or that contrary Instructions are received by the Custodian after the Custodian has effected such Oral Instructions shall in no way affect the validity or enforceability of transactions authorized by such Oral Instructions and effected by the Custodian.

  • Authorized Agent Authorized Agent means the individual(s) appointed in writing by the Depositor (or by the beneficiary following the Depositor's death) authorized to perform the duties and responsibilities set forth in the Agreement on behalf of the Depositor. Code. Code means the Internal Revenue Code.

  • Notice of variation of order of application The Agent may give notices under Clause 17.2 from time to time; and such a notice may be stated to apply not only to sums which may be received or recovered in the future, but also to any sum which has been received or recovered on or after the third Business Day before the date on which the notice is served.

  • L/C Applications The Company shall execute and deliver to the Issuing Lender the Master Letter of Credit Agreement from time to time in effect. The Company shall give notice to the Administrative Agent and the Issuing Lender of the proposed issuance of each Letter of Credit on a Business Day which is at least three Business Days (or such lesser number of days as the Administrative Agent and the Issuing Lender shall agree in any particular instance in their sole discretion) prior to the proposed date of issuance of such Letter of Credit. Each such notice shall be accompanied by an L/C Application, duly executed by the Company and in all respects satisfactory to the Administrative Agent and the Issuing Lender, together with such other documentation as the Administrative Agent or the Issuing Lender may request in support thereof, it being understood that each L/C Application shall specify, among other things, the date on which the proposed Letter of Credit is to be issued, the expiration date of such Letter of Credit (which shall not be later than the scheduled Termination Date (unless such Letter of Credit is Cash Collateralized)) and whether such Letter of Credit is to be transferable in whole or in part. Any Letter of Credit outstanding after the scheduled Termination Date which is Cash Collateralized for the benefit of the Issuing Lender shall be the sole responsibility of the Issuing Lender. So long as the Issuing Lender has not received written notice that the conditions precedent set forth in Section 12 with respect to the issuance of such Letter of Credit have not been satisfied, the Issuing Lender shall issue such Letter of Credit on the requested issuance date. The Issuing Lender shall promptly advise the Administrative Agent of the issuance of each Letter of Credit and of any amendment thereto, extension thereof or event or circumstance changing the amount available for drawing thereunder. In the event of any inconsistency between the terms of the Master Letter of Credit Agreement, any L/C Application and the terms of this Agreement, the terms of this Agreement shall control.

  • Name; Formation The name of the Company is “Sunterra Cypress Pointe I Development, LLC.” The Manager may change the name of the Company from time to time. The Company was formed by the filing of the Certificate, and the filing of the Certificate by Xxxx X. Xxxxxxxx as an authorized person within the meaning of the Act is hereby ratified and confirmed in all respects. The Manager agrees to execute and file, in the appropriate governmental jurisdictions, such additional certificates as may be required in the conduct of the Company’s business.

  • Request for Registration Subject to the provisions of subsection 2.1.4 and Section 2.4 hereof, at any time and from time to time on or after the date the Company consummates the Business Combination, the Holders of at least a majority in interest of the then-outstanding number of Registrable Securities (the “Demanding Holders”) may make a written demand for Registration of all or part of their Registrable Securities, which written demand shall describe the amount and type of securities to be included in such Registration and the intended method(s) of distribution thereof (such written demand a “Demand Registration”). The Company shall, within ten (10) days of the Company’s receipt of the Demand Registration, notify, in writing, all other Holders of Registrable Securities of such demand, and each Holder of Registrable Securities who thereafter wishes to include all or a portion of such Holder’s Registrable Securities in a Registration pursuant to a Demand Registration (each such Holder that includes all or a portion of such Holder’s Registrable Securities in such Registration, a “Requesting Holder”) shall so notify the Company, in writing, within five (5) days after the receipt by the Holder of the notice from the Company. Upon receipt by the Company of any such written notification from a Requesting Holder(s) to the Company, such Requesting Holder(s) shall be entitled to have their Registrable Securities included in a Registration pursuant to a Demand Registration and the Company shall effect, as soon thereafter as practicable, but not more than forty five (45) days immediately after the Company’s receipt of the Demand Registration, the Registration of all Registrable Securities requested by the Demanding Holders and Requesting Holders pursuant to such Demand Registration. Under no circumstances shall the Company be obligated to effect more than an aggregate of three (3) Registrations pursuant to a Demand Registration under this subsection 2.1.1 with respect to any or all Registrable Securities; provided, however, that a Registration shall not be counted for such purposes unless a Form S-1 or any similar long-form registration statement that may be available at such time (“Form S-1”) has become effective and all of the Registrable Securities requested by the Requesting Holders to be registered on behalf of the Requesting Holders in such Form S-1 Registration have been sold, in accordance with Section 3.1 of this Agreement.

  • Authorized Persons Concurrently with the execution of this Agreement and from time to time thereafter, as appropriate, each Fund shall deliver to the Custodian, duly certified as appropriate by a Treasurer or any Deputy or Assistant Treasurer of such Fund, a certificate setting forth: (a) the names, titles, signatures and scope of authority of all persons authorized to give Proper Instructions or any other notice, request, direction, instruction, certificate or instrument on behalf of such Fund (collectively, the "Authorized Persons" and individually, an "Authorized Person"); and (b) the names, titles and signatures of those persons authorized to issue Special Instructions. Such certificate may be accepted and relied upon by the Custodian as conclusive evidence of the facts set forth therein and shall be considered to be in full force and effect until delivery to the Custodian of a similar certificate to the contrary. Upon delivery of a certificate which deletes the name(s) of a person previously authorized by a Fund to give Proper Instructions or to issue Special Instructions, such persons shall no longer be considered an Authorized Person or authorized to issue Special Instructions for that Fund.

  • Authorized Use The Student Data shared pursuant to the Service Agreement, including persistent unique identifiers, shall be used for no purpose other than the Services outlined in Exhibit A or stated in the Service Agreement and/or otherwise authorized under the statutes referred to herein this DPA.

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