By Metric Insights Sample Clauses

By Metric Insights. Metric Insights shall indemnify, defend, and hold harmless Customer, its Affiliates who use the Product under this Agreement, and their respective directors, officers, and employees (collectively, the “Customer Indemnitees”) from and against any claim, suit, action, proceeding, cost, or damage (including attorneys' fees) arising from a third-party claim against a Customer Indemnitee to the extent that it alleges that a Product used by the Customer Indemnitee pursuant to the terms of this Agreement has infringed a United States intellectual property right or trade secret. The obligations in this Section 10.1 do not apply to the extent that the alleged infringement arises from or relates to: (a) the use of software or material other than a currently supported, unaltered Product release obtained directly from Metric Insights, where such Product release would have avoided the infringement; or (b) the use of a Product that has been modified, combined or merged with other products, processes, or materials, where the alleged infringement relates to such modification combination or merger and not the unaltered Product on its own; or (c) any software code or material that is made to comply with Customer designs, specifications, or instructions; or (d) software code, hardware, or material not provided by Metric Insights; or (e) continued allegedly infringing activity by Customer after being notified of the alleged infringement; or (f) use of the Product that is not strictly in accordance with this Agreement. In addition to the obligation to indemnify, if the Product (or any part of it) becomes the subject of an infringement claim for which a Customer Indemnitee has indemnification rights under this Section, Metric Insights will either: (i) procure for Customer the right to continue use of the Product as furnished; (ii) replace the Product with a non-infringing product that is substantially equivalent or superior in functionality; or (iii) modify the Product to make it non-infringing without loss of essential functionality. If an injunction is issued by a court of competent jurisdiction barring Customer’s exercise of the rights granted under this Agreement and Metric Insights, after using commercially reasonable efforts, is unable to accomplish the foregoing remedies, Metric Insights may terminate this Agreement, and all licenses granted, immediately upon written notice. If such a termination occurs, Metric Insights will provide a pro-rated refund of the pre-paid fee...
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Related to By Metric Insights

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  • Infrastructure Vulnerability Scanning Supplier will scan its internal environments (e.g., servers, network devices, etc.) related to Deliverables monthly and external environments related to Deliverables weekly. Supplier will have a defined process to address any findings but will ensure that any high-risk vulnerabilities are addressed within 30 days.

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  • Revenue Metering The Connecting Transmission Owner owned revenue metering shall be located at the Xxxxx Solar Collector Substation on the generator side of the 69kV breaker and shall consist of: • three (3) combination current/voltage transformer (“CT/VT”) units (manufacturer and model shall be ABB/Xxxxxxx KXM-350 high accuracy, or other Connecting Transmission Owner specified equivalent); and • one (1) revenue meter. (Note: Connecting Transmission Owner’s revenue metering CTs and VTs cannot be used to feed the Interconnection Customer’s check meter.)

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  • Benchmarks for Measuring Accessibility For the purposes of this Agreement, the accessibility of online content and functionality will be measured according to the W3C’s Web Content Accessibility Guidelines (WCAG) 2.0 Level AA and the Web Accessibility Initiative Accessible Rich Internet Applications Suite (WAI-ARIA) 1.0 for web content, which are incorporated by reference.

  • COVID-19 Vaccine Passports Pursuant to Texas Health and Safety Code, Section 161.0085(c), Contractor certifies that it does not require its customers to provide any documentation certifying the customer’s COVID-19 vaccination or post-transmission recovery on entry to, to gain access to, or to receive service from the Contractor’s business. Contractor acknowledges that such a vaccine or recovery requirement would make Contractor ineligible for a state-funded contract.

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