By User. User is absolutely prohibited from making any changes or alterations to the User Office Space, Shared Space, Shared Assets or to systems and/or infrastructure supporting such areas, in each instance without Tenant’s prior written consent, which consent may be granted or withheld in Tenant’s sole and absolute discretion. If Tenant does so consent, User will provide Tenant with copies of all plans and contracts and procure and pay for all required permits and authorizations of the various governmental authorities having jurisdiction over the Property. Tenant agrees to join in the application for such permits or authorizations whenever such action is necessary at User’s sole cost and expense. Notwithstanding the foregoing, User is solely responsible for all costs and expenses of any labor, materials or other work to the Shared Space, User Office Space and Shared Assets pursuant to this Section 9 and for all costs and expenses associated with the removal of the User’s Assets and any repairs to or cleaning of the Shared Space and User Office Space that may be required following the removal of the User’s Assets at the end of the Use Period. User agrees and acknowledges that in some instances, Landlord’s consent may also be required for any change, repair or alteration and in such instances, Tenant’s consent shall not relieve User from the obligation of obtaining Landlord’s consent as well.
By User. To the extent permitted by law, User shall indemnify, defend, and hold harmless Autobooks, and its directors, officers, employees, affiliates, and agents from and against all proceedings, claims, losses, damages, demands, liabilities, and expenses whatsoever, including all reasonable legal and accounting fees and expenses and all reasonable collection costs, incurred by Autobooks, the TPSP, or Bank and their directors, officers, employees, affiliates, and agents resulting from or arising out of the Card Processing Services in this Exhibit E, User’s processing activities, the business of User or its customers, any sales Card Transaction acquired by Autobooks, the TPSP, or Bank, User’s negligence, willful misconduct, breach of this Exhibit E or any noncompliance with any law, the Rules, or any other rules or regulations promulgated by or in conjunction with the Card Brands by User or its agents or vendors, any issue, problems, or disputes between User and any customer, any Security Breach, any infiltration, hack, breach, or violation of the processing system of User or its third-party providers, or by reason of any breach or nonperformance of any provision of this Exhibit E on the part of the User, or its employees, agents, service providers, or customers.
By User. TRX acknowledges and agrees that nothing in this Amendment or the Agreement will confer in TRX any license or right of ownership in the User Brand Features.
By User. User may terminate this Agreement, or cancel any physical connection provided hereunder, upon thirty (30)
By User. (a) Subject to clause 32.2(b)(i), User may assign all of its rights under this Agreement, or an undivided interest in all of its rights under this Agreement, in each case with the prior written consent of ADEWAP (which consent will not be unreasonably withheld).
(b) Without limiting the generality of clause 32.2(a), ADEWAP will be entitled to withhold its consent if:
(i) User is in default of this Agreement (and the default has not been waived by ADEWAP); or
(ii) ADEWAP is not reasonably satisfied as to the ability of the assignee to meet all of the obligations of User under this Agreement.
(c) An assignment by User will be conditional upon, and will not be binding until:
(i) the execution by the assignee of a deed of covenant in favour of ADEWAP agreeing to be bound by this Agreement which deed must be in a form reasonably acceptable to ADEWAP; and
(ii) the reimbursement by the assignee of ADEWAP's costs (including legal costs) reasonably incurred in assessing whether the assignee will be able to meet all of the obligations of User under this Agreement and in connection with its review and negotiation of the deed of covenant referred to in clause 32.2(c)(i).
(d) Where User has made an assignment under clause 32.2(a), User will be released from its obligations under this Agreement (other than accrued obligations) to the extent of the assignment and as from the date of assignment.
By User. User agrees to defend, indemnify, and hold harmless TRX and entities controlled by, under common control with, or controlling TRX (control and controlling being defined as ownership of at least fifty percent (50%) of the equity interest), and each of their respective directors, officers, employees, and agents from and against any and all third party claims, demands, and liabilities, including reasonable attorneys fees, resulting from or arising out of: (i) any breach of User’s representations and warranties in this Amendment; or (ii) User’s knowing or intentional failure to comply with User’s obligations under any and all laws, rules or regulations applicable to User under this Amendment, except to the extent such violation arises out of TRX’s obligations hereunder.
By User. 9.1.1 The User can terminate the account at any time, providing You provide Us with Written Notification at least 7 days prior to the next billing cycle.
9.1.2 If an account is closed while still in contract, termination fees will apply.
9.1.3 Any pre-paid fees for Services are non-refundable on termination.
9.1.4 In some cases, a cooling off period is required by law. If You are covered by a cooling off period, you may terminate the Service without penalty if you provide Written Notification to YLESS4U within the timeframe allowed from the commencement of the contract.
By User. User may terminate this Agreement upon thirty (30) days’ prior written notice to the Exchange. User may cancel any physical or logical connection provided hereunder by submitting a request to the Exchange in accordance with the requirements set forth in the (i) applicable Connectivity Manual for physical connections or (ii) Customer Web Portal Specifications for logical connections.
By User. User may not assign its rights or delegate or subcontract any of its duties under this Agreement without written permission from the University. User will remain responsible to the University for the performance of any delegated or subcontracted services authorized by the University just as though User had performed them itself. User will ensure that such agreements require compliance with applicable provisions of this Agreement, including but not limited to the following Sections 3 Rights of Use of Data, 4 Return or Destruction of Data, 5 Confidentiality of Data, 6 Subject Protection, 7 Reporting and Use of Results and 8 Publication.
By User. User may terminate this Agreement (and cancel the Service) at any time upon 30 days prior written notice to JTECH. User will not owe any Fees for periods subsequent to the effective date of such notice.
