Calendar Function. The Company has conducted an inventory of all computer software programs owned or licensed by it as well as the hardware and embedded microcontrollers in non-computer equipment used by the Company in connection with and material to the operation of its business (collectively, the "Computer Systems") in order to determine which parts of the Computer Systems are not Year 2000 Compatible (as defined below) and to estimate the cost of rendering such Computer Systems Year 2000 Compatible prior to January 1, 2000. Based on the above-referenced inventory, the Company represents and warrants that the Computer Systems are either Year 2000 Compatible or that it is the reasonable expectation of the Company that they will be Year 2000 Compatible prior to July 1, 1999; the estimated remaining cost of rendering the Computer Systems Year 2000 Compatible is $30,000. "Year 2000 Compatible" means that the Computer Systems to the extent required for their particular use (i) correctly perform date data century recognition, and calculations that accommodate same century and multi-century formulas and date values; (ii) operate or are expected to operate on a basis comparable to their current operation during and after calendar year 2000 A.D., including but not limited to leap years; and (iii) shall not end abnormally or provide invalid or incorrect results as a result of date data which represents or references different centuries or more than one century.
Calendar Function. All internally developed Software used in the business or operations of the Division, including, but not limited to, any Software used in the products and product test software products identified on Schedule 3.11(h) and, to the knowledge of Seller, all other Software used in the business or operations of the Division, to the extent such Software is intended to process date/time data, is able to process date/time data (including, but not limited to, calculating, comparing, and sequencing) from, into, and between the twentieth and twenty-first centuries, and the years 1999 and 2000 and leap year calculations when used in accordance with the applicable instructions and will be able to do so until December 31, 2077. With respect to the product test software products identified on Schedule 3.11(h), this warranty is subject to the assumption that all products (e.g., hardware, software and firmware) used in combination with such products properly exchange date data with the product test software products.
Calendar Function. All Software, hardware and embedded ----------------- microcontrollers in non-computer equipment used in the Business that contain or call on a calendar function, including but not limited to any function that is indexed to a computer processing unit clock, provides specific days, dates or times, or calculates spans of dates or times, is, and will be able to record, store, process, calculate, compare, sequence and provide true and accurate day, date and time data from, into and between the twentieth and twenty-first centuries, including but not limited to with respect to the years 1999, 2000 and 2001 and leap year calculations ("Year 2000 Compliant"), except as could not ------------------- reasonably be expected, individually or in the aggregate, to have or result in a Material Adverse Effect. As of the date hereof, the Company nor and its Subsidiaries have not experienced a Material Adverse Effect resulting from the failure of its or any business partners' Software, hardware or embedded microcontrollers in non-computer equipment to be Year 2000 Compliant. The Company has no reason to believe and does not believe that it or its Subsidiaries will experience a Material Adverse Effect after the date hereof resulting from a failure to be Year 2000 Compliant.
Calendar Function. Except as set forth on Section 5.19(g) of the Company Disclosure Letter, all Owned Software, firmware and hardware and, to the knowledge of the Company, the material Software used in the business or operations of the Company and the Company Subsidiaries taken as a whole that contains or calls on a calendar function, including but not limited to any function that is indexed to a computer processing unit clock, provides specific dates or calculates spans of dates, is able to record, store, process and provide true and accurate dates and calculations for dates and spans of dates (including leap year calculations) including and following January 1, 2000.
Calendar Function. (i) Except as set forth on Schedule 3.11(h), all Software, firmware, hardware and equipment included in the Neptune Assets being transferred either
Calendar Function. (i) All Software, firmware, hardware and equipment included in the TAS Assets being transferred either (x) does not contain or call on a calendar function, including but not limited to any function that is indexed to a computer processing unit clock, provides specific days, dates or times, or calculates spans of dates or times, or (y) contains or calls on such a calendar function, and is and will be able to record, store, process, calculate, compare, sequence and provide true and accurate day, date and time data from, into and between the twentieth and twenty-first centuries, including but not limited to with respect to the years 1999, 2000 and 2001 and leap year calculations.
Calendar Function. Except as set forth on Schedule 3.13(f) of the ----------------- Disclosure Letter, all Software, hardware and embedded microcontrollers in non- computer equipment used in the Business that contain or call on a calendar function, including but not limited to any function that is indexed to a computer processing unit clock, provides specific days, dates or times, or calculates spans of dates or times, is, or prior to September 30, 1999 will be able to record, store, process, calculate, compare, sequence and provide true and accurate day, date and time data from, into and between the twentieth and twenty-first centuries, including but not limited to with respect to the years 1999, 2000 and 2001 and leap year calculations (such ability referred to herein as, "Year 2000 Ready" or "Year 2000 Readiness"). The Company has conducted a reasonable investigation into the Year 2000 Readiness of the operations of any third party with which the Company or any Subsidiary has a material relationship including, but not limited to, raw materials providers, service providers, utilities, financial institutions and transporters. The Company and its Subsidiaries have delivered a complete and correct list of all such third parties to the Purchaser. The Company and its Subsidiaries have a reasonable basis to believe, and do believe, that all such third parties will timely be Year 2000 Ready and will be able to continue to conduct business with the Company and its Subsidiaries without material disruption. The Company and its Subsidiaries have also formulated reasonable contingency plans to minimize the effect of the Company's, any Subsidiary's or any third party failure to timely achieve Year 2000 Readiness, which plans include, but are not limited to, alternative sources for products and services. The Company and its Subsidiaries have delivered to the Purchaser copies of the Company's and Subsidiaries' plans to achieve Year 2000 Readiness, a current status report and other documents related to the Year 2000 Readiness status of the Company and its Subsidiaries including, but not limited to, the contingency plans as well as copies of any certifications, correspondence and other documents received from third parties including, but not limited to, business partners, service providers, software vendors and equipment manufacturers addressing their Year 2000 Readiness status.
Calendar Function. 21 5.20. [RESERVED]........................................................................ 21 5.21. [RESERVED]........................................................................ 21 5.22. Insurance......................................................................... 21 5.23.
Calendar Function. Except as disclosed in Section 5.19 of the ----------------- Disclosure Letter, all software used in the Company's business that contains or calls on a calendar function, including but not limited to any function that is indexed to a computer processing unit clock, provides specific dates or calculates spans of dates, is and will be able to record, store, process and provide true and accurate dates and calculations for dates and spans of dates including and following January 1, 2000, except for any inaccuracies that, individually and in the aggregate, would not be Material Adverse Effect.
Calendar Function. Except as set forth on Schedule 3.1.13(h), all Owned Software and Software used in the Business that contain or call on a calendar function, including but not limited to any function that is indexed to a computer pro cessing unit clock, provides specific dates or calculates spans of dates, is able to record, store, process and provide true and accurate dates and calculations for dates and spans of dates including and following January 1, 2000.
