Limitations on Services (a) The Parties recognize that certain responsibilities and obligations are imposed by federal and state securities laws and by the applicable rules and regulations of stock exchanges, the National Association of Securities Dealers, Inc., in-house "due diligence" or "compliance" departments of Licensed Securities Firms, etc.; accordingly, the Employee agrees that he will not:
(1) Release any financial or other material information or data about XStream without the prior written consent and approval of XStream's General Counsel or Securities Counsel;
(2) Conduct any meetings with financial analysts without informing XStream's General Counsel and board of directors in advance of the proposed meeting and the format or agenda of such meeting.
(b) In any circumstances where the Employee is describing the securities of XStream to a third party, the Employee shall disclose to such person any compensation received from XStream to the extent required under any applicable laws, including, without limitation, Section 17(b) of the Securities Act of 1933, as amended.
(c) In rendering his services, the Employee shall not disclose to any third party any confidential non-public information furnished by XStream or otherwise obtained by it with respect to XStream, except on a need to know basis, and in such case, subject to appropriate assurances that such information shall not be used, directly or indirectly, in any manner that would violate state or federal prohibitions on insider trading of XStream's securities.
(d) The Employee shall not xxxx xxx xxxxxx which would in any way adversely affect the reputation, standing or prospects of XStream or which would cause XStream to be in violation of applicable laws. ARTICLE THREE ------------- COMPENSATION ------------
Limitation on Services Except in cases of Emergency Services or Urgent Care, or as otherwise provided under this Certificate, services are available only from Participating Providers and HMO shall have no liability or obligation whatsoever on account of any service or benefit sought or received by a Member from any Physician, Hospital, Skilled Nursing Facility, home health care agency, or other person, entity, institution or organization unless prior arrangements are made by HMO.
Contractor Responsibility for System Agency’s Termination Costs If the System Agency terminates the Contract for cause, the Contractor shall be responsible to the System Agency for all costs incurred by the System Agency and the State of Texas to replace the Contractor. These costs include, but are not limited to, the costs of procuring a substitute vendor and the cost of any claim or litigation attributable to Contractor’s failure to perform any Work in accordance with the terms of the Contract.
Cancellation and Destruction of Surrendered Receipts; Maintenance of Records All Receipts surrendered to the Depositary shall be cancelled by the Depositary. The Depositary is authorized to destroy Receipts so cancelled in accordance with its customary practices. Cancelled Receipts shall not be entitled to any benefits under this Deposit Agreement or be valid or obligatory for any purpose.
Maintenance of Services A. Reseller will adopt and adhere to the standards contained in the applicable BellSouth Work Center Interface Agreement regarding maintenance and installation of service.
B. Services resold under the Company’s Tariffs and facilities and equipment provided by the Company shall be maintained by the Company.
C. Reseller or its end users may not rearrange, move, disconnect, remove or attempt to repair any facilities owned by the Company, other than by connection or disconnection to any interface means used, except with the written consent of the Company.
D. Reseller accepts responsibility to notify the Company of situations that arise that may result in a service problem.
E. Reseller will be the Company's single point of contact for all repair calls on behalf of Reseller’s end users. The parties agree to provide one another with toll-free contact numbers for such purposes.
F. Reseller will contact the appropriate repair centers in accordance with procedures established by the Company.
G. For all repair requests, Reseller accepts responsibility for adhering to the Company's prescreening guidelines prior to referring the trouble to the Company.
H. The Company will xxxx Reseller for handling troubles that are found not to be in the Company's network pursuant to its standard time and material charges. The standard time and material charges will be no more than what BellSouth charges to its retail customers for the same services.
I. The Company reserves the right to contact Reseller’s customers, if deemed necessary, for maintenance purposes.
Selection of Subcontractors, Procurement of Materials and Leasing of Equipment The contractor shall not discriminate on the grounds of race, color, religion, sex, national origin, age or disability in the selection and retention of subcontractors, including procurement of materials and leases of equipment. The contractor shall take all necessary and reasonable steps to ensure nondiscrimination in the administration of this contract.
a. The contractor shall notify all potential subcontractors and suppliers and lessors of their EEO obligations under this contract.
b. The contractor will use good faith efforts to ensure subcontractor compliance with their EEO obligations.
SUSPENSION OF SUPPLIER'S APPOINTMENT 31.1 If the Authority is entitled to terminate this Framework Agreement pursuant to Clause 30 (Authority Termination Rights), the Authority may instead elect in its sole discretion to suspend the Supplier's ability to accept Orders under this Framework Agreement by giving notice in writing to the Supplier, and the Supplier agrees that it shall not be entitled to enter into any new Call Off Agreement during the period specified in the Authority’s notice.
31.2 Any suspension under Clause 31.1 shall be without prejudice to any right of termination which has already accrued, or subsequently accrues, to the Authority.
31.3 The Parties acknowledge that suspension shall not affect the Supplier's obligation to perform any existing Call Off Agreements concluded prior to the suspension notice.
31.4 If the Authority provides notice to the Supplier in accordance with this Clause 31.1, the Supplier's appointment under this Framework Agreement shall be suspended for the period set out in the notice or such other period notified to the Supplier by the Authority in writing from time to time.
31.5 For the avoidance of doubt, no period of suspension under this Clause 31 shall result in an extension of the Framework Period.
COMMERCIAL REUSE OF SERVICES The member or user herein agrees not to replicate, duplicate, copy, trade, sell, resell nor exploit for any commercial reason any part, use of, or access to 's sites.
TERMINATION OF EFT SERVICES You may terminate this Agreement or any EFT service under this Agreement at any time by notifying us in writing and stopping your use of your card and any access code. You must return all cards to the Credit Union. You also agree to notify any participating merchants that authority to make xxxx payment transfers has been revoked. We may also terminate this Agreement at any time by notifying you orally or in writing. If we terminate this Agreement, we may notify any participating merchants making preauthorized debits or credits to any of your accounts that this Agreement has been terminated and that we will not accept any further preauthorized transaction instructions. We may also program our computer not to accept your card or access code for any EFT service. Whether you or the Credit Union terminates this Agreement, the termination shall not affect your obligations under this Agreement for any electronic transactions made prior to termination.
General Description of Services The A-E will be contacted by County Project Management staff on an “as-needed” basis as projects arise to provide A-E for professional services. Requirements will be discussed by both Parties and A-E shall prepare a written Scope Statement that will include the specific work to be performed, including the costs and time required to complete the project/task. Orange County Project Management staff will then review the A-E’s Scope Statement, proceed with negotiation of task costs and when satisfied, issue a Contract Task Order (“CTO”) against this Contract. The A-E shall serve as lead of a design team that may include other construction design professionals working together to ensure that the original design is carried through to the finished product, with no alterations in materials or design that would lead to safety issues or compromise the quality of the building or building component. Other team members who may be retained by the lead to support a project as a consultant may include but are not limited to landscape architects, lighting designers, data consultants, security consultants, controls engineers, commissioning consultants, traffic engineers, surveyors, estimators, special inspection, etc. The A-E shall be responsible for the preparation of comprehensive building assessments, designs, drawings, specifications, cost estimates, and reports within the scope of the CTO. In the preparation of construction drawings and specification, the A-E shall also responsible for:
A. Obtaining data by reviewing record drawings, visiting the site of the construction and by conferences with the User/Client and facility maintenance staff or by other actions as necessary to develop the design;
B. Checking of shop drawings, submittals, materials and other data submitted by the Construction Contractor for approval;
C. Furnishing consultation and advice to County to clarify the intent of the drawings and specifications and on questions that may arise during the construction of the project;
D. Space planning, programming and code compliance review and upgrades;
E. The meeting of submittal dates included in the Scope Statement of the Contract Task Order, including the work of consultants;
F. Coordination with various agencies having authority of jurisdiction for planning services, entitlement, fire life safety, CEQA, ADA, etc.;
G. Construction administration services, testing and commissioning;
H. Close out services, as-built plans, material lists, project acceptance, etc.
I. The coordination of the various elements of the design to assure compatibility of architectural, structural, electrical, mechanical/plumbing, and other design features;
J. Other services as specifically included in the Contract Task Order related to project Initiation, Planning/Design, Bid/Award, Construction and Closeout. The A-E shall restrict themselves to the Scope Statement of the Contract Task Order. Any changes in the Scope Statement shall require prior written authorization by County.
