Cendant IT Operations and CD IT Sample Clauses

Cendant IT Operations and CD IT. Telecommunications efforts will be conducted concurrently, when possible. CD IT Telecommunications will identify and provide a list of any unamortized hardware, and remaining hardware service charges (“HSC”), to WEX Corp., that may exist as of the date of the transaction. Thereafter WEX will approve (in advance to the extent reasonably possible) of any and all material purchases or acquisitions of additional hardware or software associated with the aforementioned telecommunications – data support services. Any and all consent or additional license fees that may be required by CD IT Telecommunications third party vendors/licensors to allow CD IT Telecommunications to process data on behalf of WEX, will be payable by WEX. CD IT Telecommunications will use reasonable efforts to minimize this liability. Term: CD IT Telecommunications will provide the aforementioned services for a period of 12 months (or any other period agreed to by the parties) from date of IPO with WEX maintaining a right to terminate such services without cause upon 60 days prior written notice of cancellation. Upon such termination, WEX will be responsible for the repayment of any unamortized hardware service charges specific to WEX ‘s telecommunications and WAN environment, as well as for any unpaid actual costs incurred by CD IT Telecommunications with respect to the services described herein and any associated transition services. These services and any associated agreements set forth herein will be confirmed in a written services agreement by and between WEX and CD IT Telecommunications.
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Related to Cendant IT Operations and CD IT

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  • Management and Operation of Business 37 6.1 Management...................................................................................37 6.2 Certificate of Limited Partnership...........................................................38 6.3 Restrictions on General Partner's Authority..................................................38 6.4 Reimbursement of the General Partner.........................................................39 6.5

  • Business Operations Company and Shareholders shall operate the Business and use the Assets in the ordinary course. Company and Shareholders shall not enter into any lease, contract, indebtedness, commitment, purchase or sale or acquire or dispose of any capital asset relating to the Business or the Assets except in the ordinary course of business. Company and Shareholders shall use their best efforts to preserve the Business and Assets intact and shall not take any action that would have an adverse effect on the Business or Assets. Company and Shareholders shall use their best efforts to preserve intact the relationships with payors, customers, suppliers, patients and others having significant business relations with Company. Company and Shareholders shall collect its receivables and pay its trade payables in the ordinary course of business. Company and Shareholdes shall not introduce any new method of management, operations or accounting.

  • Interim Operations of the Company The Company covenants and agrees as to itself and its Subsidiaries that during the period from the date of this Agreement until the Effective Time or the date, if any, on which this Agreement is earlier terminated pursuant to Section 7.1, except as (w) disclosed in Section 5.1 of the Company Disclosure Letter, (x) expressly contemplated or permitted by this Agreement, (y) required by applicable Law, or (z) agreed to in writing by Parent, after the date of this Agreement and prior to the Effective Time:

  • Information Systems Acquisition Development and Maintenance a. Client Data – Client Data will only be used by State Street for the purposes specified in this Agreement.

  • Communications and Operations Management a. Network Penetration Testing - Transfer Agent shall, on approximately an annual basis, contract with an independent third party to conduct a network penetration test on its network having access to or holding or containing Fund Data. Transfer Agent shall have a process to review and evaluate high risk findings resulting from this testing.

  • Management and Operations OF LLC Section 2.01 Power and Authority of Members ........................................ 9 Section 2.02 Power and Authority of Directors....................................... 9 Section 2.03 Directors: Meetings, Committees, and Delegation....................... 10 Section 2.04 Compensation of the Directors ......................................... 15 Section 2.05 Officers .............................................................. 15 Section 2.06

  • Banking Operations Enter into any new material line of business; change its material lending, investment, underwriting, risk and asset liability management and other material banking and operating policies, except as required by applicable law, regulation or policies imposed by any Governmental Authority; or file any application or make any contract with respect to branching or site location or branching or site relocation.

  • Interim Operations of Sub Sub was formed solely for the purpose of engaging in the transactions contemplated hereby, has engaged in no other business activities and has conducted its operations only as contemplated hereby.

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