Compensation obligation. The Company shall and reserves the rights to seek compensation from the Customer if the Company incurs losses caused by negligence, error or omission of the Customer.
Compensation obligation. 10.1 The Provider agrees to compensate for and protect the Customer against claims and actions by third parties, including damages, costs, liabilities, reasonable costs of legal representation and other costs arising from claims or actions, due to the suspicion that the Licensed software breaches or fails to comply with the copyright, trademarks, patents or trade secrets of third parties, provided that: (i) the Customer notifies the Provider in writing of any such claim without any unnecessary delay; (ii) the Customer provides cooperation which the Provider may reasonably require to defend against such claims; and (iii) the Provider is entitled to conduct litigation or proceedings to settle such claims. In the event of taking legal action arising from the alleged violations of the rights of third parties, the Provider reserves the right at its own discretion: (a) to ensure in favour of the Customer the right to continue in using the Licensed software, (b) to replace or modify the Licensed software by other software that does not infringe upon the rights of the third parties, which in terms of functionality will be a sufficient substitute, or (c) to terminate the licence granted under this Agreement and to pay the Customer a proportional refund of fees paid for the Licensed software.
Compensation obligation. (1) Insofar as the Contractor is obliged by this DPA to perform services which are not included in the scope of services according to the Service Agreement ("Additional Services"), these shall be remu- nerated separately according to time and material expenditure. This is in particular the case for the services described in § 3(2), § 5 lit. d) and f), § 7 (insofar as services are not required due to a data protection breach for which the Contractor is responsible), § 8 and § 10 activities mentioned above. The Parties clarify that, insofar as the Contractor should have unlawfully caused Additional Services, the Client shall not owe any remuneration pursuant to this § 12.
(2) Subject to the Service Agreement or other agreements between the parties, a flat hourly rate of EUR 180 per hour plus statutory VAT shall apply to the remuneration of the Contractor's labour for Additional Services. The Contractor shall invoice the Client for the cost of materials and travel expenses in the amount actually incurred plus VAT. Should the Contractor be able to prove a higher cost, he may invoice the higher amount.
Compensation obligation. THE SELLERS will respond in a jointly before THE BUYER for any LIABILITIES; UNDECLARED LIABILITIES or MATERIALIZED CONTINGENCY originated in acts and/or incidents occurred before the CLOSING DATE (hereon, the COMPENSATION OBLIGATION). In case of the obligations of tributary and labor nature, the COMPENSATION OBLIGATION will be requirable until the deadline of prescription of the corresponding obligation. In case of the rest of obligations, the COMPENSATION OBLIGATION will be requirable until the first anniversary of the signature of the Public Deed originated by this document after which it will automatically be extinguished, without the need of any additional formality or declaration.
Compensation obligation. (1) Where the Contractor is obliged by this DPA to provide services beyond the scope of the Service Agreement (“Additional Services”), these services shall be remunerated separately according to time and material expended. This is particularly the case for the activities set out in § 3(2), § 5 lit. d) and lit. f), § 7 (excepting services needed due to a breach within the Contractor’s responsibility), § 8 and § 10. For the avoidance of doubt, to the extent that the Contractor has culpably caused any Additional Ser- vices, the Client does not owe a remuneration under this § 12.
(2) Subject to the Service Agreement or any other agreements between the parties, the remuneration for Additional Services of the Contractor’s employees is based on an hourly flat rate of EUR 180 plus statutory value added tax. For material and travel expenses, the Contractor shall invoice the Client in the amount actually incurred plus value added tax. Should the Contractor be able to prove additional costs, he may invoice the full amount.
Compensation obligation. (1) Where the Contractor is obliged by this DPA to provide services beyond the scope of the Service Agreement (“Additional Services”), these services shall be remunerated separately according to time and material expended. This is particularly the case for the activities set out in § 3(2), § 5 lit. d) and lit. f), § 7 (excepting services needed due to a breach within the Contractor’s responsibility), § 8, § 9 and §
Compensation obligation a) The following provisions are in addition to and do not substitute statutory warranty provisions. The Customer may at any time exercise its rights regarding failure to make the SOLUTION available for use and failure to meet obligations concerning the execution of the SOLUTION.
b) For periods affected by a priority 1 incident, the Customer is exempt from paying the agreed-upon compensation for the SOLUTION subscription. Refunds for this period are prorated, i.e. granted on the basis of the following calculation in this case: (duration of the priority 1 incident in minutes / 525600) x annual subscription cost.
c) For periods affected by priority 2 incidents the Customer is exempt from paying 80% of the compensation for the SOLUTION subscription, unless the Customer can demonstrate that the Provider’s liability for deficiencies exempts the Customer from compensation obligations over and above this level. Refunds for this period are prorated, i.e. granted on the basis of the following calculation in this case, unless grounds for further exemptions are proven: (duration of all priority 2 incidents combined in minutes / 525600) x 0.8 x annual subscription cost.
Compensation obligation a) The following provisions are in addition to and do not substitute statutory warranty provisions. The Customer may at any time exercise its rights regarding failure to make the SOLUTION available for use and failure to meet obligations concerning the execution of the SOLUTION. If the Customer exercises these rights, the following rights may only be exercised to a degree extending beyond those indicated above.
b) For periods affected by a priority 1 incident, the Customer is exempt from paying the agreed-upon compensation for the SOLUTION subscription.
c) For periods affected by priority 1 or 2 incidents the Customer is exempt from paying 80% of the compensation for the SOLUTION subscription, unless the Customer can demonstrate that the Provider’s liability for deficiencies exempts the Customer from compensation obligations over and above this level.
Compensation obligation. Without prejudice to
(a) the application of the sanctions envisaged by the applicable civil, commercial and penal legislation, and
(b) the adoption of precautionary or preventive measures issued by the competent authority in order to limit or prohibit acts which may constitute a burden or damages of either Party, each Party agrees and undertakes to indemnify the other Party against any loss, condemnation, contingency, cost, expense, fine and penalty of any kind which may be incurred by the other Party as a result of any falsehood, omission or inaccuracy of representations and warranties provided in this instrument; or any violation or breach of or failure to comply with any term, undertaking or obligation assumed herein Contract.
Compensation obligation. The Party that breaches this Agreement shall be liable to the other Party for all damages suffered.
