AUDIT OF LICENSED PRODUCT USAGE Contractor shall have the right to periodically audit, no more than annually, at Contractor’s expense, use of licensed Product at any site where a copy of the Product resides provided that: (i) Contractor gives Licensee(s) at least thirty (30) days advance written notice, (ii) such audit is conducted during such party’s normal business hours, (iii) the audit is conducted by an independent auditor chosen on mutual agreement of the parties. Contractor shall recommend a minimum of three (3) auditing/accounting firms from which the Licensee will select one (1). In no case shall the Business Software Alliance (BSA), Software Publishers Association (SPA), Software and Industry Information Association (SIIA) or Federation Against Software Theft (FAST) be used directly or indirectly to conduct audits, or be recommended by Contractor; (iv) Contractor and Licensee are each entitled to designate a representative who shall be entitled to participate, and who shall mutually agree on audit format, and simultaneously review all information obtained by the audit. Such representatives also shall be entitled to copies of all reports, data or information obtained from the audit; and (v) if the audit shows that such party is not in compliance, Licensee shall be required to purchase additional licenses or capacities necessary to bring it into compliance and shall pay for the unlicensed capacity at the NYS Net Price in effect at time of audit, or if none, then at the Contractor’s U.S. Commercial list price. Once such additional licenses or capacities are purchased, Licensee shall be deemed to have been in compliance retroactively, and Licensee shall have no further liability of any kind for the unauthorized use of the software.
Board Composition Each Stockholder agrees to vote, or cause to be voted, all Shares owned by such Stockholder, or over which such Stockholder has voting control, from time to time and at all times, in whatever manner as shall be necessary to ensure that at each annual or special meeting of stockholders at which an election of directors is held or pursuant to any written consent of the stockholders, the following persons shall be elected to the Board:
Particular Methods of Procurement of Goods and Works International Competitive Bidding. Goods and works shall be procured under contracts awarded on the basis of International Competitive Bidding.
Technical Standards Applicable to a Wind Generating Plant i. Low Voltage Ride-Through (LVRT) Capability A wind generating plant shall be able to remain online during voltage disturbances up to the time periods and associated voltage levels set forth in the standard below. The LVRT standard provides for a transition period standard and a post-transition period standard.
License Types The following License Types may be offered with respect to individual Software products or product families. Additional license types may be specified with respect to certain products or product groups as set forth in the Product Specific Terms. The License Type will be specified in an LSDA.
Other Methods of Procurement of Goods and Works The following table specifies the methods of procurement, other than International Competitive Bidding, which may be used for goods and works. The Procurement Plan shall specify the circumstances under which such methods may be used: Procurement Method
Minimum Technical Requirements Participant will be responsible for installing (unless Vendor provides), maintaining and hosting the Vendor’s integration package (either “Full Express” or “Express Lite” software) on Participant’s own computer to enable connectivity to the Network for the Patient Look-Up and Delivery Services including installing and maintaining updates and upgrades. Participant’s machine must meet the following requirements for hosting the Vendor’s integration package: • A virtual machine environment running VMware Player (free open source product) that can run the Express VMware disk image (.ova format) • For Vendor’s “Express Lite” software (for Participants that already have an enterprise master patient index (MPI) and a clinical data repository), the minimum system resources that should be allocated to the virtual machine are: o 4 CPU cores o 8GB of RAM o 100GB of available disk space • For Vendor’s “Full Express” software (for Participants that do not already have an MPI or a clinical data repository), the minimum system resources that should be allocated to the virtual machine are: o 8 CPU cores o 16GB of RAM o 500GB of available disk space • Network access between the Vendor’s Express software (either “Express Lite” or “Full Express”) and the Participant’s health information exchange system for the exchange of clinical system data for the Patient Look-Up and Delivery Services. The Participant shall maintain availability of its data for query on a 24 hour/7 day basis with the exception of routine and unexpected maintenance, at greater than 99% uptime monthly. The Participant shall make its data available for a minimum look-back period of 18 months up to and including current available data and update the available data daily.
Biological Samples If so specified in the Protocol, Institution and Principal Investigator may collect and provide to Sponsor or its designee Biological Samples (“Biological Samples”). 12.2.
Human Leukocyte Antigen Testing This plan covers human leukocyte antigen testing for A, B, and DR antigens once per member per lifetime to establish a member’s bone marrow transplantation donor suitability in accordance with R.I. General Law §27-20-36. The testing must be performed in a facility that is: • accredited by the American Association of Blood Banks or its successors; and • licensed under the Clinical Laboratory Improvement Act as it may be amended from time to time. At the time of testing, the person being tested must complete and sign an informed consent form that also authorizes the results of the test to be used for participation in the National Marrow Donor program.
RE-WEIGHING PRODUCT Deliveries are subject to re- weighing at the point of destination by the Authorized User. If shrinkage occurs which exceeds that normally allowable in the trade, the Authorized User shall have the option to require delivery of the difference in quantity or to reduce the payment accordingly. Such option shall be exercised in writing by the Authorized User.
