Customer Resources. If Customer is making available to IBM any facilities, software, hardware or other resources in connection with our performance of Services, Customer agrees to obtain any licenses or approvals related to these resources that may be necessary for IBM to perform the Services and develop Materials. IBM will be relieved of its obligations that are adversely affected by Customer’s failure to promptly obtain such licenses or approvals. Customer agrees to reimburse IBM for any reasonable costs and other amounts that IBM may incur from Customer’s failure to obtain these licenses or approvals. Unless otherwise agreed in an Attachment or Transaction Document, Customer is responsible for i) any data and the content of any database Customer makes available to IBM in connection with a Service under this Agreement, ii) the selection and implementation of procedures and controls regarding access, security, encryption, use, and transmission of data, and iii) backup and recovery of the database and any stored data.
Customer Resources. 4.1. Customer shall deliver the Customer Content (collectively or individually, “Customer Resources”) to Optum. The Parties will agree in each Schedule on the delivery methods.
4.2. Customer is solely responsible for determining the scope of configuration of the Customer Resources for use of the Services. Customer will keep Optum timely informed Customer shall ensure all End Users’ compliance with the terms and conditions of this Agreement and any Schedule (whether or not End Users’ compliance is expressly noted as being required or not in any particular section of this Agreement or any Schedule) and shall assume all responsibility and liability with respect to use of the Software and/or Services by End Users other than liability arising from a breach by Optum or its licensors of this Agreement or the applicable Schedule. Any breach of this Agreement or the applicable Schedule(s) by End Users shall be deemed a breach by Customer.
4.3. In order to access the Software, Customer shall provide all equipment and software (including the latest version of any updates or supplemental information one of which Customer becomes aware and that are material to Optum’s performance of the Services.
4.4. Except as specified as a Service in a Schedule, Customer is solely responsible for the development, content, operation, maintenance, and use of Customer Resources.
4.5. Customer shall be responsible for data back-up and virus protection for computer operations at Customer or third party facilities and on Customer or third party devices.
4.6. Customer hereby grants Optum and the Optum Personnel all necessary rights and licenses to use Customer Resources made available by Customer to Optum. Customer represents and warrants that it has the right to grant such rights and licenses for the use as contemplated herein.
4.7. Customer and the Data Sources shall be responsible for their data entry activities, and for the accuracy of any Customer Content delivered to Optum. Customer agrees that the Customer Content it provides to Optum under this Agreement (if any) contains true and accurate data and information, to the best of Customer’s knowledge. Optum shall not be responsible for errors in Customer Content or data entry performed by Customer or the Data Sources, or for errors in services, programs, hardware, data files, or output Optum provides to or maintains for Customer pursuant to this Agreement, if those Optum errors result from errors in Customer’s or the Data Sources’ inpu...
Customer Resources. If Customer is making available to IBM any facilities, software, hardware or other resources in connection with IBM´s performance of Services, Customer agrees to obtain any licenses or approvals related to these resources that may be necessary for IBM to perform the Services and develop Materials. IBM will be relieved of its obligations that are adversely affected by Customer’s failure to promptly obtain such licenses or approvals. Customer agrees to reimburse IBM for any reasonable costs and other amounts that IBM may incur from Customer’s failure to obtain these licenses or approvals. Unless otherwise agreed in an Attachment or Transaction Document, Customer is responsible for i) any data and the content of any database Customer makes available to IBM in connection with a Service under this Agreement, ii) the selection and implementation of procedures and controls regarding access, security, encryption, use, and transmission of data, and iii) backup and recovery of the database and any stored data. IBM’s responsibilities regarding any such data or database, including any confidentiality and security obligations, are governed by the provisions of the Attachments and Transaction Documents applicable to the particular Services transaction (which prevail over the terms of any separate confidentiality agreements), and subject to the Limitation of Liability and other terms in this Agreement.
Customer Resources. Customer shall provide appropriate resources, information, data, and assistance to Presence as Presence may reasonably request for Presence to perform its obligations hereunder. In the event that Customer fails to do so, Presence may, in Xxxxxxxx’s sole discretion, terminate this Agreement or suspend performance or provision of the App without any liability whatsoever until such resources are provided.
Customer Resources. 1. The requirement for Customer resources is variable with:
a. The duration of the project.
b. The degree of internal Customer consultation.
c. The level of internal Customer agreement.
d. The number of customizations.
e. The familiarity of Customer staff with their General Ledger, ERP, HR, and other 3rd party systems.
Customer Resources. Except for the Platform, Customer shall be solely responsible: (a) for providing all hardware, software, systems, assets, facilities, and ancillary goods and services needed for Customer to access and use the Platform; (b) for ensuring their compatibility with the Platform; and (c) for obtaining (and maintaining) all consents and licenses necessary to exercise Customer’s rights under the Subscription, as well as configuring all permissions (such as IAM permissions) to allow the Platform to operate. In the event Company is legally or contractually required to modify or replace features or functionalities of the Platformin order to ensure the Platform complies with the terms of service or privacy policies of various platforms, networks and/or websites, Customer shall be responsible for making all necessary changes to Customer’s hardware, software, systems, assets, and facilities in order to continue using the Platform.
Customer Resources. You shall be solely responsible: (a) for providing all hardware, software, systems, assets, facilities, and ancillary goods and services needed for you to access and use the Wiliot Platform, Wiliot IoT Pixels, and Hardware; and (b) for ensuring their compatibility with the Wiliot Platform, Wiliot IoT Pixels, and Hardware. You further acknowledge that Wiliot IoT Pixels and Hardware may not have any functionality or use, without access to the Wiliot Platform.
Customer Resources. (a) The Customer acknowledges and agrees that the GBST Software may require certain Third Party GBST Software and hardware to function and GBST will provide all Third Party GBST Software referred to in the table in the Schedule.
Customer Resources. (a) The Customer shall remain the owner and/or licensee of all Intellectual Property Rights relating to the Customer Resources and confirms that it has all the rights in relation to the Customer IPR attached to the Customer Resources that are necessary to grant the rights it purports to grant under, and in accordance with, the terms of the Contract.
(b) The Customer grants the Service Provider, including its Subsidiaries, for the duration of this Contract and for the sole purpose of the performance of the Contract, the right to use, copy and modify the Customer Resources and any modification of the Customer Resources.
Customer Resources. 1. The requirement for Customer resources is variable with:
a. The duration of the project.
b. The degree of internal Customer consultation.
c. The level of internal Customer agreement.
d. The number of customizations.
e. The familiarity of Customer staff with their General Xxxxxx, ERP, HR, and other 3rd party systems.
(A) Hosting Services. EUNA shall provide technical support and the associated hardware infrastructure to maintain the various XXXX databases in a hosted environment. This includes performance tuning, database backups, disaster recovery availability, applying software upgrades and patches at the direction of the Customer, performing 24X7 server monitoring. Hosting Services do not include:
I. Testing customizations during an upgrade
II. Restoring a database backup required because of a Customer error III. Migrating data or reports among instances (example: from training or testing to production) EUNA may at its sole discretion, periodically make reasonable modifications or changes to the Hosting Services provided. Customer is responsible for ensuring that its personnel have sufficient training to attain and maintain competence in the operation of the Software. Technical support relating to the Hosting Services is available through EUNA’s normal business hours, Monday through Friday, 8:00am through 8:00pm, Eastern Standard Time on Business Days. Extended coverage is available for an additional fee. EUNA will provide an initial response to all properly submitted support requests within two (2) business hours of initial submission.
