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DUTIES AND OBLIGATIONS OF CUSTOMER Sample Clauses

DUTIES AND OBLIGATIONS OF CUSTOMER. 5.1. Use of Daenerys’ Services a) You or your Authorised Representative(s) shall promptly notify us of any unauthorised access, use or disclosure of your Daenerys Account credentials, unauthorised access or use of the Daenerys Account or any other breach of security, which such notification shall reasonably describe the issue at hand including the date, type of problem and part of the Website where you experienced that problem. b) You or your Authorised Representative(s) shall ensure that you will log off from your Daenerys Account at the end of each session. c) When processing a withdrawal Instruction, you agree to indemnify us against any losses incurred due to providing us with an incorrect Digital Asset Release Address, or your Digital Asset Release Address becomes inaccessible due to user error such as forgotten passwords, third-party access to the Digital Asset Release Address, or; any unauthorised third party activities, including, but without limitation to, the use or introduction of computer viruses, or other malware, phishing, spoofing or any other means of attack against you.
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DUTIES AND OBLIGATIONS OF CUSTOMER. 6.1. The Customer may not – nor permit any third party to – make use of the Service other than as expressly stipulated in the Agreement and/or as expressly and explicitly allowed by overriding mandatory law, such as the Copyright Act. 6.2. During the term of the Agreement the Customer shall, if so required by Inter8, at its own cost provide Inter8 with a means of remote access to its IT systems so as to enable the provision by Inter8 of a remote diagnostic service as part of the Support and for this purpose shall install a modem and any related equipment or software as Inter8 shall provide or specify (the modem and related equipment and/or software remaining property of and under the control of Inter8). 6.3. During the term of the Agreement the Customer shall, if so required by Inter8, at its own cost co-operate fully with Inter8’s employees in the performance of the Agreement and, without prejudice to the generality of the foregoing, make available to the Inter8 all information and materials reasonably required by Inter8 to enable Inter8 to perform the Agreement. 6.4. Where the (Additional) Service and/or Support is provided by Inter8 at the Customers site(s): i. provide adequate working space and reasonable computer, telephone, telecommunication, typing and photocopying facilities at the sites for use by Inter8’s personnel in the performance of the Agreement; ii. take all reasonable and proper precautions to protect the health and safety of Inter8’s employees; iii. provide Inter8 with full, safe and uninterrupted access to the site(s) and all related systems, equipment and software for the purpose of the Agreement. Inter8 agrees that its personnel will comply with guidelines and health and safety regulations that apply at the relevant site, provided however that the Customer duly informs Inter8’s personnel beforehand in that respect. 6.5. The use of the Service by the Customers nominated users is personal (“named users”). Therefore, the users may not give any other person remote or other access to Platform. The login and password made available to the user are also personal. The user must keep these codes strictly confidential and/or use these codes with due care. The use of said codes shall be solely the responsibility of and the risk of user. The Customer shall indemnify, defend, and hold harmless Inter8 from any claim, proceeding, loss or damages based upon any use, misuse, or unauthorized use of user’s login code and/or password relating to the Servi...
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DUTIES AND OBLIGATIONS OF CUSTOMER. 4.1 Customer understands and agrees that Comparizen’s performance may be dependent, in part, on Customer’s actions. Accordingly, Customer will promptly provide to Comparizen timely the items, information and/or assistance specified in the Agreement and/or as requested by Comparizen in the course of performing the Service. Any dates or time periods relevant to the performance by Comparizen shall be appropriately and equitably extended, for any delays caused by Customer that impact Comparizen’s performance. 4.2 The Customer may not – nor permit any third-party to – make use of the Service other than as expressly stipulated in the Agreement and/or as expressly and explicitly allowed by overriding mandatory law, such as the Copyright Act. 4.3 The use of the Service is limited to Authorized Users of Customer only. Each Authorized User will have a unique login and password. Authorized Users may not give any other person remote or other access to the Comparizen Platform. Authorized Users must each keep their login and password (“Codes”) strictly confidential and/or use these Codes with due care. The use of said Codes shall be solely the responsibility of and the risk of the Authorized Users. 4.4 The Customer will adhere to its responsibilities as outlined in the Agreement and will also follow up all reasonable instructions and guidelines issued by Comparizen in connection with the Service and/or Support. 4.5 The purchase, use and maintenance of electronic communication facilities and the Customer’s own IT - infrastructure (including software and hardware and internet access) in order to be able to use the Service, is for the Customer’s own account and risk. Comparizen will in no event be liable for any damage, loss or costs, including loss of Data, or any inability to use the Service as a result of a shortcoming, defect, other malfunction and/or any other non-availability of the aforesaid electronic communication facilities and/or IT-infrastructure and/or the Customer using inadequate Data. 4.6 Customer is solely responsible for all content, Data and activities processed and/or generated through or via the Service, or any part or feature thereof, by or on behalf of Customer, even if such activitie s were to occur without Customer’s permission. 4.7 In using the Service, the Customer is responsible for compliance with all (local) laws and regulations, including but not limited to all laws and regulations related to the Processing of Personal data, that apply to it.
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DUTIES AND OBLIGATIONS OF CUSTOMER. The contract should clearly lay down the duties and obligations of the customer. Amongst others, the customer must: 7 xxxx://xxx.xxxxxx.xxx/intl/en/policies/terms/ 8ibid 1. provide accurate and updated personal information, 2. use the services only for allowed purposes, (You may use our Services only as permitted by law…….)9 3. not use the X email services for prohibited purposes such as transmitting pornography, pirated content, defamatory and seditious content etc. 4. access (or attempt to access) the services only through the interface provided by Noodle, 5. not access (or attempt to access) the services through any automated means not permitted by X, 6. follow the instructions contained in the x. file on the X web servers, 7. not engage (directly or indirectly) in any activity that interferes with or disrupts the services, 8. not reproduce, duplicate, copy, sell, trade or resell the services for any purpose,
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DUTIES AND OBLIGATIONS OF CUSTOMER. 3.1 Customer shall provide any information reasonably requested by AxonMedia which it requires to fulfill its duties and obligations under this Agreement. 3.2 Customer shall inform AxonMedia as soon as practicable by e-mail, phone or facsimile of any fault of which it is informed or becomes aware in its use of the Service. 3.3 Customer should not use the Service to knowingly transfer SMS Messages that are classified as SPAM under applicable law. In the event that a destination operator for an SMS Message complains to AxonMedia that its network has been used to originate SPAM, Customer agrees to work with AxonMedia to suspend the relevant Customer client account immediately, and in the event Customer fails to take such action, AxonMedia reserves the right to refuse further service delivery to Customer.
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DUTIES AND OBLIGATIONS OF CUSTOMER. 4.1 Customer shall pay Vendor for its performance of Services in accordance with the terms of this Agreement (including Schedule B) and the price and schedule of progress payments set forth in Schedule A to this Agreement. For Services rendered on a time-and-materials basis, the rates and terms in the attached Schedule B shall apply and invoices will be provided to Customer on a monthly basis for Services performed in the prior month. Except as otherwise set forth in a Statement of Work, invoices shall not be submitted until the Deliverables provided in accordance with the Statement of Work have been accepted by Customer in accordance with Section 3 above. Each invoice shall refer to the applicable Statement of Work and where applicable the hours expended, the applicable rates or other performance measurement authorized by the Statement of Work, the time period covered by the invoice, and details of any costs and expenses, which are reimbursable or payable. Except as otherwise set forth in Schedule B or a Statement of Work, Vendor shall provide original receipts for costs or expenses reimbursable under the terms of the Statement of Work. The rates specified in Schedule B shall be valid for a period of one year from the Effective Date. In addition to the above, all fees for Services performed pursuant to this Agreement will include an additional [**] percent ([**]%) charge for technology and administrative fees. (The [**] percent charge shall only apply to Services' fees, and shall not apply to any expenses, which may be reimbursable and/or payable.) Invoices shall be payable [**] days from receipt by Netegrity and shall be payable by wire transfer to Vendor's account in Fremont, California. 4.2 Customer will pay the cost of travel to the primary place of work as provided in Schedule B. 4.3 Customer shall pay or reimburse Vendor for all taxes paid or incurred based on work performed or products delivered pursuant to this Agreement, except for any tax based on Vendor's net income or personal property, Vendor employee withholding taxes, or taxes which Vendor advised Customer in writing were not applicable. 4.4 Customer shall promptly provide Vendor with a complete library of any necessary source code and Documentation if the Services that Vendor is required to perform under this Agreement include modification of existing Customer software. 4.5 Customer shall cooperate fully with Vendor's performance of Services. 4.6 Customer shall provide Vendor's employees w...
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DUTIES AND OBLIGATIONS OF CUSTOMER. 2.1 Customer is not allowed to transfer the software to a third party. Customer may, however, permit the use of the software to employees and Individual Contractors who are not granted an inde- pendent right of use and who use the program on behalf of the Customer. The restrictions of use according to Section 1 of this Agreement remain unaffected. 2.2 Customer is obliged to observe the export regulations of the Federal Republic of Germany as well as of the countries where the software was produced. 2.3 Customer is obliged to run regular data backups appropriate in relation to the existing risks.
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Related to DUTIES AND OBLIGATIONS OF CUSTOMER

  • Duties and Obligations The Administrative Agent shall not have any duties or obligations except those expressly set forth in the Loan Documents. Without limiting the generality of the foregoing, (a) the Administrative Agent shall not be subject to any fiduciary or other implied duties, regardless of whether a Default has occurred and is continuing, (b) the Administrative Agent shall not have any duty to take any discretionary action or exercise any discretionary powers, except discretionary rights and powers expressly contemplated by the Loan Documents that the Administrative Agent is required to exercise as directed in writing by the Required Lenders (or such other number or percentage of the Lenders as shall be necessary under the circumstances as provided in Section 9.02), and, (c) except as expressly set forth in the Loan Documents, the Administrative Agent shall not have any duty to disclose, and shall not be liable for the failure to disclose, any information relating to any Loan Party or any Subsidiary that is communicated to or obtained by the bank serving as Administrative Agent or any of its Affiliates in any capacity. The Administrative Agent shall not be liable for any action taken or not taken by it with the consent or at the request of the Required Lenders (or such other number or percentage of the Lenders as shall be necessary under the circumstances as provided in Section 9.02) or in the absence of its own gross negligence or willful misconduct as determined by a final nonappealable judgment of a court of competent jurisdiction. The Administrative Agent shall be deemed not to have knowledge of any Default unless and until written notice thereof is given to the Administrative Agent by the Borrower or a Lender, and the Administrative Agent shall not be responsible for or have any duty to ascertain or inquire into (i) any statement, warranty or representation made in or in connection with any Loan Document, (ii) the contents of any certificate, report or other document delivered hereunder or in connection with any Loan Document, (iii) the performance or observance of any of the covenants, agreements or other terms or conditions set forth in any Loan Document, (iv) the validity, enforceability, effectiveness or genuineness of any Loan Document or any other agreement, instrument or document, (v) the creation, perfection or priority of Liens on the Collateral or the existence of the Collateral, or (vi) the satisfaction of any condition set forth in Article IV or elsewhere in any Loan Document, other than to confirm receipt of items expressly required to be delivered to the Administrative Agent.

  • Duties and Obligations of Employee General Duties Section 2.1 As of the date set forth in Section 8.8, Employee shall serve as Employer’s President & Chief Executive Officer, and he shall also serve as a member of Employer’s Board of Directors. Prior to such date, Employee shall continue to serve in his current capacity as Executive Vice-President working under the direction of and reporting to Mxxxxxx D’Addio, the Company’s current President and Chief Executive Officer. In his capacity as President and Chief Executive Officer, Employee shall do an perform all services, acts or things in accordance with the policies set by Employer’s Board of Directors. Employee shall perform such services primarily in Campbell, California, which shall serve as the Employer’s principal facility, except that the parties understand that temporary travel on Employer’s business to other sites shall be required. The parties may designate another location for Employee to primarily perform his services; provided, however, that Employee’ permanent place of employment shall not be more than fifty miles from Campbell, California absent Employee’s written consent. (a) Employee shall devote substantially all his productive time, ability an attention to the business of Employer during the employment term. (b) Employee shall not engage in any other business duties or pursuit whatsoever, or directly or indirectly render any services of a business, commercial or professional nature to any other person or organization, whether for compensation or otherwise, without the prior written consent of the Board of Directors except for (1) boards of directors or private companies on which Employee currently serves and (2) other boards of directors to which Employee shall not devote more than 16 hours of service per month (measured on an annual basis). However, the expenditure of reasonable amounts of time for education, charitable or professional activities shall not be deemed a breach of this Agreement if those activities do not materially interfere with the services required under this Agreement. (c) In addition to Employee’s providing occasional service as a member of the Board(s) of Directors as provided above, this Agreement shall not be interpreted to prohibit Employee from making passive personal investments or conducting private business affairs if those activities do not materially interfere with the services required under this Agreement.

  • Duties and Obligations of Administrative Agent The Administrative Agent shall not have any duties or obligations except those expressly set forth in the Loan Documents. Without limiting the generality of the foregoing, (a) the Administrative Agent shall not be subject to any fiduciary or other implied duties, regardless of whether a Default has occurred and is continuing (the use of the term “agent” herein and in the other Loan Documents with reference to the Administrative Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable law; rather, such term is used merely as a matter of market custom, and is intended to create or reflect only an administrative relationship between independent contracting parties), (b) the Administrative Agent shall have no duty to take any discretionary action or exercise any discretionary powers, except as provided in Section 11.03, and (c) except as expressly set forth herein, the Administrative Agent shall not have any duty to disclose, and shall not be liable for the failure to disclose, any information relating to the Borrower or any of its Subsidiaries that is communicated to or obtained by the bank serving as Administrative Agent or any of its Affiliates in any capacity. The Administrative Agent shall be deemed not to have knowledge of any Default unless and until written notice thereof is given to the Administrative Agent by the Borrower or a Lender, and shall not be responsible for or have any duty to ascertain or inquire into (i) any statement, warranty or representation made in or in connection with this Agreement or any other Loan Document, (ii) the contents of any certificate, report or other document delivered hereunder or under any other Loan Document or in connection herewith or therewith, (iii) the performance or observance of any of the covenants, agreements or other terms or conditions set forth herein or in any other Loan Document, (iv) the validity, enforceability, effectiveness or genuineness of this Agreement, any other Loan Document or any other agreement, instrument or document, (v) the satisfaction of any condition set forth in Article VI or elsewhere herein, other than to confirm receipt of items expressly required to be delivered to the Administrative Agent or as to those conditions precedent expressly required to be to the Administrative Agent’s satisfaction, (vi) the existence, value, perfection or priority of any collateral security or the financial or other condition of the Borrower and its Subsidiaries or any other obligor or guarantor, or (vii) any failure by the Borrower or any other Person (other than itself) to perform any of its obligations hereunder or under any other Loan Document or the performance or observance of any covenants, agreements or other terms or conditions set forth herein or therein. For purposes of determining compliance with the conditions specified in Article VI, each Lender shall be deemed to have consented to, approved or accepted or to be satisfied with, each document or other matter required thereunder to be consented to or approved by or acceptable or satisfactory to a Lender unless the Administrative Agent shall have received written notice from such Lender prior to the proposed closing date specifying its objection thereto.

  • Survival of Rights, Duties and Obligations Termination of this Agreement for any cause shall not release a Party from any liability which at the time of termination has already accrued to such Party or which thereafter may accrue in respect of any act or omission prior to such termination.

  • Liabilities and Obligations 33 6.8 Conformity with Law; Litigation.................................33 6.9 No Violations...................................................33 6.10

  • Rights and Obligations of Party A 0. Xxxxx A has the right to require Party B to keep in confidence relevant financial information and trade secrets relating to production and operation of Party A unless otherwise provided by laws and regulations. 2. Party A shall provide relevant financial information and information relating to production and operation as required by Party B and shall be responsible for the authenticity, integrity and validity of such information. 3. Party A undertakes that all settlements and deposits relating to the Loan shall be conducted through its accounts opened with Party B or Party B’s relevant branch. 4. Party A shall assist in and accept Party B’s inspection and supervision of its production, operation, financial activities and utilization of the Loan. 5. Party A shall utilize the Loan for the purpose as provided for hereunder. 6. Party A shall punctually repay the principal and interest in accordance with this Contract. 7. Party A or its investors shall not transfer any funds or assets in order to evade the indebtedness owed to Party B. 8. Party A shall give Party B a prior written notice for Party B’s consent if Party A intends to provide security for any third party during the term of this Contract and such security may affect Party A’s ability to make repayment under this Contract. 9. Party A shall promptly arrange for new security(ies) satisfactory to Party B where the Guarantor in respect of this Contract ceases or suspends production; its corporate registration is canceled, or business license revoked; it is bankrupt or dissolved; it is operating at a loss; or any other negative change has occurred, and such aforementioned incidents result in loss or partial loss of the Guarantor’s ability to secure the Loan, or where the mortgaged or pledged property(ies) for securing the Loan depreciate(s) or is (are) damaged or destroyed. 10. Party A shall promptly inform Party B of any relevant changes during the term of this Contract, including without limitation its business name, legal representative (or chief officer), registered office, business purpose or registered capital. 11. Where Party A intends to carry out activity(ies) during the term of this Contract which may have an impact on the realization of Party B’s rights hereunder, Party A shall give Party B a [30] banking days prior written notice for its consent to such intended activity(ies) and shall further take sufficient measures to safeguard the repayment of the indebtedness under this Contract and arrange for security in accordance with Party B’s instructions. The aforementioned activities shall include without limitation contracting, leasing, transformation to a stock company, forming an economic association with another enterprise, consolidation, merger, division, setting up a joint venture, application for suspension of production or for winding up or for bankruptcy. 12. Party A shall promptly inform Party B in writing, take sufficient measures to safeguard the repayment of the indebtedness under this Contract and arrange for security(ies) in accordance with Party B’s instructions if there has occurred to Party A incident(s) during the term of this Contract that may have substantially negative effects on Party B’s performance of its obligations hereunder. The aforementioned incidents shall include without limitation the following: Party A ceases or suspends production; its corporate registration is canceled, or business license revoked; its legal representative or high-ranking officers are involved in illegal activities; it is involved in litigation with a major impact; great difficulties arise in respect to its production or operation; or its financial standing deteriorates. 13. Party A shall bear all fees and expenses in connection with this Contract and the security(ies) for this Contract including without limitation fees and expenses in respect to legal services, insurance, evaluation, registration, storage, authentication and notarization.

  • Rights and Obligations of Party B 8.1 Party B is entitled to use the Leased Units in accordance with the Contract. Party B may set a notable mark on the exit of elevators of the floor of leasing pursuant to the xxxevant management regulations of the Corporate Squares. The detailed conditions shall be discussed by both Parties. 8.2 Party B shall carry out the business activities in the Leased Units in compliance with laws, regulations and rules of the People's Republic of China and is prohibited to harm Party A's reputation through its activities. 8.3 Party B shall duly make the payments with respect to the rent, property management fee, electricity usage fee and any other charges it shall be responsible for. 8.4 Starting from the Commencement Date, Party B shall purchase insurance for the properties in the Leased Units, including property insurance and third party liability insurance. Otherwise, Party B and not Party A shall be solely responsible for all liabilities and losses. 8.5 Party B shall not alter the purpose of use of the Leased Units without consent in writing from Party A. 8.6 Party B shall not re-lend, sublease, and exchange the Leased Units, in whole or part, to third parties or allow third parties to use the Leased Units by other means, without consent in writing from Party A. 8.7 Party B shall not alter the locking and security system on the gate of the Leased Units without consent in writing from Party A or approval from related departments. 8.8 Party B shall not alter or move the equipment for usage of water and electricity and shall not enlarge the capacities of central air conditioning, without consent in writing from Party A. 8.9 Party B shall take necessary actions to prevent the Leased Units from fires accident or man-made damage. Party B shall immediately notify to Party A with respect to any damage of the Leased Units. Party B shall restore the damaged parts of the Leased Units to their former condition within one month upon receipt of Party A's notice, provided that the damages resulted from negligence by Party B and its employees. If Party B fails to do so timely, Party A has the right to repair the damaged parts. All the expenses thus incurred shall be borne by Party B. 8.10 Party B is entitled to require Party A repairing the Leased Units, and the public facilities and equipment, and repair such based on the original standards by itself if Party A fails to perform the obligation of repairing timely and affects the normal use of such. All the expenses thus incurred shall be borne by Party A. The equipment newly added or improved by Party B shall be repaired by Party B.

  • RIGHTS AND OBLIGATIONS OF NWESD The NWESD Board of Directors and Superintendent agree to provide educational services pursuant to requirements of the Office of the Superintendent of Public Instruction (OSPI). All staff for the Program shall be employed by the NWESD and subject to the policies and rules and regulations of the NWESD, including regulations pertaining to RCW 28A.400.303, RCW 28A.400.322 and RCW 28A.400.330, and teacher certification as required by the State of Washington. In accordance with this Agreement, the NWESD shall: A. Operate a self-contained education program for students with specialized learning needs who manifest severe behavior challenges. B. Recruit, employ, and supervise staff required to adequately operate the Program. All staff for the Program shall be employed by the NWESD and shall be subject to the policies, rules and regulations of the Board of Directors of the NWESD. The NWESD reserves the right to delay or, if necessary, deny placement of any student where staffing capacity at the time of referral is estimated to be insufficient to adequately operate the Program upon student enrollment. C. Contract for staff each year according to the total number of students participating Districts have identified prior to March 1st, as identified in Section IV.A. When the number of students enrolled in the Program exceeds the level that can be reasonably accommodated by existing staff, additional staff may be hired as necessary. D. Contract or subcontract with any person or entity to provide services needed to operate the Program. E. Develop consistent procedures for students entering into and exiting from the Program. F. Coordinate interdistrict and interagency services and agreements required to implement educational plans and programs, including an Individual Education Program (IEP). G. Coordinate with each District for transportation, related services, and emergency services as needed to support attendance on a full-time basis. Related services for students are to be based upon IEP-designated needs. These services will be provided and paid for by each student’s resident District, unless it has been agreed upon by the IEP team that it would be more appropriate to offer these services as part of the Program. Student-specific services (e.g., 1:1 instructional aides, OT, PT, SLP, and other services) that are provided by the Program will be billed as an additional cost (including indirect charges) to the resident District of the student, unless otherwise agreed in writing. H. Coordinate Program and resident District personnel in accomplishing assessments, IEPs (to include resident District participation), and a full continuum of services for students. I. Coordinate shuttle transportation with each District during the school day between identified learning centers.

  • Rights and Obligations of Parties The rights and obligations of each of the parties in any of the property of either or both of them whenever and wherever acquired or located; [PL 1995, c. 694, Pt. B, §2 (NEW); PL 1995, c. 694, Pt. E, §2 (AFF).]

  • Rights and Obligations of the Parties SECTION 1

Most Referenced Clauses

Most Referenced Definitions