EarthLink Sample Clauses

EarthLink. EarthLink represents and warrants to iOwn that: ---------
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EarthLink. EARTHLINK, INC. ______________________________ By:___________________________ Title:________________________ Date:_________________________ SELLER: ------ NETPLIANCE, INC.
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EarthLink. EarthLink represents and warrants to GoAmerica that: (1) EarthLink has the power and authority to enter into and perform its obligations under this Agreement and (2) EarthLink has the full and exclusive right to grant or otherwise permit GoAmerica to use EarthLink's Marks and to distribute the Setup Software in accordance with the terms of this Agreement. If EarthLink's intellectual property rights included in the Setup Software are alleged or held to infringe the intellectual property rights of a third party, EarthLink will, at its own expense, and in its sole discretion, (i) procure for GoAmerica the right to continue to use the allegedly infringing intellectual property or (ii) replace or modify the intellectual property to make it non-infringing; provided, however, if neither option is possible or economically feasible and if the inability to use such intellectual property would cause a material breach of this Agreement (as determined by GoAmerica), GoAmerica will immediately stop distributing the Setup Software and may immediately terminate this Agreement upon written notice to EarthLink.
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EarthLink. EARTHLINK, INC. By:____________________________ Title:___________________________ Date:___________________________ SELLERS: -------- GREENHOLD GROUP, INC. By:___________________________ Title:__________________________ Date:__________________________ ONLINE SERVICES USA, INC. By:___________________________ Title:__________________________ Date:__________________________ SELLER'S OFFICERS: By:___________________________ Title:__________________________ Date:__________________________ SELLER'S OFFICERS: By:___________________________ Title:__________________________ Date:__________________________ SELLER'S OFFICERS: By:___________________________ Title:__________________________ Date:__________________________ SELLER'S KEY EMPLOYEES: By:___________________________ Title:__________________________ Date:__________________________ SELLER'S KEY EMPLOYEES: By:___________________________ Title:__________________________ Date:__________________________
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EarthLink. EARTHLINK
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EarthLink. EarthLink represents and warrants to HealthChannel that: EarthLink has the power and authority to enter into and perform its obligations under this Agreement; and EarthLink has the full right to grant or otherwise permit HealthChannel to use EarthLink's Marks, the Premiere Partners' marks and logos and is aware of no claims by any third parties adverse to any of such intellectual property rights except for Sprint's ownership of its Marks contained in the co-branded EarthLink/Sprint Marks. If EarthLink's intellectual property rights are alleged or held to infringe the intellectual property rights of a third party, EarthLink shall, at its own expense, and in its sole discretion, (i) procure for HealthChannel the right to continue to use the allegedly infringing intellectual property or (ii) replace or modify the intellectual property to make it non-infringing; provided, however, if neither option is possible or economically feasible and if the inability to use such intellectual property would cause a material breach of this Agreement (as determined by HealthChannel), HealthChannel may immediately terminate this Agreement upon notice to EarthLink.
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EarthLink. Except in the event (i) of any termination of this Agreement by EarthLink (provided such termination may not be caused by the termination of any of the Related Agreements by EarthLink for convenience), (ii) termination of any of the Related Agreements by EarthLink due to an uncured material breach of GoAmerica, or (iii) in the event GoAmerica terminates the Sales Agent Agreement for convenience, for a period of [**] years after the Final Subscriber Transition End Date, EarthLink shall not:
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EarthLink. EarthLink agrees to indemnify and hold harmless GoAmerica, and each officer, director, and affiliate of GoAmerica, including without limitation or any successor of GoAmerica (collectively, the "GoAmerica Indemnified Parties") from and against
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EarthLink. EarthLink represents and warrants to USABanc that:
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Related to EarthLink

  • Newco Prior to the Effective Time, Newco shall not conduct any business or make any investments other than as specifically contemplated by this Agreement and will not have any assets (other than the minimum amount of cash required to be paid to Newco for the valid issuance of its stock to the Parent).

  • Services to the Corporation Agent will serve, at the will of the Corporation or under separate contract, if any such contract exists, as a director of the Corporation or as a director, officer or other fiduciary of an affiliate of the Corporation (including any employee benefit plan of the Corporation) faithfully and to the best of his ability so long as he is duly elected and qualified in accordance with the provisions of the Bylaws or other applicable charter documents of the Corporation or such affiliate; provided, however, that Agent may at any time and for any reason resign from such position (subject to any contractual obligation that Agent may have assumed apart from this Agreement) and that the Corporation or any affiliate shall have no obligation under this Agreement to continue Agent in any such position.

  • Cornerstone shall notify the LLC and confirm such advice in writing (i) when the filing of any post-effective amendment to the Registration Statement or supplement to the Prospectus is required, when the same is filed and, in the case of the Registration Statement and any post-effective amendment, when the same becomes effective, (ii) of any request by the Securities and Exchange Commission for any amendment of or supplement to the Registration Statement or the Prospectus or for additional information and (iii) of the entry of any stop order suspending the effectiveness of the Registration Statement or the initiation or threatening of any proceedings for that purpose, and, if such stop order shall be entered, Cornerstone shall use its best efforts promptly to obtain the lifting thereof.

  • SERVICES TO THE COMPANY In consideration of the Company’s covenants and obligations hereunder, Indemnitee will serve or continue to serve as an officer, director, advisor, key employee or in any other capacity of the Company, as applicable, for so long as Indemnitee is duly elected or appointed or retained or until Indemnitee tenders his or her resignation or until Indemnitee is removed. The foregoing notwithstanding, this Agreement shall continue in full force and effect after Indemnitee has ceased to serve as a director, officer, advisor, key employee or in any other capacity of the Company, as provided in Section 17. This Agreement, however, shall not impose any obligation on Indemnitee or the Company to continue Indemnitee’s service to the Company beyond any period otherwise required by law or by other agreements or commitments of the parties, if any.

  • Motorola retains the right to subcontract, in whole or in part, any effort required to fulfill its obligations under this Agreement, provided Motorola shall remain liable for performance hereunder.

  • Parent Nothing herein shall be construed to limit or affect any action or inaction by (i) Parent or Merger Sub in accordance with the terms of the Merger Agreement or (ii) any Affiliate, officer, director or direct or indirect equity holder of Parent or Merger Sub acting in his or her capacity as a director or officer of Parent or Merger Sub; provided, however, that this Section 1.11 shall not relieve any such Person from any liability or obligation that he, she or it may have independently of this Agreement or as a consequence of any action or inaction by such Person.

  • Merger Subsidiary At the Effective Time, each share of Common Stock, par value $.01 per share, of Merger Subsidiary issued and outstanding immediately prior to the Effective Time shall be converted into one share of common stock of the Surviving Corporation.

  • Acquisition Services (i) Serve as the Company’s investment and financial advisor and provide relevant market research and economic and statistical data in connection with the Company’s assets and investment objectives and policies;

  • Company The term “

  • The Company This Agreement shall inure to the benefit of and be enforceable by, and may be assigned by the Company to, any purchaser of all or substantially all of the Company’s business or assets, any successor to the Company or any assignee thereof (whether direct or indirect, by purchase, merger, consolidation or otherwise). The Company will require any such purchaser, successor or assignee to expressly assume and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform it if no such purchase, succession or assignment had taken place.

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