EQUIPMENT NON-PERFORMANCE CREDIT Sample Clauses

EQUIPMENT NON-PERFORMANCE CREDIT. If any Equipment furnished by Supplier hereunder for commercial service experiences Equipment non-performance period(s) due to malfunction of Equipment as specified below, the credits contained in this Article 3, Section 12, shall apply to SWCO's I-IMP monthly maintenance charge. If the Equipment is operating at less than fifty percent (50%) call processing capacity, (as measured by traffic usage over the previous thirty (30) day period) (i) for any eight (8) consecutive hour period or (ii) for a more than twenty-four (24) total hours in any thirty (30) day period, then Supplier shall grant SWCO a credit against the HMP monthly maintenance charge for each such hour in the amount of one-half (1/2) of one percent (1%) of the monthly maintenance charge for such defective Equipment. An Equipment non-performance period shall begin upon SWCO's notification to Supplier and shall end when the Equipment has achieved ninety percent (90%) call processing capacity. SWCO shall issue a debit memorandum and associated documentation to Supplier reflecting the amount of such credit. The Equipment non-operational periods shall be for periods of time directly caused by the non-performance of the Equipment. Any non-performance caused by third party equipment, force majeure or other events outside the control of Supplier shall not be counted toward non-operational periods. If SWCO receives a credit under this Article III, Section 12, for a particular non-performance -period, then SWCO shall not be eligible to receive a credit under Article IV, Section 12.7. If the non-performance is caused by both Equipment nonperformance and Software nonperformance, SWCO shall receive the higher credit.
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Related to EQUIPMENT NON-PERFORMANCE CREDIT

  • Non-Performance No failure or delay in performance, whether in whole or in part, by either Gatherer or Shipper shall be deemed to be a breach hereof (other than the obligation to pay amounts when due under this Agreement) when such failure or delay is occasioned by or due to a Force Majeure Event.

  • Annual Performance Bonus In the discretion of the Company's Compensation Committee, the Executive shall be eligible to receive an annual performance bonus payable in cash for each full or partial fiscal year of the Company during the Employment Period in accordance with the Company's performance-based bonus program for Executive Officers.

  • Performance Obligations The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing.

  • KEY PERFORMANCE INDICATORS (a) The Custodian and the Funds may from time to time agree to document the manner in which they expect to deliver and receive the services contemplated by this Agreement. The parties agree that any such key performance indicators (hereinafter referred to as “KPIs” or, individually as a “KPI”) shall be agreed upon in writing by the parties and shall be reflected in one or more schedules to this Agreement. The Custodian and the Funds acknowledge that any failure to perform in accordance with KPIs shall not in and of itself be considered a breach of contract that gives rise to contractual or other remedies provided that such failure may be a breach giving rise to contractual or other remedies if it is persistent and not remedied after consultation. Nothing in this Section 11 shall modify any party’s applicable standard of care under this Agreement; nor shall any meeting or discussion among the parties regarding KPIs be construed to prevent a party from pursuing any remedy otherwise available to it pursuant to this Agreement.

  • Performance Excused Continued performance of a Service may be suspended immediately to the extent caused by any event or condition beyond the reasonable control of the Party suspending such performance including, but not limited to, any act of God, fire, labor or trade disturbance, war, civil commotion, compliance in good faith with any law, unavailability of materials or other event or condition whether similar or dissimilar to the foregoing (each, a “Force Majeure Event”).

  • Historical Performance Information To the extent agreed upon by the parties, the Sub-Advisor will provide the Trust with historical performance information on similarly managed investment companies or for other accounts to be included in the Prospectus or for any other uses permitted by applicable law.

  • Performance Adjustment One-twelfth of the annual Performance Adjustment Rate will be applied to the average of the net assets of the Portfolio (computed in the manner set forth in the Fund's Declaration of Trust or other organizational document) determined as of the close of business on each business day throughout the month and the performance period.

  • Sale of Products; Performance of Services (a) Each product, system, program, or other asset designed, developed, manufactured, assembled, sold, installed, repaired, licensed or otherwise made available by any of the Company or any of its subsidiaries to any person:

  • Performance Measure The number of Performance Shares earned at the end of the three-year Performance Period will vary depending on the degree to which cumulative adjusted earnings per share performance goals for the Performance Period, as established by the Committee, are met.

  • Performance Deposit Within one Business Day of execution of this Agreement, Purchaser shall pay to Seller by wire transfer a deposit in the amount of Forty Million Dollars ($40,000,000.00) (“Performance Deposit”) to be held by Seller in accordance with this Agreement. In the event that the transactions contemplated by this Agreement are consummated, the Performance Deposit shall be applied to the Purchase Price as set forth in Section 2.5(b) below. In the event this Agreement is terminated, the Performance Deposit plus any interest earned thereon shall be applied in accordance with the provisions of Article X.

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