Failure to Perform; Root-Cause Analysis Sample Clauses

Failure to Perform; Root-Cause Analysis. If FIS becomes aware of its failure to meet any Service Level, whether through internal monitoring or by receipt of notice from FNT, (each such event being a "Failure Recognition Event"), FIS shall promptly assess the nature, severity and tractability of the failure and provide either a solution or work-around with respect to such failure within twenty-four (24) hours of the Failure Recognition Event (or within any lesser period which may be required by Exhibit H or otherwise with respect thereto) and, if providing a work-around, will correct such failure as promptly as possible, but in any event within five (5) days of the Failure Recognition Event (or within any lesser period which may be required by Exhibit H or otherwise with respect thereto), at no additional cost to FNT. FIS shall use reasonable commercial efforts to minimize the time that a work around (as opposed to a solution) is utilized. FIS shall complete a root-cause analysis within fifteen (15) calendar days of the Failure Recognition Event. During such process, FIS shall keep FNT apprised of progress toward a resolution. Further, FIS shall, at its expense, promptly investigate, assemble and preserve pertinent information with respect to, and report on the causes of, the problem causing the Service Level failure, including performing a root-cause analysis of the problem to identify the cause of such failure. If the root-cause analysis reflects that FNT Software, FNT Third Party Software (except FNT Third Party Software licensed by FNT that is not FNT Approved Software) or FNT Equipment was the primary basis in FIS'S failing to meet the Service Level or if such failure is due to an exception to Service Level performance under Exhibit H, then (a) FIS will promptly provide FNT with a complete copy of such root-cause analysis including a detailed description of the causes of the failure and the actions taken by FIS to correct such failure, (b) FNT shall reimburse FIS for any out of pocket costs or expenses incurred by FIS for correction of such failure, (c) FIS shall be excused from the compliance of applicable Service Levels and the payment or credit of any Service Level Credits to the extent such performance is within one or more of the Service Level exceptions reflected on Schedule H, and (d) FNT will compensate FIS at FIS'S full rates under this Agreement for any incremental personnel, beyond those that would otherwise be performing Services, required for FIS to correct the failure.
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Related to Failure to Perform; Root-Cause Analysis

  • Failure to Perform In the event of a failure of performance due under this Agreement and if it becomes necessary for either party to undertake legal action against the other on account thereof, then the prevailing party shall be entitled to reasonable attorney’s fees in addition to costs and necessary disbursements.

  • Continue to Perform No resignation or removal of the Administrator will be effective, and the Administrator will continue to perform its obligations under this Agreement, until a successor Administrator has accepted its engagement according to Section 3.5(b).

  • Failure to Perform Obligations In the event Business Associate fails to perform its obligations under this Agreement, Covered Entity may immediately discontinue providing PHI to Business Associate. Covered Entity may also, at its option, require Business Associate to submit to a plan of compliance, including monitoring by Covered Entity and reporting by Business Associate, as Covered Entity in its sole discretion determines to be necessary to maintain compliance with this Agreement and applicable law.

  • Ability to Perform; Solvency The Seller does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement. The Seller is solvent and the sale of the Mortgage Loans will not cause the Seller to become insolvent. The sale of the Mortgage Loans is not undertaken with the intent to hinder, delay or defraud any of Seller's creditors;

  • Financial Ability to Perform Buyer has available to it as of the date hereof, and will have available to it at the Closing, funds sufficient to enable Buyer to perform all of its obligations hereunder, including delivering the Purchase Price to Sellers, as and when contemplated by this Agreement and to pay or otherwise perform all of the obligations of Buyer under the other Transaction Documents.

  • Inability to Perform This Lease and the obligations of the Tenant hereunder shall not be affected or impaired because the Landlord is unable to fulfill any of its obligations hereunder or is delayed in doing so, if such inability or delay is caused by reason of strike, labor troubles, acts of God, or any other cause beyond the reasonable control of the Landlord.

  • Ability to Perform The Servicer does not believe, nor does it have any reason or cause to believe, that it cannot perform each and every covenant contained in this Agreement;

  • Lenders’ Failure to Perform All Advances (other than Swing Loans and Agent Advances) shall be made by the Lenders contemporaneously and in accordance with their Pro Rata Shares. It is understood that (i) no Lender shall be responsible for any failure by any other Lender to perform its obligation to make any Advance (or other extension of credit) hereunder, nor shall any Commitment of any Lender be increased or decreased as a result of any failure by any other Lender to perform its obligations hereunder, and (ii) no failure by any Lender to perform its obligations hereunder shall excuse any other Lender from its obligations hereunder.

  • Data Necessary to Perform Services The Trust or its agent shall furnish to USBFS the data necessary to perform the services described herein at such times and in such form as mutually agreed upon.

  • TOTAL OR PARTIAL FAILURE TO PERFORM 20.1 In the case of Goods to be specially manufactured for it, if Transnet at any time ascertains that: a) no manufacturing of the Goods specified in a Purchase Order has commenced and there is little or no prospect, in Transnet’s opinion, that manufacturing will commence within a reasonable time; or b) delivery of any of the Goods is being or is likely to be delayed beyond the promised delivery date(s), and there is little or no prospect of the Purchase Order(s) being carried out within reasonable adherence to the promised delivery rate(s) or time(s), then Transnet may, irrespective of the cause of the delay, by notice to the Supplier, cancel as from a future date specified in such notice the whole or any part of this Agreement or Purchase Order in respect of which the Goods to be supplied have not been completed by that date, without incurring any liability by reason of such cancellation except as provided in this clause. 20.2 The Supplier/Service Provider shall thereupon, as soon as possible after such date, deliver to Transnet the Goods/Services [if any] already completed, and payment for the part performance shall be made on a pro rata basis, provided the uncompleted part is not an integral or essential part of the completed Goods/Services. Where an integral or essential part of the work has not been completed, the amount to be paid to the Supplier/Service Provider will be calculated on the basis of Transnet’s enrichment. The Supplier/Service Provider shall, wherever practicable, supply Transnet with the necessary drawings and/or specifications to enable it to complete the work. 20.3 Whenever, in any case not covered by clause 20.1 above, the Supplier fails or neglects to execute the work or to deliver any portion of the Goods/Services as required by the terms of this Agreement or Purchase Order, or if any Goods/Services are rejected on any of the grounds mentioned in clause Error! Reference source not found. [Defective Goods], Transnet may cancel this Agreement or Purchase Order in so far as it relates to the unexecuted work or the undelivered or rejected portion of the Goods/Services, and in such event, the supply of the remaining portion shall remain subject in all respects to these conditions.

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