Hong Kong Services Sample Clauses

Hong Kong Services. Until the date that is six (6) months following the Closing (the “Hong Kong Services Term”), Harbor shall, or shall cause an Affiliate of Harbor to, provide the Services set forth on Section of Schedule I (the “Hong Kong Services”), and within thirty (30) days following the end of each calendar month during such six (6) month period, Harbor shall remit to Spinco all profits derived by Harbor and its Affiliates in connection therewith to the extent such profits relate solely to the animal health portion thereof. Spinco shall pay Harbor a monthly fee in an amount equal to all of Harbor’s or such Affiliate of Harbor’s costs (including internal and third party costs) incurred in connection with the provision of such Hong Kong Services, with such internal costs and expenses to be incurred on the same basis and calculated using the same methodologies that have been historically incurred and used during the Reference Period, which shall be payable in full by Spinco to Harbor within thirty (30) days of the date of Spinco’s receipt of an invoice therefor (or the next Business Day following such date, if such thirtieth (30th) day is not a Business Day) through payment to an account designated by Harbor. Within thirty (30) days following the expiration or termination of the Hong Kong Services Term and delivery by Harbor to Spinco of a reasonably detailed invoice, Spinco shall purchase all of the Products used exclusively in the Spinco business owned by HS Hong Kong (the “Hong Kong AH Exclusive Inventory”) then held in inventory by HS Hong Kong for the applicable purchase price of such Hong Kong AH Exclusive Inventory, which shall be an amount equal to the then current daily weighted average purchase price paid by Harbor or its Affiliate for such Hong Kong AH Exclusive Inventory plus all Interest Carrying Costs on such Hong Kong AH Exclusive Inventory pursuant to Section 18.3.1, and Harbor and its Affiliates shall assign (and Spinco shall assume) all pending non-cancelable orders for such Hong Kong AH Exclusive Inventory (with Spinco being responsible for any costs that may be payable in connection with any such assignment).
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Related to Hong Kong Services

  • Consultation Services The company hereby employs the consultant to perform the following services in accordance with the terms and conditions set forth in this agreement: The consultant will consult with the officers and employees of the company concerning matters relating to the management and organization of the company, their financial policies, the terms and conditions of employment, and generally any matter arising out of the business affairs of the company.

  • Technical Services Party B will provide technical services and training to Party A, taking advantage of Party B’s advanced network, website and multimedia technologies to improve Party A’s system integration. Such technical services shall include:

  • Marketing Services The Manager shall provide advice and assistance in the marketing of the Vessels, including the identification of potential customers, identification of Vessels available for charter opportunities and preparation of bids.

  • Hosting Services GSI shall load the Web site onto server(s) that are connected to the Internet and readily accessible via the Web through use of the Domain Names. GSI shall ensure that the Web site is functional and ready to process transactions in a reasonably efficient manner.

  • Legal Services Legal services and expenses in connection with the affairs of the Trust, including registering and qualifying its shares with regulatory authorities;

  • TECHNICAL SUPPORT SERVICES 2.1 The technical support services (the "Services"): Party A agrees to provide to Party B the relevant services requested by Party B, which are specified in Exhibit 1 attached hereto ("Exhibit 1").

  • SPECIAL SERVICES Should the Trust have occasion to request the Adviser to perform services not herein contemplated or to request the Adviser to arrange for the services of others, the Adviser will act for the Trust on behalf of the Fund upon request to the best of its ability, with compensation for the Adviser's services to be agreed upon with respect to each such occasion as it arises.

  • TELEPHONE SERVICES All telegraph, telephone, and communication connections which Tenant may desire outside the Premises shall be subject to Landlord’s prior written approval, in Landlord’s sole discretion, and the location of all wires and the work in connection therewith shall be performed by contractors approved by Landlord and shall be subject to the direction of Landlord, except that such approval is not required as to Tenant’s cabling from the Premises in a route designated by Landlord to any telephone cabinet or panel provided for Tenant’s connection to the telephone cable serving the Building, so long as Tenant’s equipment does not require connections different than or additional to those to the telephone cabinet or panel provided. As to any such connections or work outside the Premises requiring Landlord’s approval, Landlord reserves the right to designate and control the entity or entities providing telephone or other communication cable installation, removal, repair and maintenance outside the Premises and to restrict and control access to telephone cabinets or panels. In the event Landlord designates a particular vendor or vendors to provide such cable installation, removal, repair and maintenance for the Building, Tenant agrees to abide by and participate in such program. Tenant shall be responsible for and shall pay all costs incurred in connection with the installation of telephone cables and communication wiring in the Premises, including any hook-up, access and maintenance fees related to the installation of such wires and cables in the Premises and the commencement of service therein, and the maintenance thereafter of such wire and cables; and there shall be included in Operating Expenses for the Building all installation, removal, hook-up or maintenance costs incurred by Landlord in connection with telephone cables and communication wiring serving the Building which are not allocable to any individual users of such service but are allocable to the Building generally. If Tenant fails to maintain all telephone cables and communication wiring in the Premises and such failure affects or interferes with the operation or maintenance of any other telephone cables or communication wiring serving the Building, Landlord or any vendor hired by Landlord may enter into and upon the Premises forthwith and perform such repairs, restorations or alterations as Landlord deems necessary in order to eliminate any such interference (and Landlord may recover from Tenant all of Landlord’s costs in connection therewith). No later than the Termination Date, Tenant agrees to remove all telephone cables and communication wiring installed by Tenant for and during Tenant’s occupancy, which Landlord shall request Tenant to remove. Tenant agrees that neither Landlord nor any of its agents or employees shall be liable to Tenant, or any of Tenant’s employees, agents, customers or invitees or anyone claiming through, by or under Tenant, for any damages, injuries, losses, expenses, claims or causes of action because of any interruption, diminution, delay or discontinuance at any time for any reason in the furnishing of any telephone or other communication service to the Premises and the Building.

  • Support Services Other than the assistance provided in the Information, the BNPP Entities do not offer any support services in connection with the Software.

  • Information Services The Custodian may rely upon information received from issuers of Securities or agents of such issuers, information received from Subcustodians or depositories, information from data reporting services that provide detail on corporate actions and other securities information, and other commercially reasonable industry sources; and, provided the Custodian has acted in accordance with the standard of care set forth in Section 6 (a), the Custodian shall have no liability as a result of relying upon such information sources, including but not limited to errors in any such information.

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