Inspections and Technical Assistance Sample Clauses

Inspections and Technical Assistance. 16 6.1 Buyer Inspections and Testing 16 6.2 Seller Technical Assistance 17 ARTICLE 7 WARRANTIES 17 7.1 Warranty 17 7.2 Warranty Transferable 17 7.3 Warranty Upgrades 17 ARTICLE 8 INDEMNIFICATION AND INSURANCE 18 8.1 Seller's General Indemnity 18 8.2 Seller's Hazardous Materials Indemnity 18 8.3 Seller's Intellectual Property Rights Indemnity 18 8.4 Seller's Lien Indemnity 18 8.5 Seller's Laws, Standards and Codes Indemnity 18 8.6 Buyer's General Indemnity 18 8.7 Notice of Claim 18 8.8 Term of Indemnities 19 8.9 Insurance 19 8.10 Setoff 19 ARTICLE 9 COMPLIANCE WITH LAWS AND STANDARDS AND CODES 19 9.1 Generally 19 9.2 Changes in Law 19 ARTICLE 10 DEFAULT, TERMINATION AND SUSPENSION 20 10.1 Events of Default 20 10.2 Remedies for Event of Default 21 10.3 Termination for Force Majeure 21 10.4 Limited Continuation at Buyer's Election 21 ARTICLE 11 LIMITATIONS AND EXCLUSIONS ON LIABILITY 21 11.1 Limitation on Consequential Damages 21 11.2 Limitation on Aggregate Liability 22 11.3 Exclusions from Limitations 22 11.4 No Limitation on Remedies 22 11.5 Supremacy 22 ARTICLE 12 REPRESENTATIONS AND WARRANTIES 22 12.1 Representations and Warranties by Seller 22 12.2 Representations and Warranties by Buyer 23 ARTICLE 13 DISPUTE RESOLUTION 23 13.1 Dispute Resolution, Consent to Jurisdiction and Equitable Remedies 23 13.2 Continued Performance During Dispute Resolution 24 ARTICLE 14 FORCE MAJEURE 24 14.1 Force Majeure Events 24 14.2 Notice of Force Majeure Events 24 14.3 Mitigation 25 ARTICLE 15 CONFIDENTIALITY 25 15.1 Ratification of NDA 25 15.2 Additional Provisions 25 ARTICLE 16 INTELLECTUAL PROPERTY MATTERS 26 16.1 Seller's Representations and Warranties Regarding Intellectual Property Rights 26 16.2 Product Use License 26 16.3 Seller's Intellectual Property Rights and Source Code Escrow 26 16.4 Buyer's Data 27 16.5 Retention of Data 27
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Inspections and Technical Assistance 

Related to Inspections and Technical Assistance

  • Technical Assistance DFPS may provide informal support, guidance, clarification, and other forms of technical assistance via phone, email, and virtual meeting to resolve Grant or performance compliance issues. Grantee will document all such instances of technical assistance by DFPS in writing, including any implementation work.

  • DEVELOPMENT OR ASSISTANCE IN DEVELOPMENT OF SPECIFICATIONS REQUIREMENTS/ STATEMENTS OF WORK

  • Peer Assistance and Review (PAR) Consulting Teachers (CT) will be assigned to all new teachers with no prior teaching experience and tenured teachers rated ineffective on the qualitative measures at the end of the previous school year and recommended by the PAR Panel. Evaluations for Probationary and Ineffective Teachers:

  • 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").

  • Assistance and Cooperation (a) Each of the Companies shall provide (and shall cause its Affiliates to provide) the other Companies and their respective agents, including accounting firms and legal counsel, with such cooperation or information as they may reasonably request in connection with (i) preparing and filing Tax Returns, (ii) determining the liability for and amount of any Taxes due (including estimated Taxes) or the right to and amount of any refund of Taxes, (iii) examinations of Tax Returns, and (iv) any administrative or judicial proceeding in respect of Taxes assessed or proposed to be assessed. Such cooperation shall include making available, upon reasonable notice, all information and documents in their possession relating to the other Companies and their respective Affiliates as provided in Section 9. Each of the Companies shall also make available to the other Companies, as reasonably requested and available, personnel (including employees and agents of the Companies or their respective Affiliates) responsible for preparing, maintaining, and interpreting information and documents relevant to Taxes. (b) Any information or documents provided under this Section 8 or Section 9 shall be kept confidential by the Company or Companies receiving the information or documents, except as may otherwise be necessary in connection with the filing of Tax Returns or in connection with any administrative or judicial proceedings relating to Taxes. Notwithstanding any other provision of this Agreement or any other agreement, in no event shall any of the Companies or any of their respective Affiliates be required to provide the other Companies or any of their respective Affiliates or any other Person access to or copies of any information if such action could reasonably be expected to result in the waiver of any Privilege. In addition, in the event that any of the Companies determine that the provision of any information to the other Companies or their respective Affiliates could be commercially detrimental, violate any law or agreement or waive any Privilege, the Parties shall use reasonable best efforts to permit compliance with their obligations under this Section 8 or Section 9 in a manner that avoids any such harm or consequence.

  • Technical Training The CAISO and the Participating TOs shall respond to reasonable requests for support and provide relevant technical training to each other’s employees to support the safe, reliable, and efficient operation of the CAISO Controlled Grid and to comply with any NERC or WECC operator certification or training requirements. Examples of such technical training include, but are not limited to: (1) the theory or operation of new or modified equipment (e.g., control systems, Remedial Action Schemes, protective relays); (2) computer and applicator programs; and (3) CAISO (or Participating TO) requirements. The Parties shall enter into agreements regarding the timing, term, locations, and cost allocation for the training.

  • Management of Special and Technical Environment Each certificated support person demonstrates an acceptable level of performance in managing and organizing the special materials, equipment and environment essential to the specialized programs.

  • EMPLOYEE DEVELOPMENT AND TRAINING 1. The State agrees to provide advice and counseling to employees with respect to career advancement opportunities and agency developments which have an impact on their careers. 2. Regular review of its job-related and career development and training programs will be made by the State in order to provide suitable programs for employees covered by this Agreement. When undertaking any such review, the State shall notify employees of such review and take into account suggestions and proposals made by employees. 3. Employees shall be given a reasonable notice of applicable, development and training programs available. Such notice shall include an explanation of the procedure for applying for the program. Notices of development and training programs shall be posted for reasonable periods in advance on bulletin boards at applicable work locations within the agencies involved. An appointing authority shall make every effort to permit employees' participation in such career development and training programs. Participation in any training inside or outside of work hours which is required by the State as a condition of fulfilling the requirements of the employee's job, or any in-service State training which is conducted or undertaken during normally scheduled work hours will be considered as time worked. 4. The State shall pay tuition, course-related fees, other approved course required costs and for necessary travel and lodging pursuant to established policies and procedures.

  • Mutual Assistance The Parties will do all things reasonably necessary or appropriate to carry out the terms and provisions of this Agreement and to aid and assist each other in carrying out such terms and provisions.

  • Legal Assistance The Board shall give full support including legal and other assistance for any assault upon the employee while properly acting in the discharge of his/her duties.

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