Interruptions to Data Stream Due to Applicable Law Sample Clauses

Interruptions to Data Stream Due to Applicable Law. In the event Healtheon reasonably believes that developments to applicable Laws after the date of this Agreement prohibit or limit Healtheon from providing a material amount of data that would otherwise be Licensed Data but for the fact that provision of such data under this Agreement is prohibited by applicable Law, or that Quintiles breached its representation in Section 2.5(b)(2) below with respect to current Law such that provision of data hereunder violates current Law, Healtheon will notify Quintiles immediately in writing of the specific prohibition under applicable Law and the nature of the corresponding prohibition or limitation and cooperate in good faith with Quintiles to develop modifications to the Access Specifications (if appropriate) or take other actions to fulfill the intent of this Agreement without violating any such Law. Immediately upon such notice (or on the date such Law takes effect, if later), Healtheon shall be entitled to suspend providing the Licensed Data to Quintiles under this Agreement solely to the extent that Healtheon believes in good faith that doing so would violate such Law. Healtheon shall resume provision of the suspended Licensed Data within five (5) business days after receiving a reasoned opinion of counsel reasonably satisfactory to Healtheon, addressed to Quintiles and Healtheon, that providing such Licensed Data (in the same or in a modified format) would not be prohibited under applicable Law identified by Healtheon as the basis for suspension, along with a specific undertaking by Quintiles to indemnify Healtheon from and against any and all losses, claims, actions, damages, liabilities, costs, and expenses (including attorneys' fees and expenses) arising from providing such data. In the event the opinion of counsel provides that the Licensed Data must or should be provided in modified form, Healtheon shall, at Quintiles' cost, use its commercially reasonable efforts expeditiously to modify the data accordingly, and the time period by which Healtheon shall resume providing the data shall be extended until such modifications can be made.
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Related to Interruptions to Data Stream Due to Applicable Law

  • Conformance to Applicable Laws Contractor shall comply with the standard of care regarding all applicable federal, state and county laws, rules and ordinances. Contractor shall not discriminate in the employment of persons who work under this contract because of race, the color, national origin, ancestry, disability, sex or religion of such person.

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  • Conformance to Applicable Requirements All work prepared by Consultant shall be subject to the approval of City.

  • File Management and Record Retention relating to CRF Eligible Persons or Households Grantee must maintain a separate file for every applicant, Eligible Person, or Household, regardless of whether the request was approved or denied. a. Contents of File: Each file must contain sufficient and legible documentation. Documents must be secured within the file and must be organized systematically.

  • Purchase Permitted By Applicable Law, Etc On the date of the Closing such Purchaser’s purchase of Notes shall (a) be permitted by the laws and regulations of each jurisdiction to which such Purchaser is subject, without recourse to provisions (such as section 1405(a)(8) of the New York Insurance Law) permitting limited investments by insurance companies without restriction as to the character of the particular investment, (b) not violate any applicable law or regulation (including, without limitation, Regulation T, U or X of the Board of Governors of the Federal Reserve System) and (c) not subject such Purchaser to any tax, penalty or liability under or pursuant to any applicable law or regulation, which law or regulation was not in effect on the date hereof. If requested by such Purchaser, such Purchaser shall have received an Officer’s Certificate certifying as to such matters of fact as such Purchaser may reasonably specify to enable such Purchaser to determine whether such purchase is so permitted.

  • Conformity with Applicable Law The Manager, in the performance of its duties and obligations under this Agreement, shall act in conformity with the Registration Statement of the Trust and with the instructions and directions of the Board of Trustees of the Trust and will conform to, and comply with, the requirements of the 1940 Act and all other applicable federal and state laws and regulations.

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