License, Hosting Services and Payment Sample Clauses

License, Hosting Services and Payment. 1.1 Xxxx hereby grants to Client a perpetual and non-transferable License to use the Products with the Number of Sites designated in Schedule A, subject to the terms and conditions of this Agreement. 1.2 Client may, at its option and expense, host or request a third party or Xxxx to host Client's web site. If Client elects to have Xxxx host Client's web site, Xxxx shall do so only if the Parties enter into the Web Site Hosting Agreement attached hereto as Schedule C. 1.3 Client shall pay Xxxx the License Fees and any applicable Sales Tax on License Fees, as set forth in Exhibit attached hereto, subject to any discounts therein. All fees are exclusive of Taxes. If applicable laws require the withholding of Taxes under this Agreement, Client shall notify Xxxx, make the applicable withholding, and remit the required Tax to the proper governmental authority.
Sample 1
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License, Hosting Services and Payment. 1.1 Xxxx hereby grants to Client and the affiliates of the Cablecom group, Client's sole shareholder, listed on Appendix A to this Agreement (the "Affiliates"), a non-transferable License to use the Products, as designated in Schedule A , subject to the terms and conditions of this Agreement. At least 50% of the capital stock (or other ownership interest in any Affiliate that is not a corporation) of each Affiliate shall be owned, directly or indirectly, by the Cablecom group. 1.2 Client may, at its option and expense, host or request a third party or Xxxx to host Client's web site. If Client elects to have Xxxx host Client's web site, Xxxx shall do so only if the Parties enter into a separate Web Site Hosting Agreement. 1.3 Client shall pay Xxxx the License Fees and any applicable Sales Tax on License Fees, as set forth in Schedule A, Exhibit 1 attached hereto. All fees are exclusive of Taxes. If applicable laws require the withholding of Taxes under this Agreement, Client shall notify Xxxx, make the applicable withholding, and remit the required Tax to the proper governmental authority.
Sample 1
License, Hosting Services and Payment. 1.1 Subject to the terms and conditions of this Agreement, Xxxx hereby grants to Client a perpetual and non-transferable (except as set forth in Section 15.0) license to (i) use, copy (for Client's internal business purposes only), and modify the Products provided that Client may use the Community Xxxx/XML only on the Number of Sites, as designated in Schedule A and (ii) use the Documentation. The license granted herein shall include the limited exclusive rights set forth in Schedule E. Client may use other third-party providers to host its services provided Client shall obtain prior consent of XXXX before allowing such third party providers access to the Products, which consent shall not be unreasonably denied. 1.2 Client shall pay Xxxx the License Fees as set forth in Exhibits attached hereto, subject to any discounts therein. All fees are exclusive of Taxes. If applicable laws require the withholding of Taxes under this Agreement, Client shall notify Xxxx, make the applicable withholding, and remit the required Tax to the proper governmental authority.
Sample 1

Related to License, Hosting Services and Payment

  • Hosting Services 13.1 If Supplier or its subcontractor, affiliate or any other person or entity providing products or services under the Contract Hosts Customer Data in connection with an Acquisition, the provisions of Appendix 1, attached hereto and incorporated herein, apply to such Acquisition. 13.2 If the Hosting of Customer Data by Supplier or its subcontractor, affiliate or any other person or entity providing products or services under the Contract contributes to or directly causes a Data Breach, Supplier shall be responsible for the obligations set forth in Appendix 1 related to breach reporting requirements and associated costs. Likewise if such Hosting contributes to or directly causes a Security Incident, Supplier shall be responsible for the obligations set forth in Appendix 1, as applicable. 14 Change Management

  • TAX SUPPORT SERVICES BNY Mellon shall provide the following tax support services for each Fund:  Provide various data and reports as agreed upon in the SLDs to support TRP’s tax reporting and tax filing obligations, including: · Wash sales reporting; · QDI reporting; · DRD reporting; · PFIC analysis; · Straddle analysis; · Paydown adjustments; · Equalization debit adjustments · Tax compliance under §851, §817(h); · Foreign bond sale analysis (§988); · Troubled debt analysis; · Estimation of income for excise tax purposes; · Swap analysis; · Inflation adjustments; · §1256 adjustments; · Market discount analysis; OID adjustments; · CPDI analysis; · Shareholder tax reporting information (e.g. FTC, UGG income, foreign source income by country, exempt income by state);  Provide data, and reports based on such data, maintained by BNY Mellon on its fund accounting platform as reasonably requested by TRP to support TRP’s obligations to comply with requests from tax authorities and TRP’s tax reporting and tax filing obligations.  Assist with other tax-related data needs as mutually agreed upon in writing from time-to-time.

  • Support Services Rehabilitation, counselling and EAP’s. Support is strictly non- punitive, and can be accessed at anytime (self-identification of the need for help is strongly encouraged).

  • Ongoing Services It is important to review every investment you hold and at regular intervals. At the time of, or prior to, our recommendation to you we will discuss our on-going service proposition. This is confirmed in our ‘service proposition and engagement’ document which will be sent to you separately from this agreement.

  • Compliance Support Services Provide compliance policies and procedures related to services provided by BNY Mellon and, if mutually agreed, certain of the BNY Mellon Affiliates; summary procedures thereof; and periodic certification letters. · Such Compliance Support Services are administrative in nature and do not constitute, nor shall they be construed as constituting, legal advice or the provision of legal services for or on behalf of a Fund or any other person, and such services are subject to review and approval by the applicable Fund and by the Fund’s legal counsel. · Provide access to Fund records so as to permit the Fund or TRP to test the performance of BNY Mellon in providing the services under this Agreement. · Such Compliance Support Services performed by BNY Mellon under this Agreement shall be at the request and direction of the Fund and/or its chief compliance officer (the “Fund’s CCO”), as applicable. BNY Mellon disclaims liability to the Fund, and the Fund is solely responsible, for the selection, qualifications and performance of the Fund’s CCO and the adequacy and effectiveness of the Fund’s compliance program.

  • 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").

  • Hosted Services 3.1 The Provider hereby grants to the Customer a worldwide, non-exclusive licence to use the Hosted Services for the business purposes of the Customer in accordance with the Documentation during the Term. 3.2 The Provider shall create an Account for the Customer and shall provide to the Customer login details for that Account to enable the Customer to configure and administer the Hosted Services and enable registration of Customer End Users. 3.3 Except to the extent expressly permitted in this Agreement or required by law on a non- excludable basis, the licence granted by the Provider to the Customer under Clause 3.1 is subject to the following prohibitions: (a) the Customer must not sub-license its right to use the Hosted Services; (b) the Customer must not make any alteration to the Platform; and (c) the Customer must not conduct or request that any other person conduct any load testing or penetration testing on the Platform or Hosted Services without the prior written consent of the Provider. 3.5 The Customer shall use reasonable endeavours, including appropriate organisational and technical measures relating to Account access details, to ensure that no unauthorised person may gain access to the Hosted Services using an Account. 3.6 The parties acknowledge and agree that Schedule 2 (Availability SLA) shall govern the availability of the Hosted Services. 3.7 The Customer must ensure that all persons using the Hosted Services with the authority of the Customer or by means of an Account comply with the Terms Of Use. 3.8 The Customer must not use the Hosted Services in any way that causes, or may cause, damage to the Hosted Services or Platform or impairment of the availability or accessibility of the Hosted Services. 3.9 The Customer must not use the Hosted Services: (a) in any way that is unlawful, illegal, fraudulent or harmful; or (b) in connection with any unlawful, illegal, fraudulent or harmful purpose or activity. 3.10 For the avoidance of doubt, the Customer has no right to access the software code (including object code, intermediate code and source code) of the Platform, either during or after the Term. 3.11 The Provider may suspend the provision of the Hosted Services if any amount due to be paid by the Customer to AWS for the benefit of the Provider under this Agreement is overdue, and the Provider has given to the Customer at least 30 days' written notice, following the amount becoming overdue, of its intention to suspend the Hosted Services on this basis.

  • Directory Assistance Service Updates 8.3.3.1 BellSouth shall update end user listings changes daily. These changes include: 8.3.3.1.1 New end user connections 3.3.1.2 End user disconnections

  • Development Services During the term of this Agreement, the Provider agrees to provide to or on behalf of the Port the professional services and related items described in Exhibit A (collectively, the “Development Services”) in accordance with the terms and conditions of this Agreement. The Provider specifically agrees to include at least one Port representative in any economic development negotiations or discussions in which the Provider is involved concerning (i) a port-related business prospect or (ii) a business transaction which will ultimately require Port involvement, financial or otherwise.

  • Services Term Unless otherwise agreed in writing, the Service that you order will start at the earlier of (a) your first use of the Service, (b) the date you purchased the Service, or (c) the start date contained in the Order Form, and, in each case, will end at the expiration of the Services Term unless sooner terminated as set forth below. Subscriptions automatically renew for successive terms of the same duration as the original Services Term, unless either party gives written notice to the other party of its intention not to renew at least thirty (30) days before the expiration of the applicable Services Term. Any Services that you order must be consumed during the applicable Services Term and any unused Services will expire.

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