Motorola s sole obligation to Licensee and Licensee’s exclusive remedy under this warranty is to use reasonable efforts to remedy any material Software defect covered by this warranty. These efforts will involve either replacing the media or attempting to correct significant, demonstrable program or documentation errors or Security Vulnerabilities. If Motorola cannot correct the defect within a reasonable time, then at Motorola’s option, Motorola will replace the defective Software with functionally-equivalent Software, license to Licensee substitute Software which will accomplish the same objective, or terminate the license and refund the Licensee’s paid license fee.
Motorola retains the right to subcontract, in whole or in part, any effort required to fulfill its obligations under this Agreement, provided Motorola shall remain liable for performance hereunder.
Motorola and Freescale mutually desire that friendly collaboration will continue between them. Accordingly, they will try, and they will cause their respective Group members to try, to resolve in an amicable manner all disagreements and misunderstandings connected with their respective rights and obligations under this Agreement or any Ancillary Agreement, including any amendments hereto or thereto. In furtherance thereof, in the event of any dispute or disagreement (a “Dispute”) between any Motorola Group member and any Freescale Group member as to the interpretation of any provision of this Agreement or any Ancillary Agreement executed in connection herewith or therewith (or the performance of obligations hereunder or thereunder), then unless otherwise provided in any Ancillary Agreement, the matter, upon written request of either party, will be referred for resolution to a steering committee established pursuant to this Section 9.3(a) (the “Steering Committee”). The Steering Committee will have eight (8) members, four (4) of whom will be appointed by Motorola and four (4) of whom will be appointed by Freescale. Each of Motorola and Freescale will use its good faith efforts to avoid replacing the initial members of the Steering Committee for the first year after the Effective Date. Thereafter, Motorola and Freescale will, to the extent practicable, honor the other party’s reasonable objections to any replacements of Steering Committee members. While any person is serving as a member of the Steering Committee, such person may not designate any substitute or proxy for purposes of attending or voting at a Steering Committee meeting. The Steering Committee will make a good faith effort to promptly resolve all Disputes referred to it. Steering Committee decisions made with the consent of at least three (3) Freescale members and at least three (3) Motorola members will be binding on Motorola and Freescale. If the Steering Committee does not agree to a resolution of a Dispute within thirty (30) days after the reference of the matter to it, each of Motorola and Freescale will be free to exercise the remedies available to it under applicable law, subject to Section 9.3(b). Notwithstanding anything to the contrary in this Article 9, any amendment to the terms of this Agreement or any Ancillary Agreement may only be effected in accordance with Section 9.10.
Motorola. Solutions offers this extensive on-line program called Motorola Solutions On-Line that allows each H-GAC end the user to check specific contract pricing, place orders, and check shipping estimates in addition to invoice history. The on-line tool is the most advanced of its kind in the Communications Industry. NB Per the RFP Motorola Solutions has included an Electronics Catalogue on a USB drive in lieu of listing each individual product and its options. In addition, a discount APC sheet is attached in the pricing section and used to calculate all individual prices within the USB drive and also available via Motorola Solutions Online. NC Mobile Command Interoperable Communication Equipment & Services ND Motorola Solutions Integration Services LMR Motorola Solutions offers wide range of services including Integration, Installation and Training. The cost of these services is regional in nature. Samples below are listed for reference only. ND Project Management Daily Rate* $ 1,818.00 ND System Engineering Daily Rate* $ 1,818.00 ND System Technologist Daily Rate* $ 2,173.00 ND Standard Shop Installation: Hourly Rate* $ 150.00 ND Standard Shop Installation: Daily Rate* $ 1,200.00 ND Mobile Radio Installation* $180-$500 ND Radio Programming* $55-$125 ND Data Installation* $180-$428 *Prices may vary by Region and Stated Scope. Travel Not Included ND Motorola Solutions Integration Services Advanced Services Motorola Solutions offers wide range of services including Integration, Installation and Training. The cost of these services is regional in nature. Samples below are listed for reference only. ND NG9-1-1 Consolting Services-Daily Rate* $1,694 ND Security Project/Program Management-Daily Rate* $1,694 ND Wireless Security Technician-Daily Rate* $1,580 ND Security Penetration Tester (Wired Network)-Daily Rate* $1,580 ND Secutriy Trainer-Daily Rate* $1,328 ND Application Security Code Reviewer-Daily Rate* $2,033 ND IT Incident Response and E-Discovery Assitance-Daily Rate* $1,694 ND IT Disaster Recovery Planner-Daily Rate* $1,580 ND IT Disaster Recovery Plan Tester-Daily Rate* $1,580 ND Buisness Continuity/Continuity of Government Planner-Daily Rate* $1,580 ND Buisness Continuity/Continuity of Government Plan Tester-Daily Rate* $1,580 ND Mobile Application Services Project Management-Daily Rate* $565 ND Mobile Application Services System Engineer-Daily Rate* $565 ND Mobile Application Services Solution Architech-Daily Rate* $2,033 ND Mobile Application Services App...
Motorola and Customer shall each appoint a Program Manager for each project. Each such Project Program Manager shall have the responsibility to make good faith efforts to resolve problems and disputes prior to initiating the dispute resolution procedures set forth in Section 30. Other responsibilities are as follows:
Motorola and Freescale shall jointly own all right title and interest in all Patents for inventions for which employees of both the Motorola Group and the Freescale Group are “joint inventors” under 35 U.S.C. §116 with each party having a transferable equal and undivided interest therein without an consent or any obligation to share or account to the other party for any royalties or other revenues received by any party therefore.
Motorola may continue to use and sell, in the ordinary course of business, any of its then existing inventory of Products. [***]
Motorola s obligation to perform the agreed project is contingent upon Nextel making scheduled PA payments. Subject to Motorola’s written notification to Nextel of late payment, Motorola will offer a 10 calendar day cure period for the PA payment to be made. In the event that Nextel fails to make any PA payments when due or within the cure period, Motorola reserves the right to continue, postpone, substantially modify or cancel any PA Model project, in whole or in part, for which payment was not timely made without any further liability whatsoever.
Motorola and User agree to arbitrate all disputes and claims relating to this Legal Agreement and Warning, and any claim whatsoever arising from any use of an Unlocked Device, other than those involving intellectual property or unfair competition claims as defined by 28 U.S.C. § 1338. Notwithstanding the foregoing, either party may bring an individual action in small claims court. This agreement does not preclude User from bringing issues to the attention of federal, state, or local agencies, including, for example, the Federal Communications Commission. Such agencies can, if the law allows, seek relief against Motorola on User’s behalf. USER AGREES THAT, BY ENTERING INTO THIS LEGAL AGREEMENT AND WARNING, USER AND MOTOROLA ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION. This Legal Agreement and Warning evidences a transaction in interstate commerce, and thus the Federal Arbitration Act governs the interpretation and enforcement of this provision. This arbitration provision shall survive termination of this Legal Agreement and Warning. The arbitration will be governed by the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by this Agreement, and will be administered by the AAA. The AAA Rules are available online at xxx.xxx, or by calling the AAA at 0-000-000-0000. Except as otherwise provided for herein, Motorola will pay all AAA filing, administration, and arbitrator fees for any arbitration initiated by either party. If, however, the arbitrator finds that either the substance of User’s claim or the relief sought in the demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all such fees will be governed by the AAA Rules. In such case, User agrees to reimburse Motorola for all monies previously disbursed by it that are otherwise User’s obligation to pay under the AAA Rules. In addition, if User initiates an arbitration in which User seeks more than $75,000 in damages, the payment of these fees will be governed by the AAA rules; and
Motorola reserves the right in its sole discretion to accept or reject any order for Products received from Distributor without any futher liability including without limitation for the failure of Distributor to satisfy Motorola's distribution qualification requirements for distribution of the requested Product. No purchase order is binding on Motorola until accepted. A purchase order is accepted by Motorola when Product is shipped or when acceptance is acknowledged in writing by a duly authorized officer or employee of Motorola, or as it is normally accomplished through the CPFR process that the parties utilize to manage purchase orders and shipments, whichever occurs first.
