No Unauthorized Code. 12.7.1 Contractor warrants that, at the time it is made available or provided to the Counties, the Software and Equipment shall not contain Unauthorized Code, that Contractor has tested such Software and Equipment for such Unauthorized Code using industry standard tests, and that Contractor has not found any such Unauthorized Code. Contractor warrants to the Counties that the Software and Contractor Technology under this Agreement shall contain no Unauthorized Code when it is made available or provided to the Counties. Contractor further warrants that Contractor shall not introduce, via modem or otherwise, any code or mechanism that electronically notifies Contractor of any fact or event, or any key, node, lock, time-out, or other function, implemented by any type of means or under any circumstances, that may restrict the Counties’ use of or access to the Software, Data, or Services, in whole or in part, based on any type of limiting criteria, including without limitation frequency or duration of use for any copy of the Software and Services provided to the Counties under this Agreement.
12.7.2 In the event of a breach of these warranties, Contractor shall immediately assign at least one knowledgeable and qualified Staff representative, who will begin work after telephonic notice by the Counties on curing such breaches. This representative will be dedicated to remedy the Deficiency, failure, malfunction, defect, or problem at no cost to the Counties.
No Unauthorized Code. The Technology does not, and any Improvements provided by ADFORCE shall not, contain any back door, time bomb, drop dead device, protect codes, data destruct keys, or other software routine designed to disable a computer program automatically with the passage of time or under the control of any Person other than NETSCAPE. To the best of ADFORCE's knowledge, the Technology does not, and any Improvements provided by ADFORCE shall not, contain any virus, Trojan horse, worm or other software routine designed to permit unauthorized access or to disable, erase, modify, deactivate or otherwise harm software, hardware or data; and ADFORCE covenants that, prior to or at the time of the delivery of any Technology (including any Improvement), ADFORCE shall test the Technology using a current version of a reputable "antivirus" program and remove any such unauthorized codes; and
No Unauthorized Code. 11.7.1 Contractor warrants that it shall not introduce Unauthorized Code as
11.7.2 In the event of a breach of the warranties in Section 11.7.1, Contractor shall immediately assign at least one knowledgeable and qualified Staff representative, who will begin work after telephonic notice by County on curing such breaches. This representative will be dedicated to remedy the breach.
No Unauthorized Code. 12.6.1 Contractor warrants that it shall not introduce Unauthorized Code into the Systems and that it has tested for such Unauthorized Code using industry standard tests and has not found any such Unauthorized Code. Contractor warrants to the Exchange that the Software and Contractor Technology under this Agreement shall contain no Unauthorized Code. Contractor further warrants that Contractor shall not introduce, via modem or otherwise, any code or mechanism that electronically notifies Contractor of any fact or event, or any key, node, lock, time-out, or other function, implemented by any type of means or under any circumstances, that may restrict the Exchange’s use of or access to the Software, Data, or Services, in whole or in part, based on any type of limiting criteria, including without limitation frequency or duration of use for any copy of the Software and Services provided to the Exchange under this Agreement.
12.6.2 In the event of a breach of these warranties, Contractor shall immediately assign at least one knowledgeable and qualified Staff representative, who will begin work after telephonic notice by the Exchange on curing such breaches. This representative will be dedicated to remedy the Deficiency, failure, malfunction, defect, or problem at no cost to the Exchange.
No Unauthorized Code. 12.7.1 Contractor warrants that, at the time it is made available or provided to the CalSAWS Consortium, the Software and Equipment shall not contain Unauthorized Code, that Contractor has tested such Software and Equipment for such Unauthorized Code using industry standard tests, and that Contractor has not found any such Unauthorized Code. Contractor warrants to the CalSAWS Consortium that the Software and Contractor Technology under this Agreement shall contain no Unauthorized Code when it is made available or provided to the CalSAWS Consortium. Contractor further warrants that Contractor shall not introduce, via modem or otherwise, any code or mechanism that electronically notifies Contractor of any fact or event, or any key, node, lock, time-out, or other function, implemented by any type of means or under any circumstances, that may restrict the CalSAWS Consortium’s use of or access to the Software, Data, or Services, in whole or in part, based on any type of limiting criteria, including without limitation frequency or duration of use for any copy of the Software and Services provided to the CalSAWS Consortium under this Agreement.
12.7.2 In the event of a breach of these warranties, Contractor shall immediately assign at least one knowledgeable and qualified Staff representative, who will begin work after telephonic notice by the CalSAWS Consortium on curing such breaches. This representative will be dedicated to remedy the Deficiency, failure, malfunction, defect, or problem at no cost to the CalSAWS Consortium.
No Unauthorized Code. 5.1 Contractor warrants that it shall not introduce Unauthorized Code into the Software and that it has tested for such Unauthorized Code using industry standard tests and has not found any such Unauthorized Code. Contractor warrants to the Exchange that the Software under this Agreement shall contain no Unauthorized Code. Contractor further warrants that Contractor shall not introduce, via modem or otherwise, any code or mechanism that electronically notifies Contractor of any fact or event, or any key, node, lock, time-out, or other function, implemented by any type of means or under any circumstances, that may restrict the
5.2 In the event of a breach of these warranties, Contractor shall immediately remove or repair such Software, Data or Services to cure such breach at no cost to the Exchange.
(1) Below 90% SLA performance, there is no payment of a Monthly At Risk Amount, i.e., Contractor could lose 100% of its Monthly At Risk Amount, thereby being able to receive only 90% of its Monthly Charges for the applicable month; and
(2) Between 90% and 100% SLA performance, there would be a payment of less than the Monthly At Risk Amount, i.e., Contractor could lose 50% of its Monthly At Risk Amount, thereby being able to receive only 95% of its Monthly Charges for the applicable month. Contractor shall receive more than its Monthly At Risk Amount if all of the applicable SLAs are met more than 110% of the time in the applicable month, i.e., Contractor could receive 113% of its Monthly Charges for the applicable month. If all of the SLAs are not in Production in an applicable month, then the numbers in the column entitled “Liquidated Damages - % of Monthly at Risk Amount” for those SLAs that are in Production shall be rebalanced so that they equal 100% of the Monthly At Risk Amount. In other words, the percentages in the column entitled “Liquidated Damages - % of Monthly at Risk Amount” for one SLA in force (during a period in which all SLAs are not in force) is divided by the sum of all SLAs in force for that month. For example, in July, 2013 if there are nine SLAs in force (numbers 1, 2, 9, 13, 14, 15, 16, 17, and 18), there would be a total of 35% of possible liquidated damages or a bonus. SLA #1 (with Liquidated Damages - % of Monthly Risk Amount of 10% and the same percentage for a bonus if the SLA is met over 110% of the time) is therefore worth 10/35ths of the total liquidated damages or bonus for the month of July 2013, or approximately 28.6% of the M...
No Unauthorized Code. 5.1 Contractor warrants that it shall not introduce Unauthorized Code into the Software and that it has tested for such Unauthorized Code using industry standard tests and has not found any such Unauthorized Code. Contractor warrants to the Exchange that the Software under this Agreement shall contain no Unauthorized Code. Contractor further warrants that Contractor shall not introduce, via modem or otherwise, any code or mechanism that electronically notifies Contractor of any fact or event, or any key, node, lock, time-out, or other function, implemented by any type of means or under any circumstances, that may restrict the
5.2 In the event of a breach of these warranties, Contractor shall immediately remove or repair such Software, Data or Services to cure such breach at no cost to the Exchange. EXHIBIT D ESCROW AGREEMENT
