of Exhibit D Sample Clauses

of Exhibit D. In the event that the Investment Adviser reasonably believes that the occurrence of any such event will substantially prevent, hinder or delay performance of the services contemplated by this Agreement for more than five (5) consecutive business days, the Investment Adviser may take commercially reasonable actions to mitigate the impact of such services not being provided, including, but not limited to, at the Investment Adviser’s or the Funds’ expense, contracting with another service provider to provide such services during such period and/or engaging the Investment Advisor or an affiliate of the Investment Advisor to perform such services during such period; provided, that the Investment Adviser shall consult with BNY Mellon in good faith in connection with any such mitigation and BNY Mellon shall provide the Investment Adviser reasonable assistance in good faith in connection therewith; provided, further, that BNY Mellon shall resume providing, and the Funds shall pay for, such services when BNY Mellon resumes providing them, unless the Investment Adviser has terminated this Agreement pursuant to the terms of Section 12(c). Notwithstanding anything set forth in this Section 5(o), (i) in no event shall the Funds be obligated to pay any fees under this Agreement to BNY Mellon with respect to any services not actually provided during any event described in this Section 5(o), and (ii) the Funds shall have no responsibility to pay BNY Mellon for services temporarily performed by the Investment Advisor or a third party service provider. BNY Mellon shall not be responsible for delays or failures to supply the information or services specified in this Agreement where such delays or failures are caused by the failure of any person(s) other than BNY Mellon to supply any instructions, explanations, information, specifications or documentation reasonably deemed necessary by BNY Mellon in the performance of its duties under this Agreement.

of Exhibit D. The Distribution Contractor will only be provided with access to the PS Licensed Products as a ROM Image for purposes of installing the ROM Image into memory to manufacture the Licensee Products. Licensee will notify PalmSource in writing in advance prior to appointing the Distribution Contractor. The Distribution Contractor must agree in writing in advance to comply with requirements of Sections 2.2(a) (Distribution), 2.3 (Compatibility and Trademark License), 2.5 (No Reverse Compiling), 2.6 (Inspection Rights), 2.7 (No Other Licenses), 5.3 (Financial Reports), 10 (Proprietary Rights), 13 (Confidentiality), and 15 (Compliance With Law). There shall be only one Distribution Contractor in Brazil at any time. The Distribution Contractor shall not be authorized to distribute Stand-alone Products unless otherwise mutually agreed in writing by PalmSource and Licensee.

of Exhibit D. Seller shall post and thereafter maintain the Performance Assurance, in accordance with Section 2(a) of Exhibit D, in an amount equal to 5% of expected revenue of the Generating Facility under this Agreement (the “Performance Assurance Amount”). The initial amount of Performance Assurance equals $[___]. The Performance Assurance Amount will be revised upon any change to the Expected Term Year Energy Production. Seller shall comply with all of the provisions of Exhibit D. Seller’s Guarantor, if any, is [Name of Guarantor]. Guarantor shall guarantee $[Performance Assurance Amount x 1.25]. The Cross Default Amount, if any, equals $[___].

of Exhibit D. CONTRACTOR shall not charge any fees (e.g., deposit fee, secondary enrollment fee, etc.) to a CLIENT unless specifically authorized or directed to do so by ADMINISTRATOR.

of Exhibit D. Attachment A is hereby added to the Agreement and attached as follows. CPS0221-05-A1 Page 15 of 17 April 17, 2024

of Exhibit D. In determining the value of refinery fuel provided to the Facility by Xxxxx, the actual stream composition and heating value shall be used.

of Exhibit D. In the event any additional work is required to develop and implement an Operational Application, the Parties will negotiate in good faith and develop an SOW, if necessary. [***]. [***] In the event that American notifies Gogo that it wishes to use either Link for additional Other Airline Business Applications, American and Gogo will negotiate in good faith and reflect in an SOW: (i) the desired operating and performance characteristics of the application, (ii) the integration services to be provided by Gogo in connection with such application, (iii) the price to be charged by Gogo for such integration service, and (iv) such other terms specific to such applications as the Parties agree upon. Gogo will work with American and/or third-party providers in good faith to integrate and test, to the extent necessary, Other Airline Business Applications on a timely basis. For the avoidance of doubt, Gogo will not be obligated to increase the certification level of the System. If the normal operation of the System would be negatively affected by the integration of any airline business application under this Agreement, American and Gogo will work together in good faith to ensure that such conflicts are resolved. In addition to the integration and testing described above, either Gogo or American may develop, independently, jointly or with third parties, airline business applications that may be enabled over the Link(s), although neither Party has any obligation to do so. [***]. Gogo represents and warrants that the Links will have the ability to prioritize data transfer. American and Gogo will work together in good faith to assign priorities that meet American’s business requirements without (except as required for safety or medical emergencies) negatively impacting the passenger connectivity experience or Gogo’s ability to meet its service level obligations set forth in any applicable SLA described in Exhibit J. Gogo will use commercially reasonable efforts to ensure that the delivery of data over the Links is consistent with the agreed-upon priority levels. If the priorities requested by American could impair Gogo’s ability to meet its obligations under the applicable SLA, Gogo will, upon American’s request, work in good faith with American to revise the applicable SLA; provided, however, that nothing in this Exhibit N or the Agreement will require Gogo to agree to or implement any prioritization of airline business applications that, in Gogo’s reasonable judgment,...

of Exhibit D. Section 6.14 of Exhibit D is hereby amended to delete Section 5.10 where it appears in such section and replace it with Section 5.11.

of Exhibit D. American may suggest additional potential roaming partners to be enabled, in which case Gogo shall make commercially reasonable efforts to enter into roaming agreements with such potential roaming partners. In the event such additional relationships are enabled, then as between Gogo and American, such relationships will fall under the same business model as the existing relationships. In the event American requests to take responsibility for the integration and maintenance of the roaming relationships, American shall provide at least [***] written notice of such decision prior to the cutover. Gogo will provide reasonable assistance in facilitating the cutover. This Exhibit J represents service levels for all Technology Types, while specific service levels are set forth in Exhibit J-1 for the 2Ku Solution and Exhibit J-2 for the ATG Solution and the ATG4 Solution. As improvements are made to the ATG Solution and ATG4 Solution architecture (i.e., Next Gen ATG), Gogo shall improve the SLA metrics and reporting requirements associated with such improved architecture.

of Exhibit D. Establish and maintain for the life of the contract a web-based Rebuilding Professional Registry that provides applicants with contact information for the following: architects, home inspectors, surveyors, renovation contractors, homebuilders, manufactured and modular housing dealers, and lending institutions offering Rebuilding Escrow Accounts.