OPERATING SUPPORT AND STANDARDS Sample Clauses

OPERATING SUPPORT AND STANDARDS. ICQ will provide MP with the operational support described on Exhibit E. The MP Areas shall comply at all times with the standards and specifications set forth in Exhibit E. To the extent site standards are not established in Exhibit E with respect to any aspect or portion of the MP Areas (or the Services or other Content contained therein), MP will provide such aspect or portion at a level of accuracy, quality, completeness, and timeliness which meets or exceeds prevailing standards in the college textbook industry. In the event MP fails to comply with the requirements of Exhibit E attached hereto, (a) ICQ will have the right, as its sole remedy, to decrease the Promotions it provides to MP until such time as MP corrects its non-compliance (and in such event, ICQ will be relieved of the proportionate amount of any promotional commitment and/or cease any such integrated placements made to MP by ICQ hereunder corresponding to such decrease in promotion). Notwithstanding the foregoing, ICQ shall have the right to terminate this Agreement in the event that the Affiliated MP Site is non-operational for fourteen (14) days (counted in the aggregate) during any six (6) month period.
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OPERATING SUPPORT AND STANDARDS. AOL will provide ICP with the ------------------------------- operational support described on Exhibit E. ICP will ensure that the ICP Areas comply at all times with the standards and specifications set forth in Exhibit E. To the extent site standards are not established in Exhibit E with respect to any aspect or portion of the ICP Areas (or the Services or other Content contained therein), ICP will provide such aspect or portion at a level of accuracy, quality, completeness, and timeliness which meets or exceeds prevailing standards in the online music industry. In the event ICP fails to comply with any material terms of this Agreement or any Exhibit attached hereto, (a) AOL will have the right (in addition to any other remedies available to AOL hereunder) to decrease or cease the Promotions it provides to ICP hereunder (and to decrease or cease any other contractual obligation hereunder) until such time as ICP corrects its non-compliance (and in such event, AOL will be relieved of the proportionate amount of any promotional commitment and/or cease any such integrated placements made to ICP by AOL hereunder corresponding to such decrease in promotion) and (b) any threshold(s) set forth in Section 4 will each be adjusted proportionately to correspond to such decrease in promotion and other obligations during the period of non-compliance.

Related to OPERATING SUPPORT AND STANDARDS

  • Service Level Standards The parties agree to negotiate in good faith certain service level standards that, once agreed upon, will be incorporated into this Agreement subsequent to the effective date of the Agreement.

  • Standards for Determining Commercial Reasonableness Borrower and Silicon agree that a sale or other disposition (collectively, "sale") of any Collateral which complies with the following standards will conclusively be deemed to be commercially reasonable: (i) Notice of the sale is given to Borrower at least seven days prior to the sale, and, in the case of a public sale, notice of the sale is published at least seven days before the sale in a newspaper of general circulation in the county where the sale is to be conducted; (ii) Notice of the sale describes the collateral in general, non-specific terms; (iii) The sale is conducted at a place designated by Silicon, with or without the Collateral being present; (iv) The sale commences at any time between 8:00 a.m. and 6:00 p.m; (v) Payment of the purchase price in cash or by cashier's check or wire transfer is required; (vi) With respect to any sale of any of the Collateral, Silicon may (but is not obligated to) direct any prospective purchaser to ascertain directly from Borrower any and all information concerning the same. Silicon shall be free to employ other methods of noticing and selling the Collateral, in its discretion, if they are commercially reasonable.

  • Quality Standards Each Party agrees that the nature and quality of its products and services supplied in connection with the other Party's Marks will conform to quality standards set by the other Party. Each Party agrees to supply the other Party, upon request, with a reasonable number of samples of any Materials publicly disseminated by such Party which utilize the other Party's Marks. Each Party will comply with all applicable laws, regulations, and customs and obtain any required government approvals pertaining to use of the other Party's marks.

  • Professional Standards Recognizing and acknowledging that it is essential for the protection and enhancement of the name, reputation and business of the Company and its subsidiaries and the good will pertaining thereto, the Employee shall perform his duties under this Agreement professionally and in accordance with applicable law and the standards established by the Company from time to time; and the Employee shall not act, and shall refrain from acting, in any manner that could harm or tarnish the name, reputation, business or income of the Company and its subsidiaries or the good will pertaining thereto.

  • General Conditions (i) Each party will make each payment or delivery specified in each Confirmation to be made by it, subject to the other provisions of this Agreement.

  • Computational Materials and Structural Term Sheets (a) Not later than 10:30 a.m., New York time, on the business day before the date on which the Current Report relating to the Offered Certificates of a Series is required to be filed by the Company with the Commission pursuant to Section 5(b) hereof, the Underwriter shall deliver to the Company five complete copies of all materials provided by the Underwriter to prospective investors in such Offered Certificates that constitute (i) "Computational Materials" within the meaning of the no-action letter dated May 20, 1994 issued by the Division of Corporation Finance of the Commission to Xxxxxx, Xxxxxxx Acceptance Corporation I, Xxxxxx, Peabody & Co. Incorporated, and Xxxxxx Structured Asset Corporation and the no-action letter dated May 27, 1994 issued by the Division of Corporation Finance of the Commission to the Public Securities Association (together, the "Xxxxxx Letters"), the filing of which material is a condition of the relief granted in such letter (such materials being the "Computational Materials"), and (ii) "Structural Term Sheets" within the meaning of the no-action letter dated February 17, 1995 issued by the Division of Corporation Finance of the Commission to the Public Securities Association (the "PSA Letter"), the filing of which material is a condition of the relief granted in such letter (such materials being the "Structural Term Sheets"). Each delivery of Computational Materials and Structural Term Sheets to the Company pursuant to this paragraph (a) shall be effected by delivering four copies of such materials to counsel for the Company on behalf of the Company at the address specified in Section 3 hereof and one copy of such materials to the Company.

  • General Standard Except as otherwise provided in this Agreement, the Capital Account of each party shall be determined and maintained in accordance with Treas. Reg. §1.704-l(b)(2)(iv) and shall be increased by:

  • Quality Service Standards/NAV Errors Price Associates and the Fund may, from time to time, agree to certain quality service standards, with respect to the Services hereunder. In the event Price Associates is the party responsible for causing an error in the computation of the net asset value for a Fund or share class of a Fund (“NAV Error”), the actions that are required to be taken as to such NAV Error shall be made in accordance with the Fund’s Net Asset Value Error Correction Policy and Procedures (“NAV Error Policy”) attached hereto as Schedule II.

  • General Standards of Care Notwithstanding any terms herein contained to the contrary, the acceptance by the Custodian of its appointment hereunder is expressly subject to the following terms, which shall govern and apply to each of the terms and provisions of this Agreement (whether or not so stated therein):

  • Environmental Compliance and Conditions Except as set forth on Schedule 3.16:

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