Common use of ORBCOMM Responsibilities Clause in Contracts

ORBCOMM Responsibilities. ORBCOMM shall: (i) Consult with Licensee on the location of the ORBCOMM Gateway including the GESs xx ensure technical compatibility with the ORBCOMM network plan; (ii) Provide Licensee with the Gateway Product Specifications within 160 days of the Effective Date, and the acceptance test procedures 60 days prior to the date of the Gateway Acceptance Test as specified in the Gateway Implementation Plan for (A) performing an acceptance test designed to ensure and certify that the ORBCOMM Gateway meets the requirements of the Gateway Product Specifications (the "Gateway Acceptance Test") and (B) performing an acceptance test of supplemental GESs xxxed after the initial Gateway Acceptance Test (the "Supplemental GES Acceptance Test"); (iii) On the terms and conditions set forth herein, provide the Ground Segment Hardware, perform the Related Services and perform the Gateway Acceptance Test and, to the extent required, perform Supplemental GES Acceptance Tests; (iv) Within 90 days of the Effective Date, negotiate in good faith with Licensee and comply with the terms and conditions of the Gateway Implementation Plan; (v) Provide Licensee, in accordance with the Gateway Implementation Plan, written operating and maintenance manuals for the ORBCOMM Gateway to be located in the Territory; (vi) Comply in all material respects with all applicable laws, rules and regulations of any Governmental Authority in the performance of its obligations hereunder; (vii) Obtain (A) all necessary Permits from all applicable Governmental Authorities needed for the export of the Ground Segment Hardware from the United States of America (or from such other country where the hardware is manufactured or (viii) On transfer of title to the Ground Segment Hardware, provide Licensee with good and marketable title to such Ground Segment Hardware, free and clear of and from all claims, liens, charges or encumbrances of any kind arising by or through ORBCOMM; and (ix) Provide Licensee with a written breakdown of prices charged for the Ground Segment Hardware and Related Services, in a form suitable for the determination of import duties and other taxes, if any, no later than one month after the orders by Licensee for such Ground Segment Hardware have been received by ORBCOMM, provided that such written breakdown shall be provided to and used by Licensee only for the purpose set forth in this Section 2(d)(ix).

ORBCOMM Responsibilities. ORBCOMM shall: (i) Consult with Licensee on the location of the ORBCOMM Gateway including all the GESs xx ensure technical compatibility with the ORBCOMM network plan; (ii) Provide Have provided to Licensee with on or about October 1, 1996 the Gateway Product Specifications within 160 days of the Effective DateSpecifications, and shall provide Licensee with the acceptance test procedures 60 days prior to the date of the Gateway Acceptance Test as specified in the Gateway Implementation Plan (which test procedures shall be subject to the approval of Licensee, which approval shall not be unreasonably withheld) for (A) performing an acceptance test designed to ensure and certify that the ORBCOMM Gateway meets the requirements of the Gateway Product Specifications, which Specifications (shall require that all the "software provided pursuant to the ORBCOMM Gateway Acceptance Test") and (B) performing an acceptance test of supplemental GESs xxxed after the initial Gateway Acceptance Test (the "Supplemental GES Acceptance Test");Software License Agreement (iii) On the terms and conditions set forth herein, provide the Ground Segment Hardware, perform the Related Services and perform the Gateway Acceptance Test andTest, to the extent required, perform Supplemental GES Acceptance Tests, and at the time of the shipment of the first GES in the Initial Purchase, provide Licensee with a list of recommended spare parts inventory for the Ground Segment Hardware; (iv) Within 90 days of the Effective Date, negotiate in good faith with Licensee and comply with the terms and conditions of the Gateway Implementation Plan; (v) Provide Licensee, in accordance with the Gateway Implementation Plan, written operating and maintenance manuals for the ORBCOMM Gateway to be located in the Territory; (vi) Comply in all material respects with all applicable laws, rules and regulations of any Governmental Authority in the performance of its obligations hereunder; (vii) Obtain (A) all necessary Permits from all applicable Governmental Authorities needed for the export of the Ground Segment Hardware from the United States of America (or from such other country where the hardware is manufactured oror sold) to the country or countries of destination and, to the extent necessary, the rendering of the Related Services or the Other Services in such country or countries and (B) all necessary visas and work permits for its personnel who will be traveling to such country or countries to perform any of the Related Services or Other Services; provided, however, that at ORBCOMM's request, Licensee shall assist ORBCOMM in obtaining such visas and work permits from the appropriate Governmental Authorities located in the Territory; (viii) On transfer of title to the Ground Segment Hardware, provide Licensee with good and marketable title to such Ground Segment Hardware, free and clear of and from all claims, liens, charges or encumbrances of any kind arising by or through ORBCOMM; and (ix) Provide Licensee with a written breakdown of prices charged for the Ground Segment Hardware and Related Services, in a form suitable for the determination of import duties and other taxes, if any, no later than one month after the orders by Licensee for such Ground Segment Hardware have been received by ORBCOMM, provided that such written breakdown shall be provided to and used by Licensee only for the purpose set forth in this Section 2(d)(ix).