Other. 17.1 We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties. 17.2 Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement. 17.3 If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement. 17.4 Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued. 17.5 Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services. 17.6 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order and this Agreement. Any such audit shall not unreasonably interfere with Your normal business operations. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracle. The performance of the audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- compliance. You agree that Oracle shall not be responsible for any of Your costs incurred in cooperating with the audit.
Appears in 88 contracts
Samples: Oracle Cloud Services Agreement, Oracle Cloud Services Agreement, Oracle Cloud Services Agreement
Other. 17.1 We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement.
17.3 If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued.
17.5 Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order this Agreement and this Agreement. Any such audit shall not unreasonably interfere with Your normal business operationsorder. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracleinformation. The performance of the Any such audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- compliance. You agree that Oracle shall not be responsible for any of unreasonably interfere with Your costs incurred in cooperating with the auditnormal business operations.
Appears in 47 contracts
Samples: Oracle Cloud Services Agreement, Oracle Cloud Services Agreement, Oracle Cloud Services Agreement
Other. 17.1 17.1. We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 17.2. Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement.
17.3 17.3. If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 17.4. Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued.
17.5 17.5. Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 17.6. Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order this Agreement and this Agreement. Any such audit shall not unreasonably interfere with Your normal business operationsorder. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracleinformation. The performance of the Any such audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- compliance. You agree that Oracle shall not be responsible for any of unreasonably interfere with Your costs incurred in cooperating with the auditnormal business operations.
Appears in 28 contracts
Samples: Oracle Cloud Services Agreement, Oracle Cloud Services Agreement, Oracle Cloud Services Agreement
Other. 17.1 We are 18.1 Oracle is an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 Our 18.2 Oracle’s business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are Oracle is not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our Oracle’s subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we Oracle would be responsible for our its resources under this Agreement. The Services may enable You to link to, transmit Your Content to, or otherwise access third parties’ websites, platforms, content, products, services, and information. Oracle does not control and is not responsible for such third parties’ websites, platforms, content, products, services, and information.
17.3 18.3 If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 18.4 Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued.
17.5 18.5 Prior to entering into an Your order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 18.6 You agree to provide Oracle with all information, access and good faith cooperation reasonably necessary to enable Oracle to provide You the Services.
18.7 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order this Agreement and this Agreement. Any such audit shall not unreasonably interfere with Your normal business operationsorder. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracleinformation. The performance of the Any such audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- compliance. You agree that Oracle shall not be responsible for any of unreasonably interfere with Your costs incurred in cooperating with the auditnormal business operations.
Appears in 22 contracts
Samples: Oracle Online Data Agreement, Oracle Online Data Agreement, Oracle Online Data Agreement
Other. 17.1 17.1. We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 17.2. Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement.
17.3 17.3. If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 17.4. Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued.
17.5 17.5. Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 17.6. Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order and this AgreementAgreement . Any such audit shall not unreasonably interfere with Your normal business operations. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracle. The performance of the audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- non-compliance. You agree that Oracle shall not be responsible for any of Your costs incurred in cooperating with the audit.
Appears in 18 contracts
Samples: Oracle Cloud Services Agreement, Oracle Cloud Services Agreement, Oracle Cloud Services Agreement
Other. 17.1 We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement.
17.3 If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued.
17.5 Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order and this Agreement. Any such audit shall not unreasonably interfere with Your normal business operations. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracle. The performance of the audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- compliance. You agree that Oracle shall not be responsible for any of Your costs incurred in cooperating with the audit.
17.7 A person who is not a party to this Agreement has no rights under the Contracts (Rights of Third Parties) Act of 1999 to enforce any term of this Agreement but this does not affect any right or remedy of a third party that exists or is available apart from that Act.
Appears in 9 contracts
Samples: Oracle Cloud Services Agreement, Oracle Cloud Services Agreement, Oracle Cloud Services Agreement
Other. 17.1 17.1. We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 17.2. Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement.
17.3 17.3. If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 17.4. Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued.
17.5 17.5. Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Servicesthe
17.6. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order and this AgreementAgreement . Any such audit shall not unreasonably interfere with Your normal business operations. You agree to cooperate with Oracle’s audit and information reasonably requested by Oracle. to provide reasonable assistance and access to information reasonably requested by Oracle. The performance of the audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- compliance. You agree that Oracle shall not be responsible for any of Your costs incurred in cooperating with the audit.
Appears in 8 contracts
Samples: Oracle Cloud Services Agreement, Oracle Cloud Services Agreement, Oracle Cloud Services Agreement
Other. 17.1 We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement.
17.3 If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued.
17.5 Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order this Agreement and this Agreement. Any such audit shall not unreasonably interfere with Your normal business operationsorder. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracleinformation. The performance Any such audit shall not unreasonably interfere with Your normal business operations.
17.7 A person who is not a party to this Agreement has no rights under the Contracts (Rights of the audit and non-public data obtained during the audit (including findings or reports that result from the auditThird Parties) shall be subject Act of 1999 to the provisions of section 4 (Nondisclosure) enforce any term of this Agreement. If the audit identifies non-compliance, You agree to Agreement but this does not affect any right or remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of a third party that non- compliance. You agree exists or is available apart from that Oracle shall not be responsible for any of Your costs incurred in cooperating with the auditAct.
Appears in 6 contracts
Samples: Oracle Cloud Services Agreement, Oracle Cloud Services Agreement, Oracle Cloud Services Agreement
Other. 17.1 17.1. We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 17.2. Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle China and are not OracleOracle China’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement.
17.3 17.3. If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 17.4. Except for actions for nonpayment or breach of OracleOracle China’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued.
17.5 17.5. Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle China will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle China or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 17.6. Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order this Agreement and this Agreement. Any such audit shall not unreasonably interfere with Your normal business operationsorder. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracleinformation. The performance of the Any such audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- compliance. You agree that Oracle shall not be responsible for any of unreasonably interfere with Your costs incurred in cooperating with the auditnormal business operations.
Appears in 3 contracts
Samples: Remote Software Services Agreement, Oracle Public Cloud Machine Services Agreement, Remote Software Services Agreement
Other. 17.1 We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement.
17.3 If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two three years after the cause of action has accrued.
17.5 Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order this Agreement and this Agreement. Any such audit shall not unreasonably interfere with Your normal business operationsorder. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracleinformation. The performance of the Any such audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- compliance. You agree that Oracle shall not be responsible for any of unreasonably interfere with Your costs incurred in cooperating with the auditnormal business operations.
Appears in 2 contracts
Samples: Oracle Cloud Services Agreement, Oracle Cloud Services Agreement
Other. 17.1 17.1. We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 17.2. Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement.
17.3 17.3. If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 17.4. Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued.
17.5 17.5. Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 17.6. Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order and this Agreement. Any such audit shall not unreasonably interfere with Your normal business operations. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracle. The performance of the audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- non-compliance. You agree that Oracle shall not be responsible for any of Your costs incurred in cooperating with the audit.
Appears in 2 contracts
Samples: Oracle Cloud Services Agreement, Oracle Cloud Services Agreement
Other. 17.1 We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement.
17.3 If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued.
17.5 Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 17.5 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order and this Agreement. Any such audit shall not unreasonably interfere with Your normal business operations. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracle. The performance of the audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- compliance. You agree that Oracle shall not be responsible for any of Your costs incurred in cooperating with the audit.
Appears in 2 contracts
Samples: Oracle Cloud Services Agreement, Oracle Cloud Services Agreement
Other. 17.1 17.1. We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 17.2. Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement.
17.3 17.3. If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 17.4. Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after it has become possible to exercise the cause of action has accruedright.
17.5 17.5. Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 17.6. Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order and this Agreement. Any such audit shall not unreasonably interfere with Your normal business operations. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracle. The performance of the audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- non-compliance. You agree that Oracle shall not be responsible for any of Your costs incurred in cooperating with the audit.
17.7. In the case the documents referred to in and incorporated into Agreement change at discretion of Oracle, Oracle shall post the changed documents on its website. The changed documents will be effective 14 days after the posted date. You may receive a notice of change of the documents listed on the website if you register the subscription at xxxxx://xxx.xxxxxx.xxx/corporate/contracts/cloud-services/.
Appears in 2 contracts
Samples: Oracle Cloud Services Agreement, Oracle Cloud Services Agreement
Other. 17.1 We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement.
17.3 If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued.
17.5 Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order and this Agreement. Any such audit shall not unreasonably interfere with Your normal business operations. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracle. The performance of the audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- compliance. You agree that Oracle shall not be responsible for any of Your costs incurred in cooperating with the audit.
17.7 A person who is not a party to this agreement has no rights under the Contract (Rights of Third Parties) Act 1999 (“Act”) to enforce any term of this agreement but this does not affect any right or remedy of a third party that exists or is available aside from that Act.
Appears in 2 contracts
Samples: Oracle Cloud Services Agreement, Oracle Cloud Services Agreement
Other. 17.1 17.1. We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 17.2. Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement.
17.3 17.3. If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 17.4. Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued.
17.5 17.5. Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirementsthose
17.6. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order and this AgreementAgreement . Any such audit shall not unreasonably interfere with Your normal business operations. You agree to cooperate with Oracle’s audit and information reasonably requested by Oracle. to provide reasonable assistance and access to information reasonably requested by Oracle. The performance of the audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- compliance. You agree that Oracle shall not be responsible for any of Your costs incurred in cooperating with the audit.
Appears in 2 contracts
Samples: Oracle Cloud Services Agreement, Oracle Cloud Services Agreement
Other. 17.1 14.1 We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 14.2 Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this the Master Agreement and, if so, then only to the same extent as we would be responsible for our resources under this the Master Agreement.
17.3 If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued.
17.5 14.3 Prior to entering into an order governed by this the Master Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 14.4 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order and this the Master Agreement. Any such audit shall not unreasonably interfere with Your normal business operations. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracle. The performance of the audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. Schedule C. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- non-compliance. You agree that Oracle shall not be responsible for any of Your costs incurred in cooperating with the audit.
14.5 It is expressly agreed that the terms of the Master Agreement and any Oracle order shall supersede the terms in any purchase order, procurement internet portal, or other similar non-Oracle document and no terms included in any such purchase order, portal, or other non-Oracle document shall apply to the Services ordered. In the event of any inconsistencies between the terms of an order and the Master Agreement, the order shall take precedence; however, unless expressly stated otherwise in an order, the terms of the Data Processing Agreement shall take precedence over any inconsistent terms in an order. The Master Agreement and orders hereunder may not be modified and the rights and restrictions may not be altered or waived except in a writing signed or accepted online by authorized representatives of You and of Oracle; however, Oracle may update the Service Specifications, including by posting updated documents on Oracle’s websites. No third party beneficiary relationships are created by the Master Agreement.
Appears in 2 contracts
Other. 17.1 We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement.
17.3 If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two three years after the cause of action has accrued.
17.5 Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order and this Agreement. Any such audit shall not unreasonably interfere with Your normal business operations. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracle. The performance of the audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- compliance. You agree that Oracle shall not be responsible for any of Your costs incurred in cooperating with the audit.
Appears in 2 contracts
Samples: Oracle Cloud Services Agreement, Oracle Cloud Services Agreement
Other. 17.1 14.1 We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 14.2 Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this the Master Agreement and, if so, then only to the same extent as we would be responsible for our resources under this the Master Agreement.
17.3 If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued.
17.5 14.3 Prior to entering into an order governed by this the Master Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 14.4 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order and this the Master Agreement. Any such audit shall not unreasonably interfere with Your normal business operations. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracle. The performance of the audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. Schedule C. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- non-compliance. You agree that Oracle shall not be responsible for any of Your costs incurred in cooperating with the audit.
14.5 It is expressly agreed that the terms of the Master Agreement and any Oracle order shall supersede the terms in any purchase order, procurement internet portal, or other similar non-Oracle document and no terms included in any such purchase order, portal, or other non-Oracle document shall apply to the Services ordered. In the event of any inconsistencies between the terms of an order and the Master Agreement, the order shall take precedence; however, unless expressly stated otherwise in an order, the terms of the Data Processing Agreement shall take precedence over any inconsistent terms in an order. The Master Agreement and orders hereunder may not be modified and the rights and restrictions may not be altered or waived except in a writing signed or accepted online by authorized representatives of You and of Oracle; however, Oracle may update the Service Specifications, including by posting updated documents on Oracle’s websites. No third party beneficiary relationships are created by the Master Agreement. The Uniform Computer Information Transactions Act does not apply to the Master Agreement or to orders placed under it.
Appears in 2 contracts
Samples: Master Agreement, Master Agreement
Other. 17.1 We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement.
17.3 If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued.
17.5 Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order and this Agreement. Any such audit shall not unreasonably interfere with Your normal business operations. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracle. The performance of the audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- compliance. You agree that Oracle shall not be responsible for any of Your costs incurred in cooperating with the audit.
17.7 A person who is not a party to this agreement has no rights under the Contract (Rights of Third Parties) Xxx 0000 (“Act”) to enforce any term of this agreement but this does not affect any right or remedy of a third party that exists or is available aside from that Act.
Appears in 1 contract
Samples: Oracle Cloud Services Agreement
Other. 17.1 We are 17.1. DiLytics is an independent contractor, contractor and each party agrees we agree that no partnership, joint venture, or agency relationship exists between the parties.
17.2 Our us. We are each responsible for paying our own employees, including employment related taxes and insurance. You understand that DiLytics’s business partners and other third parties, including any third parties with which the Services have integrations DiLytics has an integration or that are retained by You to provide consulting services, or implementation services or applications that interact with the ServicesDiLytics Programs, are independent of Oracle DiLytics and are not OracleDiLytics’s agents. We are DiLytics is not liable for, bound by, or responsible for any problems with the Services Services, Your Content or Your Content Applications arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our an DiLytics subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we DiLytics would be responsible for our DiLytics resources under this Agreement.
17.3 17.2. If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 17.3. Except for actions for nonpayment or breach of OracleDiLytics’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued.
17.5 Prior 17.4. You shall obtain at Your sole expense any rights and consents from third parties necessary for Your Content, Your Applications, and Third Party Content, as well as other vendor’s products provided by You that You use with the Services, including such rights and consents as necessary for DiLytics to entering into an order governed by perform the Services under this Agreement.
17.5. You agree to provide DiLytics with all information, You are solely responsible for determining whether access and full good faith cooperation reasonably necessary to enable DiLytics to provide the Services meet and You will perform the actions identified in Your technical, business or regulatory requirements. Oracle will cooperate with order as Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Servicesresponsibilities.
17.6. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services. You are responsible for making DiLytics aware of any technical requirements that result from Your regulatory obligations prior to entering an order governed by this Agreement. DiLytics will cooperate with Your efforts to determine whether use of the standard DiLytics Services offering is consistent with those requirements. Additional fees may apply to any additional work performed by DiLytics or changes to the Services.
17.6 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle 17.7. DiLytics may audit Your use of the Cloud Services (e.g., through use of software tools) to ensure assess whether Your use of the Cloud Services is in compliance accordance with Your order and the terms of the applicable order and this Agreement. You agree to cooperate with DiLytics’s audit and provide reasonable assistance and access to information. Any such audit shall not unreasonably interfere with Your normal business operations. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracle. The performance of the audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance pay within 30 days of written notification any fees applicable to Your use of that non- compliancethe Services in excess of Your rights. If You do not pay, DiLytics can end Your Services and/or Your order. You agree that Oracle DiLytics shall not be responsible for any of Your costs incurred in cooperating with the audit.
17.8. The purchase of Services, DiLytics Programs, Professional Services, or other service offerings are all separate offers and separate from any other order. You understand that You may purchase Services, DiLytics Programs, Professional Services, or other service offerings independently of any other order. Your obligation to pay under any order is not contingent on performance of any other service offerings or delivery of programs or products.
Appears in 1 contract
Samples: Master Services Agreement
Other. 17.1 We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement.
17.3 If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued.
17.5 Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order and this Agreement. Any such audit shall not unreasonably interfere with Your normal business operations. Any such audit shall not unreasonably interfere with Your normal business operations. Oracle shall comply with reasonable security and safety rules, policies, and procedures (“security rules”) while performing any such audit, provided that (i) such security rules are applicable to the performance of the audit; (ii) You make such security rules available to Oracle prior to the commencement of the audit; and (iii) such security rules do not modify or amend the terms and conditions of this Agreement or the applicable order(s). You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracle. The performance of the audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If Any usage in excess of Your rights under the audit identifies non-compliance, applicable order(s) shall be considered a change to the scope of services of the applicable order(s) and You agree shall be responsible for paying the additional fees related to remedy (which may include, without limitation, use of the payment Services in excess of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- complianceYour rights. You agree that Oracle shall not be responsible for any of Your costs incurred in cooperating with the audit.
Appears in 1 contract
Other. 17.1 We are 18.1 Abacus is an independent contractor, contractor and each party agrees we agree that no partnership, joint venture, or agency relationship exists between us. We each will be responsible for paying our own employees, including employment related taxes and insurance. The Client shall defend and indemnify Abacus against liability arising under any applicable laws, ordinances or regulations related to Client termination or modification of the parties.
17.2 Our employment of any of their employees in connection with any Services under this Agreement. The Client understands that Xxxxxx’s business partners and other third partiespartners, including any third parties with which the Services have integrations or that are party firms retained by You the Client to provide consulting services, implementation services or applications that interact with the Cloud Services, are independent of Oracle Abacus and are not OracleAbacus’s agents. We are Abacus is not liable for, for nor bound by, or responsible for any problems with the Services or Your Content arising due to by any acts of any such business partner or third partypartner, unless the business partner or third party is providing Services as our an Abacus subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we Abacus would be responsible for our Abacus resources under this Agreement.
17.3 18.2 If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 18.3 Except for actions for nonpayment or breach of OracleXxxxxx’s proprietary rights, no action, regardless of form, arising form Arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued.
17.5 Prior 18.4 Abacus Programs and Services are not designed for or specifically intended for use in nuclear facilities or other hazardous applications. Client agrees that it is their responsibility to ensure safe use of Abacus Programs and Services in such applications.
18.5 Client shall obtain at their sole expense any rights and consents from third parties necessary for Client Content, Applications, and Third Party Content, as well as other vendor’s products provided by the Client that they use with the Services, including such rights and consents as necessary for Abacus to perform the Services under this Agreement.
18.6 The Client agrees to provide Abacus with all information, access and full good faith cooperation reasonably necessary to enable Abacus to provide the Services.
18.7 The Client remains solely responsible for their regulatory compliance in connection with use of the Services. Client is responsible for making Abacus aware of any technical requirements that result from regulatory obligations prior to entering into an order Order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle Abacus will cooperate with Your client efforts to determine whether use of the standard Abacus Services are offering is consistent with those requirements. Additional fees may apply to any additional work performed by Oracle Abacus or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your .
18.8 Abacus may audit Client’s use of the Services.
17.6 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your Services to assess whether the Client’s use of the Cloud Services to ensure Your use of the Cloud Services is in compliance accordance with the terms of the applicable order Order Document. Client agrees to cooperate with Xxxxxx’s audit and this Agreementprovide reasonable assistance and access to information. Any such audit shall not unreasonably interfere with Your Client’s normal business operations. You agree Client agrees to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracle. The performance of the audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance pay within 30 days of written notification any fees applicable to their use of the Services in excess of Client rights. If Client does not pay, Abacus may end the Client’s Order Document. Client agrees that non- compliance. You agree that Oracle shall Xxxxxx will not be responsible for any of Your costs incurred in cooperating with the audit.
Appears in 1 contract
Samples: General Terms and Conditions
Other. 17.1 17.1. We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 17.2. Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s i agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement.
17.3 17.3. If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 Except 17.4. Unless otherwise provided by governing law, except for actions for nonpayment or breach of OracleOracle China’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two three years after the cause of action has accrued.
17.5 17.5. Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle China will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle China or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 17.6. Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Remote Software Services to ensure Your use of the Cloud Remote Software Services is in compliance with the terms of the applicable order and this Agreement. Any such audit shall not unreasonably interfere with Your normal business operations. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access Xxxxxxxxxx’xxxxxxx aanuddaicctess tao nd to information reasonably requested by Oracle. The performance of the audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Remote Software Services) such non-compliance within 30 days of written notification of that non- non-compliance. You agree that Oracle shall not be responsible for any of Your costs incurred in cooperating with the audit.
17.7. Oracle may refer to You as a customer in sales presentations, marketing vehicles and activities. In addition, You agree to become part of Oracle’s reference prog from Oracle Marketing to define the marketing activities in which You will participate in. These marketing activities may include a referencalees reifenrenceOcralals calnde’s a participating in print advertising, marketing leadership forums and trade shows. At a minimum, You agree to develop a customer profile for use on Xxxxxx.xxx and for other promotional activities at Oracle’s discretill iincolunde.a qTuohteefromparnoefxeicultivee of wYour company and Your company’s logo.
Appears in 1 contract
Samples: Remote Software Services Agreement
Other. 17.1 17.1. We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 17.2. Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement.
17.3 17.3. If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 17.4. Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after it has become possible to exercise the cause of action has accruedright.
17.5 17.5. Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 17.6. Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order and this Agreement. Any such audit shall not unreasonably interfere with Your normal business operations. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracle. The performance of the audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- non-compliance. You agree that Oracle shall not be responsible for any of Your costs incurred in cooperating with the audit.
17.7. In the case the documents referred to in and incorporated into Agreement change at discretion of Oracle, Oracle shall post the changed documents on its website. The changed documents will be effective 14 days after the posted date. You may receive a notice of change of the documents listed on the website if you register the subscription at xxxxx://xxx.xxxxxx.xxx/corporate/contracts/cloud- services/.
Appears in 1 contract
Samples: Oracle Cloud Services Agreement
Other. 17.1 We are 15.1 Oracle is an independent contractor, contractor and each party agrees we agree that no partnership, joint venture, or agency relationship exists between the parties.
17.2 Our Oracle, DLT Solutions LLC, and You. We are each responsible for paying our own employees, including employment related taxes and insurance. You understand that Oracle’s business partners and other third parties, including any third parties with which the Services have integrations Oracle has an integration agreement or that are retained by You to provide consulting services, or implementation services or applications that interact with the Cloud Services, are independent of Oracle and are not Oracle’s agents. We are Oracle is not liable for, bound by, or responsible for any problems with the Services Services, Your Content or Your Content Applications arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our an Oracle subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we Oracle would be responsible for our Oracle resources under this Agreement. This Agreement is entered exclusively between You and DLT Solutions LLC. While Oracle has no contractual relationship with You, Oracle is a third party beneficiary of this Agreement.
17.3 15.2 If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 15.3 Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accrued.
17.5 15.4 Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 15.5 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order this Agreement and this Agreement. Any such audit shall not unreasonably interfere with Your normal business operationsorder. You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracleinformation. The performance of the Any such audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If the audit identifies non-compliance, You agree to remedy (which may include, without limitation, the payment of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- compliance. You agree that Oracle shall not be responsible for any of unreasonably interfere with Your costs incurred in cooperating with the auditnormal business operations.
Appears in 1 contract
Other. 17.1 We are an independent contractor, and each party agrees that no partnership, joint venture, or agency relationship exists between the parties.
17.2 Our business partners and other third parties, including any third parties with which the Services have integrations or that are retained by You to provide consulting services, implementation services or applications that interact with the Services, are independent of Oracle and are not Oracle’s agents. We are not liable for, bound by, or responsible for any problems with the Services or Your Content arising due to any acts of any such business partner or third party, unless the business partner or third party is providing Services as our subcontractor on an engagement ordered under this Agreement and, if so, then only to the same extent as we would be responsible for our resources under this Agreement.
17.3 If any term of this Agreement is found to be invalid or unenforceable, the remaining provisions will remain effective and such term shall be replaced with another term consistent with the purpose and intent of this Agreement.
17.4 Except for actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two sixtwo years after the cause of action has accrued.
17.5 Prior to entering into an order governed by this Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your efforts to determine whether use of the standard Services are consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services. You remain solely responsible for Your regulatory compliance in connection with Your use of the Services.
17.6 Upon forty-five (45) days written notice and no more than once every twelve (12) months, Oracle may audit Your use of the Cloud Services to ensure Your use of the Cloud Services is in compliance with the terms of the applicable order and this Agreement. Any such audit shall not unreasonably interfere with Your normal business operations. Any such audit shall not unreasonably interfere with Your normal business operations. Oracle shall comply with reasonable security and safety rules, policies, and procedures (“security rules”) while performing any such audit, provided that (i) such security rules are applicable to the performance of the audit; (ii) You make such security rules available to Oracle prior to the commencement of the audit; and (iii) such security rules do not modify or amend the terms and conditions of this Agreement or the applicable order(s). You agree to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracle. The performance of the audit and non-public data obtained during the audit (including findings or reports that result from the audit) shall be subject to the provisions of section 4 (Nondisclosure) of this Agreement. If Any usage in excess of Your rights under the audit identifies non-compliance, applicable order(s) shall be considered a change to the scope of services of the applicable order(s) and You agree shall be responsible for paying the additional fees related to remedy (which may include, without limitation, use of the payment Services in excess of any fees for additional Cloud Services) such non-compliance within 30 days of written notification of that non- complianceYour rights. You agree that Oracle shall not be responsible for any of Your costs incurred in cooperating with the audit.
Appears in 1 contract
Other. 17.1 We are an independent contractor, and each party agrees 18.1 You understand that no partnership, joint venture, or agency relationship exists between the parties.
17.2 Our Oracle’s business partners and other third partiespartners, including any third parties with which the Services have integrations or that are party firms retained by You to provide consulting services, implementation Technical Cloud services or applications that interact with the Cloud Services, are independent of Oracle and are not Oracle’s agents. We are Oracle is not liable for, for nor bound by, or responsible for any problems with the Services or Your Content arising due to by any acts of any such business partner or third partypartner, unless the business partner or third party is providing Services as our an Oracle subcontractor on an engagement ordered under this General Agreement and, if so, then only to the same extent as we Oracle would be responsible for our Oracle resources under this General Agreement.
17.3 If 18.2 You shall obtain at Your sole expense any term of this Agreement is found to be invalid or unenforceablerights and consents from third parties necessary for Your Content, the remaining provisions will remain effective Your Applications, and such term shall be replaced with another term consistent Third Party Content, as well as other vendor’s products provided by You that You use with the purpose Services, including such rights and intent of consents as necessary for Oracle to perform the Services under this General Agreement.
17.4 Except for 18.3 You agree to provide Oracle with all information, access and full good faith cooperation reasonably necessary to enable Oracle to provide the Services and You will perform the actions for nonpayment or breach of Oracle’s proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either party more than two years after the cause of action has accruedidentified in Your order as Your responsibilities.
17.5 Prior 18.4 You remain solely responsible for Your regulatory compliance in connection with Your use of the Services. You are responsible for making Oracle aware of any technical requirements that result from Your regulatory obligations prior to entering into an order governed by this General Agreement, You are solely responsible for determining whether the Services meet Your technical, business or regulatory requirements. Oracle will cooperate with Your your efforts to determine whether use of the standard Oracle Services are offering is consistent with those requirements. Additional fees may apply to any additional work performed by Oracle or changes to the Services.
18.5 You acknowledge that the Cloud Services are designed with capabilities for You and Your Users to access the Services Environment without regard to geographic location and to transfer or otherwise move Your Content and Your Applications between the Services Environment and other locations such as User workstations. You remain are solely responsible for the authorization and management of User accounts, as well as export control and geographic transfer of Your regulatory compliance in connection with Content and Your use of the ServicesApplications.
17.6 Upon forty-five (45) days written notice and no more than once every twelve (12) months, 18.6 Oracle may audit Your use of the Cloud Services (e.g., through use of software tools) to ensure assess whether Your use of the Cloud Services is in compliance accordance with Your order and the terms of the applicable order this General Agreement. You agree to cooperate with Oracle’s audit and this Agreementprovide reasonable assistance and access to information. Any such audit shall not unreasonably interfere with Your normal business operations. You agree Oracle shall comply with reasonable security and safety rules, policies, and procedures (“security rules”) while performing any such audit, provided that such security rules are applicable to cooperate with Oracle’s audit and to provide reasonable assistance and access to information reasonably requested by Oracle. The the performance of the audit and non-public data obtained during audit; You make such security rules available to Oracle prior to the audit (including findings or reports that result from commencement of the audit) ; and such security rules do not modify or amend the terms and conditions of this General Agreement or the applicable Order(s). Any usage in excess of your rights shall be subject considered a change to the provisions scope of section 4 (Nondisclosure) services and You shall be responsible for paying the additional fees related to use of this Agreement. If the audit identifies non-compliance, You agree Services in excess of Your rights and issuing a contract modification to remedy (which may include, without limitation, document the payment amount of any such fees for additional Cloud Services) such non-compliance within 30 days and the change is the scope of written notification of that non- complianceservices. You agree that Oracle shall not be responsible for any of Your costs incurred in cooperating with the audit.
18.7 Subject to and in accordance with Appendix A, Section 4.B of DIR Contract No. DIR-TSO-2539, in the event of any inconsistencies between the terms of an order and the General Agreement, the order shall take precedence; however, unless expressly stated otherwise in an order, the terms of Appendix N Data Processing Agreement shall take precedence over any inconsistent terms in an order. No third party beneficiary relationships are created by this General Agreement.
Appears in 1 contract
Samples: Cloud Services Schedule