License Scope Licensee is granted a non-exclusive, perpetual license to use, execute, reproduce, display, perform, or merge the Product within its business enterprise in the United States up to the maximum licensed capacity stated on the Purchase Order. Product may be accessed, used, executed, reproduced, displayed or performed up to the capacity measured by the applicable licensing unit stated on the Purchase Order (i.e., payroll size, number of employees, CPU, MIPS, MSU, concurrent user, workstation). Licensee shall have the right to use and distribute modifications or customizations of the Product to and for use by any Authorized Users otherwise licensed to use the Product, provided that any modifications, however extensive, shall not diminish Licensor’s proprietary title or interest. No license, right or interest in any trademark, trade name, or service xxxx is granted hereunder.
Service Scope The following Services are covered by this Agreement; o Manned telephone support o Monitored email support o Remote assistance using Remote Desktop and a Virtual Private Network where available o Planned or Emergency Onsite assistance (extra costs apply) o Monthly system health check
Geographic Scope The "Territory," which defines the geographic scope of the covenants contained in this Section 7, shall extend to and include all of the states (or foreign equivalent) in which the Company does business as M&A advisors or private placement equity advisors.
Geographical Scope 1. Without prejudice to Annex IV, this Agreement shall apply:
(a) to the land territory, internal waters, and the territorial sea of a Party and the air-space above the territory of a Party in accordance with international law; as well as
(b) beyond the territorial sea, with respect to measures taken by a Party in the exercise of its sovereign rights or jurisdiction in accordance with international law.
2. Annex I applies with respect to Norway.
Outside Activity A. Although an employee may, in accordance with Article 19, Conflict of Interest/Outside Activity, engage in outside activity, including employment, pursuant to a consulting agreement, requirements that an employee waive the employee's or University's rights to any work or inventions which arise during the course of such outside activity must be approved by the President or representative.
B. An employee who proposes to engage in such outside activity shall furnish a copy of this Article and the university's patents policy to the outside employer prior to or at the time a consulting or other agreement is signed, or if there is no written agreement, before the employment begins.
Outside Activities (a) The General Partner, for so long as it is the General Partner of the Partnership (i) agrees that its sole business will be to act as a general partner or managing member, as the case may be, of the Partnership and any other partnership or limited liability company of which the Partnership is, directly or indirectly, a partner or member and to undertake activities that are ancillary or related thereto (including being a Limited Partner in the Partnership) and (ii) shall not engage in any business or activity or incur any debts or liabilities except in connection with or incidental to (A) its performance as general partner or managing member, if any, of one or more Group Members or as described in or contemplated by the IPO Registration Statement, (B) the acquiring, owning or disposing of debt securities or equity interests in any Group Member, (C) the guarantee of, and mortgage, pledge, or encumbrance of any or all of its assets in connection with, any indebtedness of any Group Member or (D) the performance of its obligations under the Omnibus Agreement.
(b) Subject to the terms of Section 7.5(c), each Unrestricted Person (other than the General Partner) shall have the right to engage in businesses of every type and description and other activities for profit and to engage in and possess an interest in other business ventures of any and every type or description, whether in businesses engaged in or anticipated to be engaged in by any Group Member, independently or with others, including business interests and activities in direct competition with the business and activities of any Group Member, and none of the same shall constitute a breach of this Agreement or any duty otherwise existing at law, in equity or otherwise, to any Group Member or any Partner. None of any Group Member, any Limited Partner or any other Person shall have any rights by virtue of this Agreement, any Group Member Agreement, or the partnership relationship established hereby in any business ventures of any Unrestricted Person.
(c) Subject to the terms of Section 7.5(a) and Section 7.5(b), but otherwise notwithstanding anything to the contrary in this Agreement, (i) the engaging in competitive activities by any Unrestricted Person (other than the General Partner) in accordance with the provisions of this Section 7.5 is hereby approved by the Partnership and all Partners, (ii) it shall be deemed not to be a breach of any duty or any other obligation of any type whatsoever of the General Partner or any other Unrestricted Person for the Unrestricted Persons (other than the General Partner) to engage in such business interests and activities in preference to or to the exclusion of the Partnership and (iii) the Unrestricted Persons shall have no obligation hereunder or as a result of any duty otherwise existing at law, in equity or otherwise, to present business opportunities to the Partnership. Notwithstanding anything to the contrary in this Agreement or any duty otherwise existing at law or in equity, the doctrine of corporate opportunity, or any analogous doctrine, shall not apply to any Unrestricted Person (including the General Partner). No Unrestricted Person (including the General Partner) who acquires knowledge of a potential transaction, agreement, arrangement or other matter that may be an opportunity for the Partnership, shall have any duty to communicate or offer such opportunity to the Partnership, and such Unrestricted Person (including the General Partner) shall not be liable to the Partnership, to any Limited Partner or any other Person bound by this Agreement for breach of any duty by reason of the fact that such Unrestricted Person (including the General Partner) pursues or acquires for itself, directs such opportunity to another Person or does not communicate such opportunity or information to the Partnership, provided that such Unrestricted Person does not engage in such business or activity using confidential or proprietary information provided by or on behalf of the Partnership to such Unrestricted Person.
(d) The General Partner and each of its Affiliates may acquire Units or other Partnership Interests in addition to those acquired on the Closing Date and, except as otherwise provided in this Agreement, shall be entitled to exercise, at their option, all rights relating to all Units and/or other Partnership Interests acquired by them. The term “Affiliates” when used in this Section 7.5(d) with respect to the General Partner shall not include any Group Member.
Typical activities Manage a large functional unit with a diverse or complex set of functions and significant resources.
For clarity the time allowances provided in clause 2.10 shall operate to reduce the maximum timetabled classroom teaching time specified in clause 4.2 of this agreement.
General Scope of Services Contractor promises and agrees to furnish all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply professional services, as more particularly described in Exhibit B (Statement of Work and Misc. Documents) attached hereto and incorporated herein by reference (collectively “Services”). All Services shall be subject to, and performed in accordance with, this Contract, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.
Outside Professional Activities 27.01 Outside professional activities conducted with professional and academic responsibility can enhance the reputation of the University and the abilities of its academic staff and librarians. This article applies only to outside professional activities that involve the application of special skills and knowledge within the member’s particular professional expertise. While a member has a primary obligation to fulfil their University responsibilities, they have the right to engage in outside professional activities subject to the following conditions:
27.01.01 A member shall notify the Xxxx/University Librarian in writing of the type, time commitment, and location of any such proposed professional activity. If the proposed activity involves the teaching at another educational institution of a course related to the faculty member's professional expertise, the faculty member shall obtain the prior written permission of the Xxxx/University Librarian, and such permission shall not be unreasonably withheld;
27.01.02 Such activities shall not require the commitment of a block of time on a regular basis which might interfere with the faculty member's normal timetable for teaching activities or a librarian's performance of normal professional responsibilities. For faculty, such activities shall not require the member to devote more than an average of one working day per five-day week on an annual basis. For librarian members, such activities shall not require the member to devote more than 20 working days per calendar year.
27.01.03 Such activities shall not hinder the fulfilment of the member's obligations to the University;
27.01.04 The name of the University and University letterhead shall not be used in such activities unless agreed to in advance by the President, although nothing shall prevent a member from stating the nature and place of employment, rank, and title in connection with such professional activities, provided that they shall not purport to represent the University or to speak for it, or to have its approval, unless such approval has been given in advance in writing by the Xxxx/University Librarian;
27.01.05 Use of University facilities, equipment, supplies, services or other personnel shall require prior written authorization from the member's Xxxx/University Librarian or from the appropriate administrative officer. Financial arrangements for such use shall be made in advance. University activities shall have priority in the use of such facilities, equipment, supplies, services and personnel;
27.01.06 A member engaged in outside professional activities shall hold the University harmless against any loss or damage that the University may suffer from such activities; and,
27.01.07 In preparing their Annual Report, each member shall include a statement of their outside professional activities in the previous year.
27.02 If the Xxxx/University Librarian has cause for concern, the Xxxx/University Librarian has the right to review a member's current or proposed outside professional activities and may require the member to provide information concerning the time devoted to current and past outside professional activities. The Xxxx/University Librarian shall inform the member in writing of the results of the review and, if necessary, of any corrective action which might be required of the member.
