Payments by Qualcomm, Incorporated Sample Clauses

Payments by Qualcomm, Incorporated. You recognize and acknowledge that all payments made to you by Qualcomm, Incorporated under the BREW(TM) Developer Agreement constitute a "pass through" payment of any and/or all amounts which may be owed to Qualcomm, Incorporated by Verizon Wireless for any/all Applications downloaded from the Carrier Catalog by end users. Further, you recognize and acknowledge that you only will be entitled to receive payments from Qualcomm, Incorporated under the BREW(TM) Developer Agreement if, through the efforts of Verizon Wireless, end users download the Applications from the Carrier Catalog. Nonetheless, you recognize and acknowledge that all payments made by Qualcomm, Incorporated to you, any failure by Qualcomm, Incorporated to make such payments and/or any disputes over such payments will be governed exclusively by the BREW(TM) Developer Agreement. VERIZON WIRELESS BEARS NO RESPONSIBILITY OR LIABILITY TO YOU FOR ANY SUCH PAYMENTS, FAILURE TO MAKE SUCH PAYMENTS AND/OR DISPUTES CONCERNING SUCH PAYMENTS.
Sample 1
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Payments by Qualcomm, Incorporated. You recognize and acknowledge that all payments made to you by Qualcomm, Incorporated under the BREW™ Developer Agreement constitute a “pass through” payment of ***** The omitted portions of this exhibit have been filed with the Securities and Exchange Commission pursuant to a request for confidential treatment under Rule 406 promulgated under the Securities Act of 1933. any and/or all amounts which may be owed to Qualcomm, Incorporated by Verizon Wireless for any/all Applications downloaded from the Carrier Catalog by End Users. Further, you recognize and acknowledge that you only will be entitled to receive payments from Qualcomm, Incorporated under the BREW™ Developer Agreement if, through the efforts of Verizon Wireless, End Users download the Applications from the Carrier Catalog. Nonetheless, you recognize and acknowledge that all payments made by Qualcomm, Incorporated to you, any failure by Qualcomm, Incorporated to make such payments and/or any disputes over such payments will be governed exclusively by the BREW™ Developer Agreement. VERIZON WIRELESS BEARS NO RESPONSIBILITY OR LIABILITY TO YOU FOR ANY SUCH PAYMENTS, FAILURE TO MAKE SUCH PAYMENTS AND/OR DISPUTES CONCERNING SUCH PAYMENTS.
Sample 1

Related to Payments by Qualcomm, Incorporated

  • Due Incorporation The Company and each of its subsidiaries is a corporation duly organized, validly existing and in good standing under the laws of the respective jurisdictions of their incorporation and have the requisite corporate power to own their properties and to carry on their business as now being conducted. The Company and each of its subsidiaries is duly qualified as a foreign corporation to do business and is in good standing in each jurisdiction where the nature of the business conducted or property owned by it makes such qualification necessary, other than those jurisdictions in which the failure to so qualify would not have a material adverse effect on the business, operations or prospects or condition (financial or otherwise) of the Company.

  • DEFINITIONS AND INCORPORATION BY REFERENCE

  • Schedules Incorporated The Schedules annexed hereto are hereby incorporated herein as a part of this Agreement with the same effect as if set forth in the body hereof.

  • Exhibits Incorporated All Exhibits attached are hereby incorporated into this Agreement.

  • PARTS INCORPORATED 1.03.1 The above-described sections and exhibits are incorporated into this Agreement.

  • Due Incorporation, Qualification, etc The Company (i) is a corporation duly incorporated, validly existing and in good standing under the laws of the State of Delaware; (ii) has the power and authority to own, lease and operate its properties and carry on its business as now conducted; and (iii) is qualified to do business and is in good standing as a foreign corporation in the State of California.

  • Merger, Consolidation, Incorporation (a) Notwithstanding any other provision of this Trust Instrument to the contrary, the Trustees may, without Shareholder approval unless such approval is required by the 1940 Act, (i) cause the Trust to convert into or merge, reorganize or consolidate with or into one or more trusts, partnerships, limited liability companies, associations, corporations or other business entities (each, a “Successor Entity”), or a series of any Successor Entity to the extent permitted by law, (ii) cause the Shares to be exchanged under or pursuant to any state or federal statute to the extent permitted by law, (iii) cause the Trust to incorporate under the laws of a state, commonwealth, possession or colony of the United States, (iv) sell or convey all or substantially all of the assets of the Trust or any Series or Class to another Series or Class of the Trust or to a Successor Entity, or a series of a Successor Entity to the extent permitted by law, for adequate consideration as determined by the Trustees which may include the assumption of all outstanding obligations, taxes and other liabilities, accrued or contingent of the Trust or any affected Series or Class, and which may include Shares of such other Series or Class of the Trust or shares of beneficial interest, stock or other ownership interest of such Successor Entity (or series thereof) or (v) at any time sell or convert into money all or any part of the assets of the Trust or any Series or Class thereof. Any agreement of merger, reorganization, consolidation, exchange or conversion or certificate of merger, certificate of conversion or other applicable certificate may be signed by a majority of the Trustees or an authorized officer of the Trust and facsimile signatures conveyed by electronic or telecommunication means shall be valid. (b) Pursuant to and in accordance with the provisions of Section 3815(f) of the Act, and notwithstanding anything to the contrary contained in this Trust Instrument, an agreement of merger or consolidation approved by the Trustees in accordance with this Section 9.3 may effect any amendment to the Trust Instrument or effect the adoption of a new trust instrument of the Trust or change the name of the Trust if the Trust is the surviving or resulting entity in the merger or consolidation. (c) Notwithstanding anything else herein, the Trustees may, without Shareholder approval unless such approval is required by the 1940 Act, create one or more statutory or business trusts to which all or any part of the assets, liabilities, profits or losses of the Trust or any Series or Class thereof may be transferred and may provide for the conversion of Shares in the Trust or any Series or Class thereof into beneficial interests in any such newly created trust or trusts or any series or classes thereof. (d) Notwithstanding any provision of this Trust Instrument to the contrary, the Trustees may, without Shareholder approval, invest all or a portion of the Trust Property of any Series, or dispose of all or a portion of the Trust Property of any Series, and invest the proceeds of such disposition in interests issued by one or more other investment companies registered under the 1940 Act. Any such other investment company may (but need not) be a trust (formed under the laws of the State of Delaware or any other state or jurisdiction) or subtrust thereof which is classified as a partnership for federal income tax purposes. Notwithstanding any provision of this Trust Instrument to the contrary, the Trustees may, without Shareholder approval unless such approval is required by the 1940 Act, cause a Series that is organized in the master/feeder fund structure to withdraw or redeem its Trust Property from the master fund and cause such series to invest its Trust Property directly in securities and other financial instruments or in another master fund.

  • State of Incorporation; Name; No Changes Seller’s state of incorporation is the State of Nevada. Seller’s exact legal name is as set forth in the first paragraph of this Agreement. Seller has not changed its name whether by amendment of its Articles of Incorporation, by reorganization or otherwise, and has not changed its state of incorporation within the four months preceding the Closing Date.

  • Recitals Incorporated The Recitals set forth at the beginning of this Site Lease are hereby incorporated into its terms and provisions by this reference.

  • Plan Incorporated Employee acknowledges receipt of a copy of the Plan, and agrees that this award of Restricted Shares shall be subject to all of the terms and conditions set forth in the Plan, including future amendments thereto, if any, pursuant to the terms thereof, which Plan is incorporated herein by reference as a part of this Agreement.

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