Performance of Services; Cooperation Sample Clauses

Performance of Services; Cooperation. In carrying out its responsibilities under this Agreement, CSTI agrees to assure that these services are conducted in a professional and workmanlike manner and in compliance with all applicable laws, rules, and regulations including, but not limited to, the U.S. Food, Drug, and Cosmetic Act and the regulations promulgated pursuant thereto. CSTI agrees to provide Client with progress reports upon request. Client agrees and understands that CSTI may subcontract or engage independent contractors to perform certain portions of the Services. Any such subcontractor or independent contractor will be qualified to perform the Services. Client will provide such access to its information and property as may be reasonably required in order to permit CSTI to perform its obligations hereunder. All data and information reasonably necessary for CSTI to conduct project assignments and complete the SOW will be forwarded by Client or its designees to CSTI. Client represents and agrees that the Client and each of its employees and representatives will provide complete and accurate information to CSTI, including but not limited to any information that would have a material impact on the services to be performed by CSTI.
Sample 1
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Performance of Services; Cooperation. (a) MCA shall use reasonable best efforts to perform the Services with priority and care equal to that with which it performs services for itself or its affiliates. (b) In providing the Services, MCA shall not be obligated to hire any additional employees or maintain the employment of any specific employee. Notwithstanding the foregoing, MCA shall maintain sufficient resources to perform the Services in accordance with the terms of this Agreement. (c) MCA shall not be required to provide any of the Services to the extent and for so long as the performance of the Services becomes impracticable as a result of a cause or causes outside its reasonable control, including unfeasible technological requirements, or to the extent that the performance of such Services would require MCA to violate any applicable laws, rules or regulations or would result in the breach of any software license or other applicable contract. (d) The parties shall use commercially reasonable efforts to cooperate with one another in all matters relating to the provision and receipt of the Services. Such cooperation shall include exchanging information, providing electronic access to data systems used in connection with the Services, performing true-ups and adjustments and obtaining all consents, licenses, sublicenses or approvals necessary or desirable to permit each party to perform its obligations hereunder. Except as specifically provided herein, the costs of obtaining such consents, licenses, sublicenses or approvals shall be borne equally by each party. (e) The parties shall consult and negotiate with one another in good faith, as required, with respect to amending or modifying the Services, the furnishing of and payment for special or additional Services, extraordinary items and the like, and will establish pre-approval routines to the extent reasonably feasible.
Sample 1

Related to Performance of Services; Cooperation

  • Performance of Services The Contractor is responsible for fully meeting all obligations set forth in the Contract and for providing Product in accordance with the Contract or any Authorized User Agreement.

  • Performance of Service 2.1 Appendix A (General Provisions), Articles 1 through 16, governs the performance of services under this contract. 2.2 Appendix B sets forth the liability and insurance provisions of this contract. 2.3 Appendix C sets forth the services to be performed by the contractor.

  • Coordination of Services Consultant agrees to work closely with City staff in the performance of Services and shall be available to City’s staff, consultants and other staff at all reasonable times.

  • Maintenance of Services A. Reseller will adopt and adhere to the standards contained in the applicable BellSouth Work Center Interface Agreement regarding maintenance and installation of service. B. Services resold under the Company’s Tariffs and facilities and equipment provided by the Company shall be maintained by the Company. C. Reseller or its end users may not rearrange, move, disconnect, remove or attempt to repair any facilities owned by the Company, other than by connection or disconnection to any interface means used, except with the written consent of the Company. D. Reseller accepts responsibility to notify the Company of situations that arise that may result in a service problem. E. Reseller will be the Company's single point of contact for all repair calls on behalf of Reseller’s end users. The parties agree to provide one another with toll-free contact numbers for such purposes. F. Reseller will contact the appropriate repair centers in accordance with procedures established by the Company. G. For all repair requests, Reseller accepts responsibility for adhering to the Company's prescreening guidelines prior to referring the trouble to the Company. H. The Company will xxxx Reseller for handling troubles that are found not to be in the Company's network pursuant to its standard time and material charges. The standard time and material charges will be no more than what BellSouth charges to its retail customers for the same services. I. The Company reserves the right to contact Reseller’s customers, if deemed necessary, for maintenance purposes.

  • Performance of the Services In addition to the Common Articles, it is specified that:

  • Continuity of Services A. The Contractor recognizes that the service(s) to be performed under this Contract are vital to the State and must be continued without interruption and that, upon Contract expiration, a successor, either the State or another contractor, may continue them. The Contractor agrees to: Furnish phase-in training; and Exercise its best efforts and cooperation to effect an orderly and efficient transition to a successor. B. The Contractor shall, upon the State's written notice: Furnish phase-in, phase-out services for up to sixty (60) days after this Contract expires; and Negotiate in good faith a plan with a successor to determine the nature and extent of phase-in, phase-out services required. The plan shall specify a training program and a date for transferring responsibilities for each division of work described in the plan, and shall be subject to the State's approval. The Contractor shall provide sufficient experienced personnel during the phase-in, phase-out period to ensure that the services called for by this Contract are maintained at the required level of proficiency. C. The Contractor shall allow as many personnel as practicable to remain on the job to help the successor maintain the continuity and consistency of the services required by this Contract. The Contractor also shall disclose necessary personnel records and allow the successor to conduct on-site interviews with these employees. If selected employees are agreeable to the change, the Contractor shall release them at a mutually agreeable date and negotiate transfer of their earned fringe benefits to the successor. D. The Contractor shall be reimbursed for all reasonable phase-in, phase-out costs (i.e., costs incurred within the agreed period after contract expiration that result from phase-in, phase-out operations).

  • Coordination, Oversight and Monitoring of Service Providers As set forth in the Administrative Services Agreement between the Fund and CRMC, CRMC shall coordinate, monitor and oversee the activities performed by the Service Providers with which AFS contracts. AFS shall monitor Service Providers’ provision of services including the delivery of Customer account statements and all Fund-related material, including summary prospectuses and/or prospectuses, shareholder reports, and proxies.

  • Performance of Services in Accordance with Regulatory Requirements; Furnishing of Books and Records In performing the services set forth in this Agreement, the Manager: A. shall conform with the 1940 Act and all rules and regulations thereunder, with all other applicable federal, state and foreign laws and regulations, with any applicable procedures adopted by the Trust’s Board of Trustees, and with the provisions of the Trust’s Registration Statement filed on Form N-1A as supplemented or amended from time to time; B. will make available to the Trust, promptly upon request, any of the Fund’s books and records as are maintained under this Agreement, and will furnish to regulatory authorities having the requisite authority any such books and records and any information or reports in connection with the Manager’s services under this Agreement that may be requested in order to ascertain whether the operations of the Trust are being conducted in a manner consistent with applicable laws and regulations.

  • Performance of Reviews The RIRs shall send a request for review to the Operator per email, where they shall specify the areas they request a review for. The Operator must comply with the request by providing the requested information within working days. The review may include an onsite inspection. In this case the RIRs and the Operator must agree on a specific date for the inspection to take place, which may not be later than sixty calendar days from the date of the request.

  • COMMERCIAL REUSE OF SERVICES The member or user herein agrees not to replicate, duplicate, copy, trade, sell, resell nor exploit for any commercial reason any part, use of, or access to 's sites.

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