Personnel, Features and Technology Sample Clauses

Personnel, Features and Technology. (a) In order to establish and operate a competitive Program, Bank shall at its own expense use commercially reasonable efforts to: (i) provide a team of key management personnel (including the personnel set forth on Exhibit 2.1(d)) to operate the Program in accordance with this Agreement with the levels of competence, experience and expertise at least equal in the aggregate to those provided by Bank to Bank's other major private label credit card and co-branded bankcard programs; (ii) make available features and employ technology in support of the Program at the same time that Bank makes such features available to and employs such technology for Bank's other private label credit card and co-branded bankcard programs, except where unable to do so because of the proprietary rights of others, doing so is commercially unreasonable or Company is unable to test such technology before, or to employ such technology upon, its implementation; and (iii) make available features and employ technology in support of the Program that in aggregate are on par with the Competition Programs as provided in Exhibit 3.2 (a) This shall not apply to any software comparable to that described in the Gateway Software Licensing Agreement (as such term is defined in the Purchase and Sale Agreement) that Bank develops for or with a Competition Program. (b) Company shall at its own expense use commercially reasonable efforts to: (i) provide a team of key management personnel (including the Program Coordinator provided pursuant to Section 3.14) to operate the Program in accordance with this Agreement with sufficient levels of competence, experience and expertise in Company's business; and (ii) make available system resources to implement mutually agreed changes to the point of sale, gateway and other systems maintained by Company and necessary to the Program.
Sample 1
AutoNDA by SimpleDocs
Personnel, Features and Technology. In order to operate a competitive credit program, Bank shall: (i) provide a team of dedicated key management personnel as set forth on Schedule 2.1(d) (Program Resource Requirements) to operate the Program in accordance with this Agreement with the levels of competence, experience and expertise at least equal in the aggregate to those provided by Bank to Bank’s other major credit card programs; (ii) make available features and employ technology in support of the Program within a reasonable time after Bank makes such features available to and employs such technology for Bank’s other similar credit card programs (except where unable to do so because of the proprietary rights of others); and (iii) make available features and employ technology in connection with the Program which are, in the aggregate, at least equal to the features provided and the technology employed by other leading similar credit card programs. JCPenney shall have the right to interview the Bank Managers, and provide feedback with respect to their role with the Program, to the extent provided in Schedule 2.1(d) (Program Resource Requirements).
Sample 1
Personnel, Features and Technology. In order to establish and operate a competitive private label credit card program, Bank shall: (i) provide a team of key management personnel (including the personnel set forth on Exhibit AA) to operate the Program in accordance with this Agreement with the levels of competence, experience and expertise at least equal in the aggregate to those provided by Bank to Bank’s other major private label credit card programs; (ii) make available features and employ technology in support of the Program at the same time that Bank makes such features available to and employs such technology for Bank’s other private label credit card programs (except where unable to do so because of the proprietary rights of others); and (iii) make available features and employ technology in connection with the Program which are, in the aggregate, at least equal to the features provided and the technology employed by other leading private label credit card programs. Notwithstanding anything to the contrary in this Agreement, effective as of the Second Effective Date, Bank’s key management personnel for the Program shall be as set forth in Schedule 3.2(a).
Sample 1

Related to Personnel, Features and Technology

  • Background Technology List here prior contracts to assign Inventions that are now in existence between any other person or entity and you.

  • Technology Discoveries, innovations, Know-How and inventions, whether patentable or not, including computer software, recognized under U.S. law as intellectual creations to which rights of ownership accrue, including, but not limited to, patents, trade secrets, maskworks and copyrights developed under this Agreement.

  • Antivirus software All workstations, laptops and other systems that process and/or store PHI COUNTY discloses to CONTRACTOR or CONTRACTOR creates, receives, maintains, or transmits on behalf of COUNTY must have installed and actively use comprehensive anti-virus software solution with automatic updates scheduled at least daily.

  • Personnel Equipment and Material Engineer shall furnish and maintain, at its own expense, quarters for the performance of all Engineering Services, and adequate and sufficient personnel and equipment to perform the Engineering Services as required. All employees of Engineer shall have such knowledge and experience as will enable them to perform the duties assigned to them. Any employee of Engineer who, in the reasonable opinion of County, is incompetent or whose conduct becomes detrimental to the Engineering Services shall immediately be removed from association with the Project when so instructed by County. Engineer certifies that it presently has adequate qualified personnel in its employment for performance of the Engineering Services required under this Contract, or will obtain such personnel from sources other than County. Engineer may not change the Project Manager without prior written consent of County.

  • Software Development Software designs, prototypes, and all documentation for the final designs developed under this agreement must be made fully transferable upon direction of NSF. NSF may make the software design, prototype, and documentation for the final design available to competitors for review during any anticipated re-competition of the project.

  • New Technology When new or updated technology is introduced into a workplace, it will be the responsibility of the employer to provide appropriate and, if necessary, ongoing training to the employees directly affected. Such training will include any health and safety implications or information that will enable employees to operate the equipment without discomfort and will help maintain their general well-being.

  • Licensed Technology (a) LICENSOR is not aware of any interference, infringement, misappropriation, or other conflict with any intellectual property rights of third parties, and LICENSOR has never received any charge, complaint, claim, demand, or notice alleging any such interference, infringement, misappropriation, or violation (including any claim that LICENSOR must license or refrain from using any intellectual property rights of any third party). To the knowledge of LICENSOR, no third party has interfered with, infringed upon, misappropriated, or otherwise come into conflict with any of the LICENSED TECHNOLOGY. (b) Exhibit A identifies each patent or registration which has been issued to LICENSOR with respect to any of the LICENSED TECHNOLOGY and identifies each pending patent application or application for registration which LICENSOR has made with respect to any of the LICENSED TECHNOLOGY. LICENSEE acknowledges that LICENSOR has previously made available to LICENSEE correct and complete copies of all such patents, registrations and applications (as amended to-date) in LICENSOR’s possession and has made available to LICENSEE correct and complete copies of all other written documentation in LICENSOR’s possession evidencing ownership and prosecution (if applicable) of each such item. (c) Exhibit A identifies each item of LICENSED TECHNOLOGY that is assigned to LICENSOR or that LICENSOR uses pursuant to license, sublicense, agreement, or permission. LICENSOR has made available to LICENSEE correct and complete copies of all such licenses, sublicenses, agreements, patent prosecution files and permissions (as amended to-date) in LICENSOR’s possession. With respect to each item of LICENSED TECHNOLOGY required to be identified in Exhibit A and to the knowledge of LICENSOR: (i) the license, sublicense, agreement, or permission covering the item is legal, valid, binding, enforceable, and in full force and effect; (ii) the license, sublicense, agreement, or permission will continue to be legal, valid, binding, enforceable, and in full force and effect on identical terms following the consummation of the transactions contemplated hereby; (iii) no Party to the license, sublicense, agreement, or permission is in breach or default, and no event has occurred which with notice or lapse of time would constitute a breach or default or permit termination, modification, or acceleration thereunder; (iv) no party to the license, sublicense, agreement, or permission has repudiated any provision thereof; (v) the underlying item of LICENSED TECHNOLOGY is not subject to any outstanding lien or encumbrance, injunction, judgment, order, decree, ruling, or charge; (vi) no action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand is pending or is threatened which challenges the legality, validity, or enforceability of the underlying item of LICENSED TECHNOLOGY; and (vii) except as provided in Exhibit A, LICENSOR has not granted any license or similar right to the LICENSED TECHNOLOGY within the GENERAL FIELD or PARTHENOGENESIS FIELD.

  • Use of Technology Participants are subject to all existing laws (federal and state) and University regulations and policies on use of technology, including not only those laws and regulations that are specific to computers and networks, but also those that may apply generally to personal conduct such as: • UC Electronic Communications Policy: xxxx://xxx.xxxx.xxx/ucophome/policies/ec/ • UCLA E-mail Policy and Guidelines: xxxx://xxx.xxxxxxxxxxxxx.xxxx.xxx/app/Default.aspx?&id=455 • IT Services Acceptable Use Policy: xxxx://xxx.xxx.xxxx.xxx/policies/aupdetail.html • The UC Policy on Copyright Ownership: xxxx://xxxxxxxxx.xxxxxxxxxxxxxxxxxxxxxx.xxx/resources/copyright-ownership.html • Bruin OnLine Service Level Agreement: xxxx://xxx.xxx.xxxx.xxx/policies/BOL_SLA.pdf Any violation may result in technology related privileges being restricted or revoked and may also result in The University undertaking disciplinary action. If the violation constitutes a criminal offense, appropriate legal action may be taken.

  • Technology Access Contractor expressly acknowledges that state funds may not be expended in connection with the purchase of an automated information system unless that system meets certain statutory requirements relating to accessibility by persons with visual impairments. Accordingly, Contractor represents and warrants to System Agency that the technology provided to System Agency for purchase (if applicable under this Contract or any related Solicitation) is capable, either by virtue of features included within the technology or because it is readily adaptable by use with other technology, of: • providing equivalent access for effective use by both visual and non-visual means; • presenting information, including prompts used for interactive communications, in formats intended for non-visual use; and • being integrated into networks for obtaining, retrieving, and disseminating information used by individuals who are not blind or visually impaired. For purposes of this Section, the phrase “equivalent access” means a substantially similar ability to communicate with or make use of the technology, either directly by features incorporated within the technology or by other reasonable means such as assistive devices or services which would constitute reasonable accommodations under the Americans With Disabilities Act or similar state or federal laws. Examples of methods by which equivalent access may be provided include, but are not limited to, keyboard alternatives to mouse commands and other means of navigating graphical displays, and customizable display appearance. In accordance with Section 2157.005 of the Texas Government Code, the Technology Access Clause contract provision remains in effect for any contract entered into before September 1, 2006.

  • Licensed Software Computer program(s) provided by Contractor in connection with the Deliverables, subject to Section 14 of this Contract.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!