Post Termination Support Services Sample Clauses

Post Termination Support Services. In the event of a termination of this Agreement by either party, ART shall, if requested by Purchaser, continue to provide on-going service, support, maintenance and restoral in accordance with the terms of this Agreement for all Circuits in service pursuant to this Agreement and prior to its termination, provided that Purchaser continues to pay the applicable charges, which charges may be changed by ART following thirty (30) days Notice to Purchaser.
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Post Termination Support Services. In the event of a termination of this Agreement by either party, ART shall, if requested by ISP, continue to provide on-going service, support, maintenance and restoral in accordance with the terms of this Agreement for all Circuits in service pursuant to this Agreement and prior to its termination, provided that ISP continues to pay the applicable charges, which charges may be changed by ART following thirty (30) days Notice to ISP.
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Post Termination Support Services. In the event of a termination of this Agreement by either party, if requested by Reseller, ART shall continue to provide ongoing service, support, maintenance and restoral in accordance with the terms of this Agreement for all End Users with active contracts that were sold by Reseller pursuant to this Agreement and prior to its termination, provided that Reseller continues to pay the applicable charges. The parties agree to cooperate to provide transition services for the End Users with the goal of minimizing End User disruption and inconvenience.
Sample 1
Post Termination Support Services. In the event of the termination, expiration and/or nonrenewal of this Agreement, for reasons other than VAR's material breach, bankruptcy or insolvency, Mitel shall make available to VAR, for a period of seven (7) years from the date of such termination, expiration and/or non-renewal that information and the spare parts (together herein referred to as "support materials") generally available to Mitel's VARs which would enable said former VAR to maintain and support its Mitel installed base as such base existed (site and system) as of the date of termination, expiration, and/or non-renewal. In no event may the former VAR purchase systems for such base, however, nor may it purchase new software loads introduced by Mitel after said termination occurs. These support materials will be made available at your then current/password protected subsection of the Mitel Caribbean List Price and in accordance with Mitel's then standard terms and conditions, but former VAR will not be eligible to take advantage of any discounts (volume or functional). Likewise, this section does not give VAR a right to participate in any Mitel Marketing Programs and/or Special Promotions (e.g., see paragraph 4 above). This provision also does not give VAR a right to purchase new products (including new software releases) added to Mitel VAR Price List after the termination, expiration and/or non-renewal of this VAR Agreement. Termination, expiration and/or non-renewal is also agreed to eliminate the right of VAR to any benefits it would have been eligible to utilize in any new term or extension of the contract had cessation of the contract not transpired. Termination, expiration and/or non-renewal is also agreed to eliminate the right of VAR to any benefits it would have been eligible to utilize in any new term or extension of the contract had cessation of the contract not transpired.
Sample 1
Post Termination Support Services. In the event of a termination of this Agreement by either party, ART shall, if requested by Reseller, continue to provide on-going service, support, maintenance and restoral in accordance with the terms of this Agreement for all Circuit's in service pursuant to this Agreement and prior to its termination, provided that Reseller continues to pay the applicable charges.
Sample 1

Related to Post Termination Support Services

  • Distribution Support Services In addition to the sale and repurchase of Shares, the Distributor shall perform the distribution support services set forth on Schedule B attached hereto, as may be amended from time to time. Such distribution support services shall include: Review of sales and marketing literature and submission to FINRA; FINRA record keeping; and quarterly reports to the Trust’s Board of Trustees. Such distribution support services may also include: fulfillment services, including telemarketing, printing, mailing and follow-up tracking of sales leads; and licensing Adviser or Trust personnel as registered representatives of the Distributor and related supervisory activities.

  • Promotion Support Each Fund shall furnish to Distributor for use in connection with the sale of its shares such written information with respect to said Fund as Distributor may reasonably request. Each Fund represents and warrants that such information, when authenticated by the signature of one of its officers, shall be true and correct. Each Fund shall also furnish to Distributor copies of its reports to its shareholders and such additional information regarding said Fund’s financial condition as Distributor may reasonably request. Any and all representations, statements and solicitations respecting a Fund’s shares made in advertisements, sales literature, and in any other manner whatsoever shall be limited to and conform in all respects to the information provided hereunder.

  • TAX SUPPORT SERVICES BNY Mellon shall provide the following tax support services for each Fund:  Provide various data and reports as agreed upon in the SLDs to support TRP’s tax reporting and tax filing obligations, including: · Wash sales reporting; · QDI reporting; · DRD reporting; · PFIC analysis; · Straddle analysis; · Paydown adjustments; · Equalization debit adjustments · Tax compliance under §851, §817(h); · Foreign bond sale analysis (§988); · Troubled debt analysis; · Estimation of income for excise tax purposes; · Swap analysis; · Inflation adjustments; · §1256 adjustments; · Market discount analysis; OID adjustments; · CPDI analysis; · Shareholder tax reporting information (e.g. FTC, UGG income, foreign source income by country, exempt income by state);  Provide data, and reports based on such data, maintained by BNY Mellon on its fund accounting platform as reasonably requested by TRP to support TRP’s obligations to comply with requests from tax authorities and TRP’s tax reporting and tax filing obligations.  Assist with other tax-related data needs as mutually agreed upon in writing from time-to-time.

  • Post-Termination Cooperation Executive agrees that during and after employment with the Company and without additional compensation (other than reimbursement for reasonable associated expenses) to cooperate with the Company in the following areas:

  • Post Termination For a period ending on the second anniversary of the Termination Date, Lessee shall effect and maintain for the benefit of the Indemnitees ongoing third party legal liability insurance in respect of the risks and liabilities covered by the insurance required by Clause 14.4.

  • Post-Termination Assistance Upon the Executive’s termination of employment with the Company, the Executive agrees to fully cooperate in all matters relating to the winding up or pending work on behalf of the Company and the orderly transfer of work to other employees of the Company following any termination of the Executives’ employment. The Executive further agrees that Executive will provide, upon reasonable notice, such information and assistance to the Company as may reasonably be requested by the Company in connection with any audit, governmental investigation, litigation, or other dispute in which the Company is or may become a party and as to which the Executive has knowledge; provided, however, that (i) the Company agrees to reimburse the Executive for any related out-of-pocket expenses, including travel expenses, and (ii) any such assistance may not unreasonably interfere with Executive’s then current employment.

  • VALUATION SUPPORT AND COMPUTATION ACCOUNTING SERVICES BNY Mellon shall provide the following valuation support and computation accounting services for each Fund:  Journalize investment, capital share and income and expense activities;  Maintain individual ledgers for investment securities;  Maintain historical tax lots for each security;  Corporate action processing as more fully set forth in the SLDs;  Reconcile cash and investment balances of each Fund with the Fund’s custodian or other counterparties as applicable;  Provide a Fund’s investment adviser, as applicable, with the cash balance available for investment purposes at start-of-day and upon request, as agreed by the parties;  Calculate capital gains and losses;  Calculate daily distribution rate per share;  Determine net income;  Obtain security market quotes and currency exchange rates from pricing services approved by a Fund’s investment adviser, or if such quotes are unavailable, then obtain such prices from the Fund’s investment adviser, and in either case, calculate the market value of each Fund’s investments in accordance with the Fund's valuation policies or guidelines; provided, however, that BNY Mellon shall not under any circumstances be under a duty to independently price or value any of the Fund's investments, including securities lending related cash collateral investments (with the exception of the services provided hereunder to Funds utilized for such cash collateral investments), itself or to confirm or validate any information or valuation provided by the investment adviser or any other pricing source, nor shall BNY Mellon have any liability relating to inaccuracies or otherwise with respect to such information or valuations; notwithstanding the foregoing, BNY Mellon shall follow the established procedures and controls to identify exceptions, tolerance breaches, etc. and to research and resolve or escalate any pricing inaccuracies;  Application of the established automated price validation rules against prices received from third party vendors and review of exceptions as identified;  Calculate Net Asset Value in the manner specified in the Fund’s Offering Materials (which, for the service described herein, shall include the Fund’s Net Asset Value error policy);  Calculate Accumulated Unit Values (“AUV”) for select funds as mutually agreed upon between the parties;  Transmit or make available a copy of the daily portfolio valuation to a Fund’s investment adviser;  Calculate yields, portfolio dollar-weighted average maturity and dollar-weighted average life as applicable; and  Calculate portfolio turnover rate for inclusion in the annual and semi-annual shareholder reports.  For money market funds, obtain security market quotes and calculate the market-value Net Asset Value in accordance with the Fund’s valuation policies and guidelines at such times and frequencies as required by regulation and/or instruction from TRP.

  • Litigation Support In the event and for so long as any Party actively is contesting or defending against any charge, complaint, action, suit, proceeding, hearing, investigation, claim, or demand in connection with (i) any transaction contemplated under this Agreement or (ii) any fact, situation, circumstance, status, condition, activity, practice, plan, occurrence, event, incident, action, failure to act, or transaction on or prior to the Closing Date involving the Seller, the other Party will cooperate with the contesting or defending Party and its counsel in the contest or defense, make available his or its personnel, and provide such testimony and access to its books and records as shall be necessary in connection with the contest or defense, all at the sole cost and expense of the contesting or defending Party (unless the contesting or defending Party is entitled to indemnification therefor under Section 7 below).

  • Support Services Other than the assistance provided in the Information, the BNPP Entities do not offer any support services in connection with the Software.

  • Distribution Services The Distributor shall sell and repurchase Shares as set forth below, subject to the registration requirements of the 1933 Act and the rules and regulations thereunder, and the laws governing the sale of securities in the various states ("Blue Sky Laws"):

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