Provision of Distribution Services Sample Clauses

Provision of Distribution Services. (a) Subject to the User providing or substituting credit support as required under clause 7.8 or as may be required by Regulatory Instruments (including Division 4 of Part 21 of the National Gas Rules (“Credit Support Regime”)), the Service Provider will, subject to clause 3, provide to the User in relation to each Customer the Distribution Services in accordance with: (1) good gas industry practice; and (2) the terms and conditions of this Agreement. (b) In respect of each Customer, this Agreement applies: (1) from and including the date that the User requests (or is deemed under clause 4.2 to have requested) the provision of the Distribution Services in respect of the Customer (or any later date nominated by the User in any such request); and (2) subject to clause 12 (term and termination), until and including the earlier of the dates described in clause 4.3. (c) The parties acknowledge that the amounts payable by the User under this Agreement for the provision of the Distribution Services are distribution service charges for the purposes of Part 21 of the National Gas Rules (“Retail support obligations between distributors and retailers”). (d) Clause 4.1(c) does not apply to the extent the User is not acquiring Distribution Services as a “retailer”, as that term is used in Part 21 of the National Gas Rules.
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Provision of Distribution Services. A. The overall objective of Galileo and Distributor in relation to the supply of Distribution Services in the Territory shall be to provide a level of service that is comparable to that provided by Galileo and its distributors in other markets, taking into account local market conditions. Without prejudice to this general objective, Galileo shall adopt the more specific objectives set out in Attachment C to this Agreement. Attachment C also sets out the objectives Galileo wishes its distributors to adopt. Distributor will provide Distribution Services in the Territory to Other Customers of Group Members, including system availability and performance, data security/confidentiality, use of Galileo functionality and enhancements (excluding functionality or enhancements that are proprietary to any Group Member), availability of hardware, access to training, scheduling and delivery of installation, maintenance and other support, in a manner equal to that provided to Subscribers of Distributor. Galileo and Distributor shall consult in good faith on the basis of such objectives to produce specific objectives for Distributor that take into account technological constraints and local market requirements. The objectives of Galileo and Distributor shall be reviewed by both parties at intervals of no more than one year. B. Galileo shall maintain at Galileo's expense a telephone assistance desk, for the use of Distributor, that will be staffed by knowledgeable employees capable of providing technical assistance regarding the Galileo System, the Galileo Network, Galileo's Distribution Services, and International Products. Such telephone assistance will be available to Distributor during normal business hours for Subscribers in the Territory. C. At Distributor's request and at Galileo's expense, Galileo will make the Galileo System available to Distributor for the purposes of (i) storing and processing Distributor's data related to the marketing and support services provided by Distributor in the Territory, and (ii) help desk or other product assistance (including automated training and support and system testing) to Subscribers and Vendors in the Territory.
Sample 1
Provision of Distribution Services. Subject to the User providing or substituting credit support as required under clause 7.8 or as may be required by Regulatory Instruments (including Division 4 of Part 21 of the National Gas Rules (“Credit Support Regime”)), the Service Provider will, subject to clause 3, provide to the User in relation to each Customer the Distribution Services in accordance with: good gas industry practice; and the terms and conditions of this Agreement. In respect of each Customer, this Agreement applies: from and including the date that the User requests (or is deemed under clause 4.2 to have requested) the provision of the Distribution Services in respect of the Customer (or any later date nominated by the User in any such request); and
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Related to Provision of Distribution Services

  • Distribution Services 3.1. Distributor will have the right, as agent for the Fund, to enter into dealer agreements with responsible investment dealers, and to sell Shares to such investment dealers against orders therefor at the public offering price (as defined below) stated in the Fund’s effective Registration Statement on Form N-2 under the 1940 Act and the Securities Act of 1933, as amended (the “Securities Act”), including the then-current prospectus and statement of additional information (the “Registration Statement”). Upon receipt of an order to purchase Shares from a dealer with whom Distributor has a dealer agreement, Distributor will promptly cause such order to be filled by the Fund. 3.2. Distributor will also have the right, as agent for the Fund, to sell such Shares to the public against orders therefor at the public offering price (as defined below) and in accordance with the Registration Statement. 3.3. Distributor will also have the right to take, as agent for the Fund, all actions which, in Distributor’s reasonable judgment, are necessary to carry into effect the distribution of the Shares. 3.4. The “public offering price” for the Shares of the Fund shall be the net asset value (“NAV”) of the Shares then in effect, plus any applicable sales charge determined in the manner set forth in the Registration Statement or as permitted by the 1940 Act and the rules and regulations promulgated by the SEC or other applicable regulatory agency or self-regulatory organization under the oversight of the SEC. In no event shall any applicable sales charge exceed the maximum sales charge permitted by the Rules of FINRA. 3.5. The NAV of the Shares of the Fund shall be determined in the manner provided in the Registration Statement, and when determined shall be applicable to transactions as provided for in the Registration Statement. The NAV of the Shares shall be calculated by the Fund or by another entity on behalf of the Fund. Distributor shall have no duty to inquire into or liability for the accuracy of the NAV per Share as calculated. 3.6. On every sale, the Fund shall receive the applicable NAV of the Shares promptly, but in no event later than the third business day following the date on which Distributor shall have received an order for the purchase of the Shares. 3.7. Upon receipt of purchase instructions, Distributor will transmit such instructions to the Fund or its transfer agent for the issuance and registration of the Shares purchased. 3.8. Distributor, as agent of and for the account of the Fund, may repurchase the Shares at such prices and upon such terms and conditions as shall be specified in the Registration Statement. 3.9. Distributor shall maintain membership with the National Securities Clearing Corporation (“NSCC”) and any other similar successor organization to sponsor a participant number for the Fund so as to enable the Shares to be traded through FundSERV. The Distributor shall not be responsible for any operational matters associated with FundSERV or networking transactions. 3.10. Distributor will review all proposed advertising materials and sales literature for compliance with Applicable Law and shall file such materials with appropriate regulators as required by current laws and regulations. Distributor agrees to furnish the Fund with any comments provided by regulators with respect to such materials. 3.11. Distributor shall prepare or cause to be prepared reports for the Board of Trustees (the “Board”) of the Fund regarding its activities under this Agreement as reasonably requested by the Board.

  • Provision of Multiple Services If the Sub-Advisor shall have provided both investment advisory services under subparagraph (a) and investment management services under subparagraph (b) of paragraph (1) for the same portion of the investments of the Portfolio for the same period, the fees paid to the Sub-Advisor with respect to such investments shall be calculated exclusively under subparagraph (b) of this paragraph 4.

  • Provision of Services (a) The HSP will provide the Services in accordance with, and otherwise comply with: (1) the terms of this Agreement; (2) Applicable Law; and

  • Pricing Services Chase may use any pricing service referred to in an applicable MSLA and any other recognized pricing service (including itself and any of its affiliates) in order to perform its valuation responsibilities with respect to Securities, Collateral and Authorized Investments, and Lender shall hold Chase harmless from and against any loss or damage suffered or incurred as a result of errors or omissions of any such pricing service.

  • Offering Services The Manager shall manage and supervise: (i) the development of any offering of Shares that is qualified or registered with the Commission (an “Offering”), including the Company’s initial Offering pursuant to Regulation A, including the determination of the specific terms of the securities to be offered by the Company, preparation of all offering and related documents, and obtaining all required regulatory approvals of such documents; (ii) the preparation and approval of all marketing materials to be used by the Company or others relating to an Offering; (iii) the negotiation and coordination of the receipt, collection, processing, and acceptance of subscription agreements, commissions, and other administrative support functions; (iv) the creation and implementation of various technology and electronic communications related to an Offering; and (v) all other services related to an Offering.

  • Transition Services Agreement Seller shall have executed and delivered the Transition Services Agreement.

  • Provision of Access Subject to the terms of this Agreement, Flock hereby grants to Agency a non-exclusive, non-transferable right to access the features and functions of the Services via the Web Interface during the Service Term (as defined in Section 6.1 below), solely for the Authorized End Users. The Footage will be available for Agency ’s designated administrator, listed on the order form, and any Authorized End Users to access via the Web Interface for thirty (30) days. Authorized End Users will be required to sign up for an account and select a password and username (“User ID”). Flock will also provide Agency with the Documentation to be used in accessing and using the Services. Agency shall be responsible for all acts and omissions of Authorized End Users, and any act or omission by an Authorized End User which, if undertaken by Agency, would constitute a breach of this Agreement, shall be deemed a breach of this Agreement by Agency. Agency shall undertake reasonable efforts to make all Authorized End Users aware of the provisions of this Agreement as applicable to such Authorized End User’s use of the Services, and shall cause Authorized End Users to comply with such provisions. Flock may use the services of one or more third parties to deliver any part of the Services, including without limitation using a third party to host the Web Interface which makes the Services available to Agency and Authorized End Users. Warranties provided by said third party service providers are the agency’s sole and exclusive remedy and flock’s sole and exclusive liability with regard to such third-party services, including without limitation hosting the web interface. Agency agrees to comply with any acceptable use policies and other terms of any third-party service provider that are provided or otherwise made available to Agency from time to time.

  • Transition Services The Purchasers will provide to the Sellers termination assistance as reasonably requested in order to provide an orderly transition following the termination of the Agreement (or any portion thereof), and the Sellers will provide to the Purchasers reasonable cooperation and assistance in connection therewith. In connection with this transition assistance, the Purchasers and Sellers will reasonably cooperate in the transition of the Services from the Purchasers to any Replacement Provider. With respect to the Serviced Appointments subject to termination, the Sellers shall provide the Purchasers with notice of the effective date (each, a “Transition Effective Date”) of the transition of the Services to a Replacement Provider. Notwithstanding any termination of the Agreement (or any portion thereof) in accordance with this Article II, with respect to the Serviced Appointments subject to termination, the rights and obligations of the parties under the Servicing Agreement shall remain in effect until the applicable Transition Effective Date.

  • Transitional Services Upon cancellation, termination, or expiration of the Contract for any reason, the Contractor shall provide reasonable cooperation, assistance and Services, and shall assist the Department to facilitate the orderly transition of the work under the Contract to the Department and/or to an alternative contractor selected for the transition upon written notice to the Contractor at least thirty (30) business days prior to termination or cancellation, and subject to the terms and conditions set forth in the Contract.

  • Implementation Services Vendor shall provide the Implementation Services, if any, described in Exhibit A. The Services Fees for any Implementation Services shall be described in Exhibit A.

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