Safe Harbor Compliance Sample Clauses

Safe Harbor Compliance. IBM has not determined compliance of this Cloud Service with the US-EU and US-Swiss Safe Harbor Frameworks.
Sample 1Sample 2Sample 3See All (5)
AutoNDA by SimpleDocs
Safe Harbor Compliance. If Customer is a recipient of funds from a state or federal healthcare program, Customer acknowledges it has been informed of and agrees to accurately account for, and report, when applicable, the value of any discount, rebate or other compensation paid hereunder in a manner that complies with all federal, state and local laws and regulations providing a safe harbor for such discounts. To the extent Customer requires additional information from Sizewise in order to meet its safe harbor reporting requirements, Customer shall make a written request to Sizewise.
Sample 1Sample 2
Safe Harbor Compliance. If the Plan satisfies the requirements of Code § 401(k)(12) for any Plan Year, the provisions of this Section 2.1 of Appendix D shall not apply to the Plan for such Plan Year.
Sample 1
Safe Harbor Compliance. Casa and Participants intend to comply with the requirements of the group purchasing organization safe harbor and discount safe harbor to the federal Anti-Kickback Statute (42 C.F.R. § 1001.952 (j) as it relates to conducting business under the Participation Agreement. Participants agree to follow record keeping and reporting requirements by the Local, State and Federal Government as it pertains to vaccine purchases and utilization. Termination Casa and Participant AGREE that either party may terminate the Participation Agreement with or without cause, by providing the other party with written notice via U.S. Mail or Electronic Mail.
Sample 1
Safe Harbor Compliance. To the extent applicable and as of the Effective Date, MMCAP Infuse may be "group purchasing organization" as defined in 42 C.F.R. § 1001.952 (j) and is therefore eligible to receive payment of administrative fees under such regulation as a safe harbor (under 42 C.F.R. § 1001.952) to fraud, kickbacks, or other prohibited activities described in Section 1128B of the Social Security Act (the "Act"). During the term of this Agreement, MMCAP Infuse represents and warrants that it will have a written agreement with each MMCAP Infuse Member that provides for either of the following: (i) The agreement states that participating vendors from which the MMCAP Infuse Member will purchase goods or services will pay a fee to MMCAP Infuse of three (3) percent or less of the purchase price of the goods or services provided by that vendor; or (ii) in the event the fee paid to MMCAP Infuse is not fixed at three (3) percent or less of the purchase price of the goods or services, the agreement specifies the amount (or if not known, the maximum amount) MMCAP Infuse will be paid by each Vendor (where such amount may be a fixed sum or a fixed percentage of the value of purchases made from the Vendor by the Members of the group under the contract between the Vendor and MMCAP Infuse). In addition, MMCAP Infuse represents and warrants that it will disclose at least annually to each MMCAP Infuse Member, and to the Secretary of the Department of Health and Human Services upon request, the amount of administrative fees paid to MMCAP Infuse by Merck.
Sample 1
Safe Harbor Compliance. Epcom World Industries has certified its participation, and compliance with, the United States. Department of Commerce Safe Harbor framework regarding the transfer of personal information from European Union member countries to the United States. The principles of Safe Harbor compliance are notice, choice, onward transfer, security, data integrity, access and enforcement. Additional information about the Safe Harbor principles and certification process can be found at xxx.xxxxxx.xxx/xxxxxxxxxx. Epcom World Industries is also a member of the TRUSTe Privacy Program. TRUSTe is an independent organization whose mission is to build user's trust and confidence in the Internet by promoting the use of fair information practices. To demonstrate our commitment to your privacy, we have agreed to disclose our information practices and have our Internet privacy practices reviewed for compliance by TRUSTe.
Sample 1
Safe Harbor Compliance. The e-Invoicing portion of the Cloud Service is provided in the European Union, so Safe Harbor Certification is not applicable. Any transfer of data to or from the US is performed as part of the underlying service, the IBM Sterling Collaboration Network or the IBM Sterling B2B Integration Services, to which you have subscribed.
Sample 1
AutoNDA by SimpleDocs
Safe Harbor Compliance. For purposes of receiving Administrative Fees under this Agreement, PSAI represents and warrants that it meets the statutory and regulatory standards and requirements of a GPO, under 42 C.F.R. sec 1001.952(j). If at any time during the Term, this representation and warranty ceases to be true, then PSAI must notify Philips of such change, in writing, within five days of learning of that change, specifying the initial date PSAI does not meet the standards, conditions and requirements of the GPO Safe Harbor, and Philips may suspend paying Administrative Fees under Section 9.1 until the time that PSAI certifies, in writing, that the representations and warranties made in this provision are, once again, true. Additionally, in the event PSAI is in receipt of Administrative Fees paid by Philips, applicable to the period of time PSAI does not qualify for protection under the GPO Safe Harbor, PSAI shall refund such Administrative Fees to Philips. The remedy provided in this Section 10 is Philips’ sole and exclusive remedy for PSAI’s breach of this Section 10.
Sample 1

Related to Safe Harbor Compliance

  • Section 409A Compliance (a) It is intended that any benefits under this Agreement satisfy, to the greatest extent possible, the exemptions from the application of Section 409A of the Internal Revenue Code of 1986, as amended (“Section 409A”), provided under Treasury Regulations Sections 1.409A-1(b)(4), and 1.409A-1(b)(9), and this Agreement will be construed to the greatest extent possible as consistent with those provisions, and to the extent not so exempt, this Agreement (and any definitions hereunder) will be construed in a manner that complies with Section 409A. For purposes of Section 409A (including, without limitation, for purposes of Treasury Regulations Section 1.409A-2(b)(2)(iii)), the Executive’s right to receive any installment payments under this Agreement (whether severance payments, if any, or otherwise) shall be treated as a right to receive a series of separate payments and, accordingly, each installment payment hereunder shall at all times be considered a separate and distinct payment. A termination of employment shall not be deemed to have occurred for purposes of any provision of this Agreement providing for the payment of any amounts or benefits upon or following a termination of employment unless such termination is also a “separation from service” within the meaning of Section 409A and, for purposes of any such provision of this Agreement, references to a “resignation,” “termination,” “termination of employment” or like terms shall mean separation from service. In no event may Executive, directly or indirectly, designate the calendar year of a payment. Notwithstanding any provision of this Agreement to the contrary, in no event shall the timing of the Executive’s execution of the Release, directly or indirectly, result in the Executive designating the calendar year of payment of any amounts of deferred compensation subject to Section 409A, and if a payment that is subject to execution of the Release could be made in more than one taxable year, payment shall be made in the later taxable year. The Company makes no representation or warranty and shall have no liability to the Executive or any other person if any compensation under this Agreement constitutes deferred compensation subject to Code Section 409A but does not satisfy an exemption from, or the conditions of, Code Section 409A.

  • 409A Compliance All payments under this Agreement are intended to comply with or be exempt from the requirements of Section 409A of the Code and regulations promulgated thereunder (“Section 409A”). As used in this Agreement, the “Code” means the Internal Revenue Code of 1986, as amended. To the extent permitted under applicable regulations and/or other guidance of general applicability issued pursuant to Section 409A, the Company reserves the right to modify this Agreement to conform with any or all relevant provisions regarding compensation and/or benefits so that such compensation and benefits are exempt from the provisions of 409A and/or otherwise comply with such provisions so as to avoid the tax consequences set forth in Section 409A and to assure that no payment or benefit shall be subject to an “additional tax” under Section 409A. To the extent that any provision in this Agreement is ambiguous as to its compliance with Section 409A, or to the extent any provision in this Agreement must be modified to comply with Section 409A, such provision shall be read in such a manner so that no payment due to the Executive shall be subject to an “additional tax” within the meaning of Section 409A(a)(1)(B) of the Code. If necessary to comply with the restriction in Section 409A(a)(2)(B) of the Code concerning payments to “specified employees,” any payment on account of the Executive’s separation from service that would otherwise be due hereunder within six (6) months after such separation shall be delayed until the first business day of the seventh month following the Termination Date and the first such payment shall include the cumulative amount of any payments (without interest) that would have been paid prior to such date if not for such restriction. Each payment in a series of payments hereunder shall be deemed to be a separate payment for purposes of Section 409A. In no event may the Executive, directly or indirectly, designate the calendar year of payment. All reimbursements provided under this Agreement shall be made or provided in accordance with the requirements of Section 409A, including, where applicable, the requirement that (i) any reimbursement is for expenses incurred during the Executive’s lifetime (or during a shorter period of time specified in this Agreement), (ii) the amount of expenses eligible for reimbursement during a calendar year may not affect the expenses eligible for reimbursement in any other calendar year, (iii) the reimbursement of an eligible expense will be made on or before the last day of the calendar year following the year in which the expense is incurred, and (iv) the right to reimbursement is not subject to liquidation or exchange for another benefit. Notwithstanding anything contained herein to the contrary, the Executive shall not be considered to have terminated employment with the Company for purposes of Section 4.1 unless the Executive would be considered to have incurred a “termination of employment” from the Company within the meaning of Treasury Regulation §1.409A-1(h)(1)(ii). In no event whatsoever shall the Company be liable for any additional tax, interest or penalty that may be imposed on the Executive by Section 409A or damages for failing to comply with Section 409A.

  • CRA Compliance Neither Seller nor any Seller Subsidiary has received any notice of non-compliance with the applicable provisions of the CRA and the regulations promulgated thereunder. As of the date hereof, Seller Sub’s most recent examination rating under the CRA was “satisfactory” or better. Seller knows of no fact or circumstance or set of facts or circumstances which would be reasonably likely to cause Seller or any Seller Subsidiary to receive any notice of non-compliance with such provisions of the CRA or cause the CRA rating of Seller or any Seller Subsidiary to decrease below the “satisfactory” level.

  • Code Section 409A Compliance (a) The intent of the parties is that payments and benefits under this Agreement comply with Section 409A of the Internal Revenue Code of 1986, as amended, and applicable guidance thereunder (“Code Section 409A”) or comply with an exemption from the application of Code Section 409A and, accordingly, all provisions of this Agreement shall be construed in a manner consistent with the requirements for avoiding taxes or penalties under Code Section 409A.

  • ERISA Compliance The Company and its subsidiaries and any “employee benefit plan” (as defined under the Employee Retirement Income Security Act of 1974, as amended, and the regulations and published interpretations thereunder (collectively, “ERISA”)) established or maintained by the Company, its subsidiaries or their “ERISA Affiliates” (as defined below) are in compliance in all material respects with ERISA. “ERISA Affiliate” means, with respect to the Company or any of its subsidiaries, any member of any group of organizations described in Sections 414(b), (c), (m) or (o) of the Internal Revenue Code of 1986, as amended, and the regulations and published interpretations thereunder (the “Code”) of which the Company or such subsidiary is a member. No “reportable event” (as defined under ERISA) has occurred or is reasonably expected to occur with respect to any “employee benefit plan” established or maintained by the Company, its subsidiaries or any of their ERISA Affiliates. No “employee benefit plan” established or maintained by the Company, its subsidiaries or any of their ERISA Affiliates, if such “employee benefit plan” were terminated, would have any “amount of unfunded benefit liabilities” (as defined under ERISA). Neither the Company, its subsidiaries nor any of their ERISA Affiliates has incurred or reasonably expects to incur any liability under (i) Title IV of ERISA with respect to termination of, or withdrawal from, any “employee benefit plan” or (ii) Sections 412, 4971, 4975 or 4980B of the Code. Each employee benefit plan established or maintained by the Company, its subsidiaries or any of their ERISA Affiliates that is intended to be qualified under Section 401(a) of the Code is so qualified and nothing has occurred, whether by action or failure to act, which would cause the loss of such qualification.

  • HIPAA Compliance If this Contract involves services, activities or products subject to the Health Insurance Portability and Accountability Act of 1996 (HIPAA), the Contractor covenants that it will appropriately safeguard Protected Health Information (defined in 45 CFR 160.103), and agrees that it is subject to, and shall comply with, the provisions of 45 CFR 164 Subpart E regarding use and disclosure of Protected Health Information.

  • SAFE Compliance The Company shall comply with the SAFE Rules and Regulations, and shall use commercially reasonable efforts to cause its shareholders and option holders that are, or that are directly or indirectly owned or controlled by, PRC residents or PRC citizens, to comply with the SAFE Rules and Regulations applicable to them in connection with the Company, including without limitation, requesting each shareholder and option holder, that is, or is directly or indirectly owned or controlled by, a PRC resident or PRC citizen to complete any registration and other procedures required under applicable SAFE Rules and Regulations.

  • SOX Compliance The Company has taken all actions it deems reasonably necessary or advisable to take on or prior to the date of this Agreement to assure that, upon and at all times after the Effective Date, it will be in compliance in all material respects with all applicable provisions of the Sxxxxxxx-Xxxxx Act of 2002 and all rules and regulations promulgated thereunder or implementing the provisions thereof. (the “Sxxxxxxx-Xxxxx Act”) that are then in effect and will take all action it deems reasonably necessary or advisable to assure that it will be in compliance in all material respects with other applicable provisions of the Sxxxxxxx-Xxxxx Act not currently in effect upon it and at all times after the effectiveness of such provisions.

  • ISRA Compliance (a) Tenant shall, at Tenant’s own expense, comply with the Industrial Site Recovery Act, N.J.

  • Y2K Compliance PFPC further represents and warrants that any and all electronic data processing systems and programs that it uses or retains in connection with the provision of services hereunder on or before January 1, 1999 will be year 2000 compliant.

Time is Money Join Law Insider Premium to draft better contracts faster.