Services in General. Commencing on the Closing Date, NewCo will provide, or cause its Affiliates to provide, to MCK the transition services specified in the service schedule attached hereto as Exhibit A (“Service Schedule”) in accordance with and subject to the terms and conditions of this Agreement and the Service Schedule (such services are referred to, collectively, as the “Services” and each, individually, as a “Service”). Subject to Section 1.3, NewCo’s obligation to provide services under this Agreement is limited to the provision of the Services described in this Agreement through the end date of the service period for each Service as set forth in the Service Schedule.
Services in General. Commencing on the Closing Date, MCK will provide, or cause its Affiliates to provide, to NewCo the transition services specified in the service schedule attached hereto as Exhibit A (“Service Schedule”) in accordance with and subject to the terms and conditions of this Agreement and the Service Schedule (such services are referred to, collectively, as the “Services” and each, individually, as a “Service”). Subject to Section 1.3, MCK’s obligation to provide services under this Agreement is limited to the provision of the Services described in this Agreement through the end date of the service period for each Service as set forth in the Service Schedule.
Services in General. Engineer agrees to provide prompt and efficient professional services in relation to the design and management of the Project for the fees hereinafter specified. Engineer shall perform its work in accordance with the professional skill and care ordinarily provided by competent engineers, practicing in the same or similar locality and under the same or similar circumstances and professional license; and as expeditiously as is prudent considering the ordinarily professional skill and care of a competent engineer.
2.1.1 Engineer also agrees to perform such specific tasks as are set forth in Exhibit "A-1", when directed to do so by a Notice to Proceed, which is attached hereto and made a part hereof for all purposes. In the event of an inconsistency between these terms and conditions and the terms of Exhibit "A-1", the terms of Exhibit "A-1” shall control.
2.1.2 The Basic Services in this Contract are divided into three distinct phases:
Services in General. Engineer shall provide the City the specific tasks set forth in this Article and the professional engineering services described in Exhibit “A” for the fees hereinafter specified. Engineer shall perform its work in accordance with the professional skill and care ordinarily provided by competent engineers, practicing in the same or similar locality and under the same or similar circumstances and professional license; and as expeditiously as is prudent considering the ordinarily professional skill and care of a competent engineer. In the event of an inconsistency between the terms of this Article and the terms of Exhibit "A", exclusively with respect to the content of the scope of services and required submission documents, the terms of Exhibit "A" shall control.
Services in General. For and in consideration of the payments specified in this Agreement, Consultant shall provide all labor, material, and supervision necessary to perform the services set out in this Agreement, Exhibit A, and as specifically described in individual LOAs. Time is of the essence in the performance of this Agreement.
Services in General. In connection with the performance of any ------------------- Services pursuant to this Agreement:
(a) Unless a specific number of Employees is set forth in the governing Purchase Order, Chordiant warrants it will provide sufficient Employees to complete the Services ordered within the applicable time frames established pursuant to this Agreement or as set forth in such Purchase Order; however, it shall be considered an excused delay if EDS changes the technical specifications associated with such Services, then EDS and Chordiant shall set new time frames based upon such changed technical specifications.
(b) Chordiant warrants that Employees shall have sufficient skill, knowledge, and training to perform Services and that the Services shall be performed in a professional and workmanlike manner.
(c) Employees performing Services in the United States must be United States citizens or lawfully admitted in the United States for permanent residence or lawfully admitted in the United States holding a visa authorizing the performance of Services on behalf of Chordiant.
(d) Chordiant warrants that all Employees utilized by Chordiant in performing Services are under a written obligation to Chordiant requiring Employee: (i) to maintain the confidentiality of information of Chordiant's customers, and (ii) if such Employee is not a full-time employee whose work is considered a "work for hire" under Section 101 of the United States Copyright Code, to assign all of Employee's right, title, and interest to Chordiant in and to any Work Product which is developed, prepared, conceived, made, or suggested by such Employee while providing Services on behalf of Chordiant.
(e) Chordiant shall require Employees providing Services at an EDS location to comply with applicable EDS security and safety regulations and policies.
(f) Chordiant shall provide for and pay the compensation of Employees and shall pay all taxes, contributions, and benefits (such as, but not limited to, workers' compensation benefits) which an employer is required to pay relating to the employment of employees. EDS shall not be liable to Chordiant or to any Employee for Chordiant's failure to perform its compensation, benefit, or tax obligations. Chordiant shall indemnify, defend and hold EDS harmless from and against all such taxes, contributions and benefits and will comply with all associated governmental regulations, including the filing of all necessary reports and returns.
(g) Chordiant shall allow EDS ...
Services in General. Commencing on the Closing Date, Change Healthcare will provide, or cause its Affiliates or subcontractors to provide, to Connect LLC the transition services specified in the service schedules attached hereto as Exhibit A (each, a “Service Schedule” and collectively the “Service Schedules”) in accordance with and subject to the terms and conditions of this Agreement and the Service Schedule (such services are referred to, collectively, as the “Services” and each, individually, as a “Service”). Subject to Sections 1.3 and 1.4, Change Healthcare’s obligation to provide services under this Agreement is limited to the provision of the Services described in this Agreement through the end date of the service period for each Service as set forth in the Service Schedule.
Services in General. Axtel agrees to reasonably cooperate with Airspan in the performance by Airspan of the Services, including, without limitation, providing Airspan with sufficient and timely access free of charge to facilities, data, information and personnel of Axtel in accordance with the then-current Axtel policies, and a suitable physical environment meeting Airspan' specified requirements to permit the timely delivery and installation of Products and/or performance of Services, including the recovery by Airspan of any tools, diagnostic or test equipment, documentation or other items used by Airspan in the performance of the Services.
Services in General. Engineer shall provide the City the specific tasks set forth in this Article and the professional engineering services described in Exhibit “A” for the fees hereinafter specified. Engineer's performance hereunder shall be performed with care and diligence and shall be in accordance with the standards prevailing in the State of Texas for engineering services performed for similar projects at the time such services are performed. In the event of an inconsistency between the terms of this Article and the terms of Exhibit "A", exclusively with respect to the content of the scope of services and required submission documents, the terms of Exhibit "A" shall control.
Services in General. In connection with the performance of any Services pursuant to this Agreement:
(i) CWC warrants and agrees that Employees shall have sufficient skill, knowledge, and training to perform the Services and that the Services shall be performed in a professional and workmanlike manner in accordance with the highest reasonable commercially applicable standards of the computer software development industry.
(ii) Employees performing Services in the United States must be United States citizens or lawfully admitted in the United States for permanent residence or lawfully admitted in the United States holding a visa authorizing the performance of Services on behalf of CWC.
(iii) CWC shall require all persons providing Services on behalf of CWC, when at a GM location, to comply with all applicable regulations and policies of GM including, but not limited to, security regulations.
(iv) CWC shall provide for and pay the compensation and other benefits of Employees including, but not limited to, salary, health, accident and workers' compensation benefits and shall pay all taxes and contributions which an employer is required to pay relating to the employment of employees.
