SERVICES; STRUCTURE OF AGREEMENT; SCHEDULES; TERM Sample Clauses

SERVICES; STRUCTURE OF AGREEMENT; SCHEDULES; TERM. 1.1 This Agreement provides the general terms and conditions that will apply to the services performed by FIS for Client hereunder (“Services”) and any work product or other item, tangible or intangible, created, developed, generated or made by FIS or provided by FIS to Client pursuant to the Services under a Schedule (“Deliverables”). The Service-specific terms and conditions are those stated in the applicable schedules hereunder (“Schedules”), together with the provisions of this Agreement, govern the provision of the Services pursuant to such Schedules. Each Schedule shall describe the Services, the period of time during which the Services shall be provided, any Deliverables, and the fees to be paid by Client for such Services and Deliverables. This Agreement consists of: (i) the provisions set forth in this Agreement and in all Exhibits referenced herein; (ii) each Schedule, including any exhibits, attachments or other documents referenced in such Schedules; (iii) any statements of work describing specific engagements for services to be provided as mutually agreed by the signed parties (“Statements of Work” or “SOWs”); and (iv) any change orders amending Schedules or SOWs by mutual agreement of the parties (“Change Orders”). 1.2 The Services and any Deliverables to be provided by FIS to Client are those specifically described in Section 1.3 below and in the SOW and Schedules incorporated hereunder by mutual agreement of the parties. FIS will be the sole provider of the Services and any Deliverables to Client. Client shall not be required to purchase, and FIS shall not be required to provide, any Services or Deliverables not stated in a Schedule incorporated hereunder as of the Effective Date or added subsequently by mutual agreement of the parties. Any change to Services or Deliverables will only be effective and binding upon mutual execution of a written Change Order referencing the applicable SOW or Schedule. 1.3 This Agreement is effective as of the Effective Date stated above, and shall continue in full force and effect for so long as any SOW or Schedule hereunder remains in effect by its terms, unless or until terminated by either party in accordance with Article 10. Prior to the Services Effective Date defined in Section 1.4 below, FIS will provide and Client will purchase and receive only the following Services on the terms and conditions stated in the following subsections: 1.3.1 Professional services for initial planning of a project that woul...
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Related to SERVICES; STRUCTURE OF AGREEMENT; SCHEDULES; TERM

  • EFFECTIVE DATE; TERM OF AGREEMENT This Agreement shall become effective as of January 29, 2010 (the “Effective Date”). Upon effectiveness of this Agreement on the Effective Date, the Employment Agreement between the Company and the Executive dated as of September 8, 2006 (as amended, the “Prior Agreement”) shall terminate and be of no further force and effect. Subject to earlier termination as provided herein, Executive’s employment hereunder shall continue on the terms provided herein until February 2, 2013 (the “End Date”). The period of Executive’s employment by the Company from and after the Effective Date, whether under this Agreement or otherwise, is referred to in this Agreement as the “Employment Period,” it being understood that nothing in this Agreement shall be construed as entitling Executive to continuation of his employment beyond the End Date and that any such continuation shall be subject to the agreement of the parties. This Agreement is intended to comply with the applicable requirements of Section 409A and shall be construed accordingly.

  • Service Level Agreements If a Service or a Plan includes a Service Level Agreement (SLA): (a) we are liable for any remedy or rebate specified by the SLA; and (b) subject to clauses 40 to 42, and to the express terms of the SLA, our liability for breach of the SLA is limited to such remedy or rebate.

  • Specific Provisions for Access Rights to Software For the avoidance of doubt, the general provisions for Access Rights provided for in this Section 9 are applicable also to Software. Parties’ Access Rights to Software do not include any right to receive source code or object code ported to a certain hardware platform or any right to receive respective Software documentation in any particular form or detail, but only as available from the Party granting the Access Rights.

  • Service Level Agreement 6.1 NCR Voyix will use commercially reasonable efforts to make the Service available to you at or above the Availability Rate set forth at xxxxx://xxx.xxx.xxx/support/aloha-sla. If NCR Voyix does not meet the Availability Rate, you are entitled to request a service-level credit subject to the terms of this Agreement. This credit is calculated as a percentage of the monthly recurring bill (or monthly pro rata share of billing, if billing does not occur monthly) for the Service for the month in which the Availability Rate was not met. The Availability Rate is determined by: (a) dividing the total number of valid outage minutes in a calendar month by the total number of minutes in that month; (b) subtracting that quotient from 1.00; (c) multiplying that difference by 100; and (d) rounding that result to two decimal places in accordance with standard rounding conventions. The number of outage minutes per day for a given service is determined by the lesser of the number of outage minutes. 6.2 Unavailability due to other conditions or caused by factors outside of NCR Voyix’s reasonable control will not be included in the calculation of the Availability Rate. Further, the following are expressly excluded from the calculation of the Availability Rate: (a) service unavailability affecting services or application program interfaces that are not used by you; (b) cases where fail-over to another data center is available but not utilized; (c) transient time-outs, required re-tries, or slower-than-normal response caused by factors outside of NCR Voyix’s reasonable control; (d) Scheduled Downtime, including maintenance and upgrades; (e) force majeure; (f) transmission or communications outages outside the NCR Voyix- controlled environment; (g) store-level down-time caused by factors outside of NCR Voyix’s reasonable control; (h) outages attributable to services, hardware, or software not provided by NCR Voyix, including, but not limited to, issues resulting from inadequate bandwidth or related to third-party software or services; (i) use of the Service in a manner inconsistent with the documentation for the application program interface or the NCR Voyix Product; (j) your Point of Sale (“POS”) failure or the failure to properly maintain the POS environment, including updating the POS firmware or version of the software running on the POS as recommended by either NCR Voyix, a third-party POS reseller or servicer; and (k) issues related to third party domain name system (“DNS”) errors or failures. 6.3 To obtain a service-level credit, you must submit a claim by contacting NCR Voyix through the website at xxxxx://xxx.xxx.xxx/support/aloha-sla Your failure to provide the claim and other information will disqualify you from receiving a credit. NCR Voyix must receive claims within 60 days from the last day of the impacted month. After that date, claims are considered waived and will be refused. You must be in compliance with the Agreement in order to be eligible for a service-level credit. You may not unilaterally offset for any performance or availability issues any amount owed to NCR Voyix. If multiple Services experience an outage in a given month, the total credit for that month will be the highest credit allowed for any single Service which failed; there is no stacking of credits. 6.4 The remedies set forth in the Section are your sole and exclusive remedies for performance or availability issues affecting the Services, including any failure by NCR Voyix to achieve the Availability Rate.

  • TERM OF FRAMEWORK AGREEMENT The Framework Agreement shall take effect on the Commencement Date and (unless it is otherwise terminated in accordance with the terms of this Framework Agreement or it is otherwise lawfully terminated) shall terminate at the end of the Term.

  • COMMENCEMENT OF WORK UNDER A SOW AGREEMENT Commencement of work as a result of the SOW-RFP process shall be initiated only upon issuance of a fully executed SOW Agreement and Purchase Order.

  • Second Amendment to Exhibit A to Services Agreement Exhibit A to the Services Agreement shall be, and here by is, supplemented with the following:

  • Detailed Description of Services / Statement of Work Describe fully the services that Contractor will provide, or add and attach Exhibit B to this Agreement.

  • Effective Date and Term of Agreement This Agreement is effective and binding on the Company and Employee as of the date hereof; provided, however, that, subject to Section 2(d), the provisions of Sections 3 and 4 shall become operative only upon the Change in Control Date.

  • Addendum to Agreement Students who do not complete an AA/AS degree can use the prescribed curriculum in a statewide transfer articulation agreement as a common advising guide for transfer to all public institutions that offer the designated bachelor’s degree program. Please note the following:

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