Common use of SYSTEM REQUIREMENTS AND MAINTENANCE Clause in Contracts

SYSTEM REQUIREMENTS AND MAINTENANCE. 11.1 The Counterparty will, at its own cost and expense, provide all equipment, operating platforms, and software (other than the software provided by IPSX) (“Equipment”) required to use IPSX Facilities. IPSX will communicate to the Counterparty any minimum standards and requirements (including applicable security requirements) (“Minimum Standards”) applicable to such Equipment prior to granting access to IPSX Facilities. The Counterparty shall comply with the Minimum Standards at all times during the term of this Agreement. 11.2 The Counterparty will also provide, at its own cost and expense, all connections from its own computer systems required to access IPSX Facilities. 11.3 IPSX will have no liability for the provision of any such Equipment or connections, nor shall it have any liability for any damage which may be caused thereto or for the loss or corruption of or damage to any data stored or processed by any Equipment. 11.4 On giving reasonable prior notice IPSX may audit the Counterparty’s and each Authorised Person’s use of IPSX Facilities in order to verify compliance with this Agreement and the Counterparty shall facilitate access to its or their (as the case may be) premises for this purpose. In all cases, as far as reasonably practicable, any audit conducted by IPSX shall not unreasonably interfere with the Counterparty’s or the Authorised Person’s (as the case may be) normal business activities. Where an audit conducted by IPSX pursuant to this clause reveals evidence of a breach of the terms of this Agreement (including a breach of the Minimum Standards), the Counterparty shall promptly on demand reimburse IPSX in full for all reasonable costs incurred by IPSX in conducting that audit and IPSX shall be entitled to immediately suspend the Counterparty’s access to IPSX Facilities and/or terminate this Agreement with immediate effect without liability to the Counterparty. 11.5 Subject to the terms of this Agreement and the IPSX Trading Rules, the IPSX Rules for Prime Issuers and the IPSX Rules for Wholesale Issuers, IPSX shall use reasonable efforts to make available, operate and maintain IPSX Facilities during the term of this Agreement and to permit the Counterparty to access and use IPSX Facilities in accordance with this Agreement and the IPSX Rules for Members, the IPSX Rules for Prime Issuers and the IPSX Rules for Wholesale Issuers. IPSX shall use reasonable efforts promptly to notify the Counterparty of any difficulties experienced by IPSX Facilities or other Counterparties with respect to their access to or use of IPSX Facilities, but only to the extent that IPSX is aware of such difficulties and reasonably determines that they are material to the Counterparty’s access to or use of IPSX Facilities. IPSX shall have no obligation to verify, correct, complete or update any information displayed on IPSX Facilities from time to time except where IPSX is the author of such information. 11.6 IPSX shall have no obligation to provide access to IPSX Facilities, unless the Counterparty has in place satisfactory communications facilities with IPSX Facilities which have been approved by IPSX in writing. 11.7 The Counterparty shall ensure that each Authorised Person is suitably trained and qualified to access and use IPSX Facilities and, where applicable, has the appropriate authorisation to enter into a legally binding transaction on behalf of the Counterparty. 11.8 The Counterparty shall promptly notify IPSX in writing if it becomes aware of: 11.8.1 any material technical failures of or difficulties with IPSX Facilities; or 11.8.2 upon becoming aware of any event which may reasonably constitute a material breach by it or an Authorised Person of its, or their (as the case may be), obligations under this Agreement. 11.9 If IPSX reasonably considers that the Counterparty’s access to IPSX Facilities is causing, or is reasonably likely to cause, technical problems for IPSX Facilities or interference with the access to IPSX Facilities of other IPSX Trading Members, then IPSX may suspend the Counterparty’s access to IPSX Facilities without notice and without liability.

Appears in 2 contracts

Samples: Ipsx Admission Agreement, Ipsx Admission Agreement

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SYSTEM REQUIREMENTS AND MAINTENANCE. 11.1 The Counterparty will, at its own cost and expense, provide all equipment, operating platforms, and software (other than the software provided by IPSX) (“Equipment”) required to use IPSX Facilities. IPSX will communicate to the Counterparty any minimum standards and requirements (including applicable security requirements) (“Minimum Standards”) applicable to such Equipment prior to granting access to IPSX Facilities. The Counterparty shall comply with the Minimum Standards at all times during the term of this Agreement. 11.2 The Counterparty will also provide, at its own cost and expense, all connections from its own computer systems required to access IPSX Facilities. 11.3 IPSX will have no liability for the provision of any such Equipment or connections, nor shall it have any liability for any damage which may be caused thereto or for the loss or corruption of or damage to any data stored or processed by any Equipment. 11.4 On giving reasonable prior notice IPSX may audit the Counterparty’s and each Authorised Person’s use of IPSX Facilities in order to verify compliance with this Agreement and the Counterparty shall facilitate access to its or their (as the case may be) premises for this purpose. In all cases, as far as reasonably practicable, any audit conducted by IPSX shall not unreasonably interfere with the Counterparty’s or the Authorised Person’s (as the case may be) normal business activities. Where an audit conducted by IPSX pursuant to this clause reveals evidence of a breach of the terms of this Agreement (including a breach of the Minimum Standards), the Counterparty shall promptly on demand reimburse IPSX in full for all reasonable costs incurred by IPSX in conducting that audit and IPSX shall be entitled to immediately suspend the Counterparty’s access to IPSX Facilities and/or terminate this Agreement with immediate effect without liability to the Counterparty. 11.5 Subject to the terms of this Agreement and the IPSX Trading Rules, the IPSX Rules for Prime Issuers and the IPSX Rules for Wholesale Issuers, IPSX shall use reasonable efforts to make available, operate and maintain IPSX Facilities during the term of this Agreement and to permit the Counterparty to access and use IPSX Facilities in accordance with this Agreement and the IPSX Rules for Members, the IPSX Rules for Prime Issuers Members and the IPSX Rules for Wholesale Issuers. IPSX shall use reasonable efforts promptly to notify the Counterparty of any difficulties experienced by IPSX Facilities or other Counterparties with respect to their access to or use of IPSX Facilities, but only to the extent that IPSX is aware of such difficulties and reasonably determines that they are material to the Counterparty’s access to or use of IPSX Facilities. IPSX shall have no obligation to verify, correct, complete or update any information displayed on IPSX Facilities from time to time except where IPSX is the author of such information. 11.6 IPSX shall have no obligation to provide access to IPSX Facilities, unless the Counterparty has in place satisfactory communications facilities with IPSX Facilities which have been approved by IPSX in writing. 11.7 The Counterparty shall ensure that each Authorised Person is suitably trained and qualified to access and use IPSX Facilities and, where applicable, has the appropriate authorisation to enter into a legally binding transaction on behalf of the Counterparty. 11.8 The Counterparty shall promptly notify IPSX in writing if it becomes aware of: 11.8.1 any material technical failures of or difficulties with IPSX Facilities; or 11.8.2 upon becoming aware of any event which may reasonably constitute a material breach by it or an Authorised Person of its, or their (as the case may be), obligations under this Agreement. 11.9 If IPSX reasonably considers that the Counterparty’s access to IPSX Facilities is causing, or is reasonably likely to cause, technical problems for IPSX Facilities or interference with the access to IPSX Facilities of other IPSX Trading Members, then IPSX may suspend the Counterparty’s access to IPSX Facilities without notice and without liability.

Appears in 1 contract

Samples: Ipsx Admission Agreement

SYSTEM REQUIREMENTS AND MAINTENANCE. 11.1 The Counterparty will, at its own cost and expense, provide all equipment, operating platforms, and software (other than the software provided by IPSX) (“Equipment”) required to use IPSX Facilities. IPSX will communicate to the Counterparty any minimum standards and requirements (including applicable security requirements) (“Minimum Standards”) applicable to such Equipment prior to granting access to IPSX Facilities. The Counterparty shall comply with the Minimum Standards at all times during the term of this Agreement. 11.2 The Counterparty will also provide, at its own cost and expense, all connections from its own computer systems required to access IPSX Facilities. 11.3 IPSX will have no liability for the provision of any such Equipment or connections, nor shall it have any liability for any damage which may be caused thereto or for the loss or corruption of or damage to any data stored or processed by any Equipment. 11.4 On giving reasonable prior notice IPSX may audit the Counterparty’s and each Authorised Person’s use of IPSX Facilities in order to verify compliance with this Agreement and the Counterparty shall facilitate access to its or their (as the case may be) premises for this purpose. In all cases, as far as reasonably practicable, any audit conducted by IPSX shall not unreasonably interfere with the Counterparty’s or the Authorised Person’s (as the case may be) normal business activities. Where an audit conducted by IPSX pursuant to this clause reveals evidence of a breach of the terms of this Agreement (including a breach of the Minimum Standards), the Counterparty shall promptly on demand reimburse IPSX in full for all reasonable costs incurred by IPSX in conducting that audit and IPSX shall be entitled to immediately suspend the Counterparty’s access to IPSX Facilities and/or terminate this Agreement with immediate effect without liability to the Counterparty. 11.5 Subject to the terms of this Agreement and the IPSX Trading Rules, the Rules and IPSX Rules for Prime Issuers and the IPSX Rules for Wholesale Issuers, IPSX shall use reasonable efforts to make available, operate and maintain IPSX Facilities during the term of this Agreement and to permit the Counterparty to access and use IPSX Facilities in accordance with this Agreement and the IPSX Rules for Members, the Members and IPSX Rules for Prime Issuers and the IPSX Rules for Wholesale Issuers. IPSX shall use reasonable efforts promptly to notify the Counterparty of any difficulties experienced by IPSX Facilities or other Counterparties with respect to their access to or use of IPSX Facilities, but only to the extent that IPSX is aware of such difficulties and reasonably determines that they are material to the Counterparty’s access to or use of IPSX Facilities. IPSX shall have no obligation to verify, correct, complete or update any information displayed on IPSX Facilities from time to time except where IPSX is the author of such information. 11.6 IPSX shall have no obligation to provide access to IPSX Facilities, unless the Counterparty has in place satisfactory communications facilities with IPSX Facilities which have been approved by IPSX in writing. 11.7 The Counterparty shall ensure that each Authorised Person is suitably trained and qualified to access and use IPSX Facilities and, where applicable, has the appropriate authorisation to enter into a legally binding transaction on behalf of the Counterparty. 11.8 The Counterparty shall promptly notify IPSX in writing if it becomes aware of: 11.8.1 any material technical failures of or difficulties with IPSX Facilities; or 11.8.2 upon becoming aware of any event which may reasonably constitute a material breach by it or an Authorised Person of its, or their (as the case may be), obligations under this Agreement. 11.9 If IPSX reasonably considers that the Counterparty’s access to IPSX Facilities is causing, or is reasonably likely to cause, technical problems for IPSX Facilities or interference with the access to IPSX Facilities of other IPSX Trading Members, then IPSX may suspend the Counterparty’s access to IPSX Facilities without notice and without liability.

Appears in 1 contract

Samples: Ipsx Admission Agreement

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SYSTEM REQUIREMENTS AND MAINTENANCE. 11.1 The Counterparty will, at its own cost and expense, provide all equipment, operating platforms, and software (other than the software provided by IPSX) (“Equipment”) required to use IPSX Facilities. IPSX will communicate to the Counterparty any minimum standards and requirements (including applicable security requirements) (“Minimum Standards”) applicable to such Equipment prior to granting access to IPSX Facilities. The Counterparty shall comply with the Minimum Standards at all times during the term of this Agreement.Minimum 11.2 The Counterparty will also provide, at its own cost and expense, all connections from its own computer systems required to access IPSX Facilities. 11.3 IPSX will have no liability for the provision of any such Equipment or connections, nor shall it have any liability for any damage which may be caused thereto or for the loss or corruption of or damage to any data stored or processed by any Equipment. 11.4 On giving reasonable prior notice IPSX may audit the Counterparty’s and each Authorised Person’s use of IPSX Facilities in order to verify compliance with this Agreement and the Counterparty shall facilitate access to its or their (as the case may be) premises for this purpose. In all cases, as far as reasonably practicable, any audit conducted by IPSX shall not unreasonably interfere with the Counterparty’s or the Authorised Person’s (as the case may be) normal business activities. Where an audit conducted by IPSX pursuant to this clause reveals evidence of a breach of the terms of this Agreement (including a breach of the Minimum Standards), the Counterparty shall promptly on demand reimburse IPSX in full for all reasonable costs incurred by IPSX in conducting that audit and IPSX shall be entitled to immediately suspend the Counterparty’s access to IPSX Facilities and/or terminate this Agreement with immediate effect without liability to the Counterparty. 11.5 Subject to the terms of this Agreement and the IPSX Trading Rules, the Rules and IPSX Rules for Prime Issuers and the IPSX Rules for Wholesale Issuers, IPSX shall use reasonable efforts to make available, operate and maintain IPSX Facilities during the term of this Agreement and to permit the Counterparty to access and use IPSX Facilities in accordance with this Agreement and the IPSX Rules for Members, the Members and IPSX Rules for Prime Issuers and the IPSX Rules for Wholesale Issuers. IPSX shall use reasonable efforts promptly to notify the Counterparty of any difficulties experienced by IPSX Facilities or other Counterparties with respect to their access to or use of IPSX Facilities, but only to the extent that IPSX is aware of such difficulties and reasonably determines that they are material to the Counterparty’s access to or use of IPSX Facilities. IPSX shall have no obligation to verify, correct, complete or update any information displayed on IPSX Facilities from time to time except where IPSX is the author of such information. 11.6 IPSX shall have no obligation to provide access to IPSX Facilities, unless the Counterparty has in place satisfactory communications facilities with IPSX Facilities which have been approved by IPSX in writing. 11.7 The Counterparty shall ensure that each Authorised Person is suitably trained and qualified to access and use IPSX Facilities and, where applicable, has the appropriate authorisation to enter into a legally binding transaction on behalf of the Counterparty. 11.8 The Counterparty shall promptly notify IPSX in writing if it becomes aware of: 11.8.1 any material technical failures of or difficulties with IPSX Facilities; or 11.8.2 upon becoming aware of any event which may reasonably constitute a material breach by it or an Authorised Person of its, or their (as the case may be), obligations under this Agreement. 11.9 If IPSX reasonably considers that the Counterparty’s access to IPSX Facilities is causing, or is reasonably likely to cause, technical problems for IPSX Facilities or interference with the access to IPSX Facilities of other IPSX Trading Members, then IPSX may suspend the Counterparty’s access to IPSX Facilities without notice and without liability.

Appears in 1 contract

Samples: Ipsx Admission Agreement

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