THE LICENSOR'S UNDERTAKINGS Sample Clauses

THE LICENSOR'S UNDERTAKINGS. The Licensor shall: 5.1 Warrant to the Licensee and the Member Institutions that the total downtime directly attributable to the Server supporting the Licensed Materials will amount to less than the equivalent of one full day in any given calendar month. In the event that the total downtime exceeds this amount, the Licensor will make appropriate restitution, such as providing a special discount equivalent to the amount of the excessive downtime to the product on the next renewal, extending the license term, or providing a refund. 5.2 Give prompt notice to the Licensee and the Member Institutions of any additions, modifications to, or deletions of the Licensed Material. Failure by the Licensor to provide such reasonable notice shall be grounds for immediate termination of the Agreement by the Licensee and the Member Institutions. If any modifications render the Licensed Materials less useful to the Member Institutions, the Licensee and the Member Institutions may treat such modifications as a material breach under sections 7.2 and 7.3 of this Agreement. 5.3 Notice of the Use of Digital Rights Management Technology. In the event that Licensor utilizes any type of digital rights management technology to control the access to usage of Licensed Materials, Licensor agrees to notify Licensee of the name, contact information and any technical specifications for the digital rights management technology utilized. In no event may such Digital Rights Management Technology be used in such a way as to limit the usage rights of a Licensee, Member Institutions or any Authorized User as specified in this Agreement or under applicable law. 5.4 Notice of the Use of Digital Watermarking Technology. If Licensor utilizes any type of digital watermarking technology for any element of the Licensed Materials, Licensor agrees that watermarks will not be visible to the human eye and will not degrade image quality. These watermarks shall not contain information pertaining to Member Institutions or Authorized Users such as account numbers or IP addresses. If digital watermarking technology is used, Licensor agrees to notify the Licensee, in advance, of the name, contact information, and any technical specifications for the technology used.

THE LICENSOR'S UNDERTAKINGS. The Licensor agrees and undertakes subject always to circumstances beyond its control:- 4.1 To provide and make available for use up to [ ] Non-Dedicated Desks (‘the Initial Desk Number) in accordance with the terms of this Licence the exact number of required Non-Dedicated Desks to be agreed between the parties on the date hereof and thereafter: 4.1.1 on each anniversary of this Licence (the Licensee having provided the Licensor with a forecast of the anticipated need for Non-Dedicated Desks and anticipated number of Dual Contract Employees for the coming year such forecast to be provided not less than 3 months prior to each anniversary of this Licence); or 4.1.2 upon any part of the Services Agreement being terminated resulting in a reduction in need for the agreed number Non-Dedicated Desks in the absence of such agreement such number as the Licensor (acting reasonably) shall determine; 4.2 If so requested in writing by the Licensee at any time in the first year of this Licence to provide up to [13/14] additional Non-Dedicated Desks (being 10% of the Initial Desk Number) 4.3 At the end of each year of this Licence to agree with the Licensee the actual number of Non-Dedicated Desks used by the Licensee in that year (or in the absence of such agreement such number as the Licensor (acting reasonably) determines) and shall as soon practicable thereafter shall: 4.3.1 raise a charge for any additional Licence Fee due from the Licensee for that year; or 4.3.2 reimburse the Licensee for any over-payment of the Licence Fee in that year as the case may be; 4.4 To maintain and repair the structure and exterior of the Building; 4.5 To provide the Equipment and the Facilities and Services; 4.6 To pay all insurance premiums, general rates and water rates in respect of the Premises but excluding any insurance cover in respect of the use and occupation of the Premises by the Licensee’s members, officers, employees and visitors and the Licensee’s furniture, equipment, goods or chattels; 4.7 To maintain a sufficient supply of electrical power, heating, water and all other necessary services to the Premises, and to pay all charges in respect thereof; 4.8 To provide access to the Non-Dedicated Desks, Parking Spaces, Staff Facilities, Meeting Rooms, Service Rooms and the Access Ways for the Licensee at all times during the Designated Hours provided always that the Licensor may at its sole discretion consent to any request from the Licensee for access at other times subject ...

THE LICENSOR'S UNDERTAKINGS. The Licensor shall: 5.1 Warrant to the Licensee and the Member Institutions that the total downtime directly attributable to the Server supporting the Licensed Materials will amount to less than the equivalent of one full day in any given calendar month. In the event that the total downtime exceeds this amount, the Licensor will make appropriate restitution, such as providing a special discount equivalent to the amount of the excessive downtime to the product on the next renewal, extending the license term, or providing a refund. 5.2 Be permitted to may amend, enhance, add to, withdraw, or otherwise change Licensed Materials and feature functionality within the portal without notice. Such modifications shall be effective immediately. Licensee shall have the right to terminate this Agreement if any such change to the Licensed Materials results in a material decrease in functionality.

THE LICENSOR'S UNDERTAKINGS. The Licensor shall: 6.1 Warrant to the Licensee and the Member Institutions that the total downtime directly attributable to the Server supporting the Licensed Materials will amount to less than the equivalent of one full day in any given calendar month. In the event that the total downtime exceeds this amount, the Licensor will make appropriate restitution, such as extending or offering months of access. 6.2 Give prompt notice to the Licensee and the Member Institutions of any additions, modifications to, or deletions of the Licensed Material. Failure by the Licensor to provide such reasonable notice shall be grounds for immediate termination of the Agreement by the Licensee and the Member Institutions. If any modifications render the Licensed Materials less useful to the Member Institutions, the Licensee and the Member Institutions may treat such modifications as a material breach under sections 7.2 and 7.3 of this Agreement.

THE LICENSOR'S UNDERTAKINGS. The Licensor shall: 5.1 Warrant to the Licensee and the Member Institutions that it shall use commercially reasonable efforts to ensure that the total downtime directly attributable to the Server supporting the Licensed Materials will amount to less than the equivalent of one full day in any given calendar month. In the event that the total downtime exceeds this amount, as Licensee’s and the Member Institutions’ sole remedy, the Licensor extend the license term for an amount equal to the amount that the downtime attributable to the Server supporting the Licensed Material is in excess of one full day. 5.2 not delete any the Licensed Material. Any new additions to the Licensed Material must be specifically subscribed to by a Member Institution via the following link: xxxx://xxxxxxxx.xxx.xx/xxxxxxxxx.xxx.xx~availableupdates~web/UpdateServices.action. 5.3 Notice of the Use of Digital Rights Management Technology. Licensor hereby notify each Licensee that it uses digital rights management technology to control the access to usage of the Licensed Materials in accordance with Exhibit 1 under “DRM”. In no event may such Digital Rights Management Technology be used in such a way as to limit the usage rights of a Licensee, Member Institutions or any Authorized User as specified in this Agreement or under applicable law. 5.4 Notice of the Use of Digital Watermarking Technology Licensor hereby notifies Licensee that digital water technology is applied to the Licensed Materials in accordance with Exhibit 1 under “CSA Watermarking”. 5.5 The Licensor will provide training to library administrators at the Member Institutions only (but not other individual Authorized Users) and will assist such library administrators with using the user interface, including creating links to individual standards or parts of standards.

THE LICENSOR'S UNDERTAKINGS. The Licensor shall: 5.1 QUALITY OF SERVICE. Use reasonable efforts to ensure that Licensor’s servers have sufficient capacity and rate of connectivity to support the usage of Member Institutions at a level commensurate with the standards of availability for information services of similar scope operating via the World Wide Web, as such standards evolve from time to time over the term of this Agreement. Warrant to the Licensee and the Member Institutions that the total downtime directly attributable to the Server supporting the Licensed Materials will amount to less than the equivalent of one full day in any given calendar month. In the event that the total downtime exceeds this amount, the Licensor will make appropriate restitution, such as providing a special discount equivalent to the amount of the excessive downtime to the product on the next renewal, extending the license term, or providing a refund. 5.2 CHANGES TO LICENSED MATERIALS. Licensor may amend, enhance, add to, withdraw, or otherwise change Licensed Materials, and feature functionality within the Licensed Materials without notice. Such modifications shall be effective immediately. Licensee shall have the right to terminate this Agreement if any such change to Licensed Materials results in a material decrease in functionality.

THE LICENSOR'S UNDERTAKINGS. The Licensor agrees and undertakes subject always to circumstances beyond its control:- 4.1.1 To maintain and repair the structure and exterior of the Designated Offices (or in the case of leased Premises procure the landlord of the Licensor to comply with its obligations) Provided that in complying herewith the Licensor may pay due regard to its planned maintenance programme and may also omit any works reasonably considered uneconomic having regard to the life expectancy of the Premises and proposals for development;

THE LICENSOR'S UNDERTAKINGS. 6.1 The Licensor undertakes to supply regular updates to the Software to the Licensee.

THE LICENSOR'S UNDERTAKINGS. 6.1 We undertake to supply regular updates to the Software to you.

THE LICENSOR'S UNDERTAKINGS. The Licensor shall: 5.1 Warrant to the Consortium that the total downtime directly attributable to the Server supporting the Licensed Materials will amount to less than the equivalent of one full day in any given calendar month. In the event that the total downtime exceeds this amount, the Licensor will make appropriate restitution, such as providing a special discount equivalent to the amount of the excessive downtime to the product on the next renewal, extending the license term, or providing a refund. 5.2 Give prompt notice to the Consortium of any additions, modifications to, or deletions of the Licensed Material. Failure by the Licensor to provide such reasonable notice shall be grounds for immediate termination of the Agreement by the Consortium. If any modifications render the Licensed Materials less useful to the Consortium or its Members, the Consortium may treat such modifications as a material breach under sections 7.2 and 7.3 of this Agreement.