The Services Agreement Sample Clauses

The Services Agreement. The Services Agreement has been duly authorized, executed and delivered by the Company and constitutes a valid and legally binding obligation of the Company enforceable against the Company in accordance with its terms, except as enforceability may be limited by applicable bankruptcy, insolvency or similar laws affecting the enforcement of creditors’ rights generally or by equitable principles relating to enforceability.
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The Services Agreement. In witness whereof, the Parties have executed this Service Addendum as of the Effective Date. ACCEPTED AND AGREED: By: Name: Title: By: Name: Title: This University Master Services Agreement (this “Agreement”), dated as of September 8, , 201_7_, (the “Effective Date”) is entered into by and between Unizin, Ltd., a Delaware nonstock corporation (“Unizin”), and [College/University Name](“University”). Unizin and University are referred to herein each as a “Party” and collectively as the “Parties.” ▪ Unizin operates a program that provides digitally enabled educational and other services to colleges and universities (referred to herein as the “Unizin Program”). ▪ University and Unizin are parties to that certain Unizin Membership Agreement dated [_August 8, 2016 ] (“Membership Agreement”) under which the University became a [Founding Member/Associate Member] of Unizin. ▪ University and Unizin are also parties to that certain Unizin Master Data Sharing Agreement. ▪ University wishes to engage Unizin to provide certain services now and in the future in connection with the Unizin Program, and Unizin is willing to provide such services, all as set forth more particularly under the terms and conditions of this Agreement. In accordance with the Membership purpose, the Parties agree as follows:
Sample 1
The Services Agreement. 1.1 These are the terms and conditions on which we supply Services to you. 1.2 The Services provided hereunder are supplied by RNIB using the O2 Network and related systems and infrastructure. For the avoidance of doubt, all rights available to RNIB pursuant to these terms and conditions are also available to be exercised by O2 and vice versa.
Sample 1
The Services Agreement. Date: 11 April 2012 Parties: The Company; and Geely Holding Subject matter: Purchases of processed automobile parts and components by the Group from the Geely Holding Group. During the course of the Services Agreement, the Group may request additional products and services other than the aforesaid services from the Geely Holding Group. The additional products and services, subject to the Geely Holding Group’s ability in providing the requested products and services, will be based on normal commercial terms, conducted on an arm’s length basis and in compliance with the requirements of the Listing Rules. Pricing basis: In respect of the purchases of processed automobile parts and components by the Group, it is a term of the Services Agreement that the purchase price of the processed automobile parts and components shall be based on market price which is no less favorable to the Group than to other independent third parties. If no such market price is available, the purchase price shall be determined based on normal commercial terms and through arm’s length negotiations between the Group and the Geely Holding Group. Term: From 11 April 2012 to 31 December 2014
Sample 1
The Services Agreement. For determining the proposed Caps for the purchases of processed automobile parts and components, the Directors have taken into account the projected units of automobile parts and components to be purchased based on the production budget of the Group for the remaining period of the year ending 31 December 2012 and the two years ending 31 December 2014. As it is expected that there will be a continual improvement in the Group’s product mix towards high-end models, which will require the processed automobile parts and components to be sourced from the Geely Holding Group, together with the increase in demand for these high-end models, the need of processed automobile parts and components for the production of these high-end models are expected to increase gradually in the three years ending 31 December 2014. As compared with the historical transaction amount for the year ended 31 December 2011, the significant increase in the annual cap for the remaining period of the year ending 31 December 2012 was primarily attributable to the inception of more advanced and high-priced processed automobile parts and components from the Geely Holding Group to the Group.
Sample 1
The Services Agreement. As the Geely Holding Group has a strong research team which is capable of processing the processed automobile parts and components according to the specifications of the Group, the Directors are of the view that the Group will benefit from the purchases of processed automobile parts and components from the Geely Holding Group by securing a reliable source of supply of processed automobile parts and components. Given the above, the Directors (including the independent non-executive Directors) are of the view that the terms of the Services Agreement, including its annual caps, are fair and reasonable and in the interests of the Company and the Shareholders as a whole.
Sample 1

Related to The Services Agreement

  • Services Agreement “Services Agreement” shall mean any present or future agreements, either written or oral, between Covered Entity and Business Associate under which Business Associate provides services to Covered Entity which involve the use or disclosure of Protected Health Information. The Services Agreement is amended by and incorporates the terms of this BA Agreement.

  • Master Services Agreement This Agreement is a master agreement governing the relationship between the Parties solely with regard to State Street’s provision of Services to each BTC Recipient under the applicable Service Modules.

  • Transition Services Agreement Seller shall have executed and delivered the Transition Services Agreement.

  • Transitional Services Agreement Seller shall have executed and delivered the Transitional Services Agreement.

  • Administrative Services Agreement The Administrative Services Agreement has been duly authorized, executed and delivered by the Company and is a valid and binding agreement of the Company, enforceable against the Company in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, insolvency, or similar laws affecting creditors’ rights generally from time to time in effect and by equitable principles of general applicability.

  • Management Services Agreement The term "Management Services ----------------------------- Agreement" shall mean this Management Services Agreement by and between Practice and Business Manager and any amendments hereto.

  • Service Agreement Refers to the Contract, Purchase Order or Terms of Service or Terms of Use. Student Data: Student Data includes any data, whether gathered by Provider or provided by LEA or its users, students, or students’ parents/guardians, that is descriptive of the student including, but not limited to,

  • Service Agreements Manager shall negotiate and execute on behalf of Owner such agreements which Manager deems necessary or advisable for the furnishing of utilities, services, concessions and supplies, for the maintenance, repair and operation of the Property and such other agreements which may benefit the Property or be incidental to the matters for which Manager is responsible hereunder.

  • Cooperation Agreement If a Cooperating Institution is appointed, the Fund shall enter into a Cooperation Agreement with the Cooperating Institution setting forth the terms and conditions of its appointment.

  • Transition Agreement In the event of termination of this Agreement in its entirety by AbbVie pursuant to Section 12.3.2 or by Galapagos pursuant to Section 12.2.1, or with respect to one (1) or more countries or other jurisdictions by AbbVie pursuant to Section 12.3 or by Galapagos pursuant to Section 12.2.2(i), Galapagos and AbbVie shall negotiate in good faith the terms and conditions of a written transition agreement (the “Transition Agreement”) pursuant to which AbbVie and Galapagos will effectuate and coordinate a smooth and efficient transition of relevant obligations and rights to Galapagos as reasonably necessary for Galapagos to exercise the licenses granted pursuant to Sections 12.6 or 12.7 after termination of this Agreement (in its entirety or with respect to one (1) or more countries or other jurisdictions, as applicable) as and to the extent set forth in this Article 12. For clarity, AbbVie shall not be required to Manufacture or have Manufactured the Molecules or Products by or on behalf of Galapagos as part of the Transition Agreement. 12.8.1 The Transition Agreement shall provide that in the event of a termination of this Agreement in its entirety by AbbVie pursuant to Section 12.3.2 or by Galapagos in its entirety pursuant to Section 12.2.1, AbbVie shall: (i) where permitted by Applicable Law, transfer to Galapagos all of its right, title, and interest in all Regulatory Documentation then Controlled by AbbVie or its Affiliates or Sublicensees and in its/their name applicable to the Products in the Territory that are the subject of an exclusive license grant in Section 12.6.1(iii); (ii) notify the applicable Regulatory Authorities and take any other action reasonably necessary to effect the transfer set forth in clause (i) above; (iii) if requested by Galapagos and unless expressly prohibited by any Regulatory Authority, transfer control to Galapagos of all Clinical Studies being Conducted by AbbVie or its Affiliates or Sublicensees as of the effective date of termination and continue to Conduct such Clinical Studies, at Galapagos’ cost, for up to […***…] ([…***…]) months to enable such transfer to be completed without interruption of any such Clinical Study; provided, that (a) Galapagos shall not have any obligation to continue any Clinical Study unless required by Applicable Law, and (b) with respect to each Clinical Study for which such transfer is expressly prohibited by the applicable Regulatory Authority, if any, AbbVie shall continue to Conduct such Clinical Study to completion, at Galapagos’ cost; and (iv) assign (or cause its Affiliates or Sublicensees to assign) to Galapagos all agreements with any Third Party with respect to the Conduct of pre-clinical Development activities, Clinical Studies or Manufacturing activities for the Products, including agreements with contract research organizations, clinical sites, and investigators, unless, with respect to any such agreement, (a) Galapagos declines such assignment, or (b) such agreement (1) expressly prohibits such assignment, in which case AbbVie shall cooperate with Galapagos in reasonable respects to secure the consent of the applicable Third Party to such assignment, or (2) covers products covered by Patents Controlled by AbbVie or any of its Affiliates in addition to the Products, in which case AbbVie shall, at Galapagos’ sole cost and expense, cooperate with Galapagos in all reasonable respects to facilitate the execution of a new agreement between Galapagos and the applicable Third Party. 12.8.2 The Transition Agreement shall provide that in the event of a termination of this Agreement with respect to a country or other jurisdiction by AbbVie pursuant to Section 12.3 or by Galapagos pursuant to Section 12.2.2(i) (but not in the case of any termination of this Agreement in its entirety), AbbVie shall: (i) where permitted by Applicable Law, transfer to Galapagos all of its right, title, and interest in all Regulatory Approvals owned by, or in the name of, AbbVie or its Affiliates or Sublicensees, which Regulatory Approvals are solely applicable to the relevant country or jurisdiction and the Products that are the subject of an exclusive license grant in Section 12.7, as such Regulatory Approvals exists as of the effective date of such termination of this Agreement with respect to such relevant country or jurisdiction; provided, that AbbVie retains a license and right of reference under any Regulatory Approval transferred pursuant to this clause as necessary or reasonably useful for AbbVie to Commercialize Products in the Territory, Develop Molecules or Products in support of such Commercialization, or Manufacture Molecules or Products in support of such Development or Commercialization; (ii) notify the applicable Regulatory Authorities and take any other action reasonably necessary to effect the transfer set forth in clause (i) above; (iii) grant Galapagos a right of reference to all Regulatory Documentation then owned by, or in the name of, AbbVie or its Affiliates or Sublicensees, and which Regulatory Documentation is not transferred to Galapagos pursuant to clause (i) above, and is necessary or reasonably useful for Galapagos, any of its Affiliates or sublicensees to Develop or Commercialize in the terminated country or jurisdiction the Product(s) that are the subject of the license grant in Section 12.7 as such Regulatory Documentation exists as of the effective date of such termination of this Agreement with respect to such terminated country or jurisdiction; (iv) if requested by Galapagos and unless expressly prohibited by any Regulatory Authority, transfer control to Galapagos of all Clinical Studies specific to such terminated country(ies) being Conducted by AbbVie or its Affiliates or Sublicensees as of the effective date of termination and continue to Conduct such Clinical Studies, at Galapagos’ cost, for up to […***…] ([…***…]) months to enable such transfer to be completed without interruption of any such Clinical Study; provided, that (a) Galapagos shall not have any obligation to continue any Clinical Study unless required by Applicable Law, and (b) with respect to each Clinical Study for which such transfer is expressly prohibited by the applicable Regulatory Authority, if any, AbbVie shall continue to Conduct such Clinical Study to completion, at Galapagos’ cost; and (v) assign (or cause its Affiliates or Sublicensees to assign) to Galapagos all agreements with any Third Party with respect to the Conduct of Clinical Studies specific to such terminated country(ies), including agreements with contract research organizations, clinical sites, and investigators, unless, with respect to any such agreement, (a) Galapagos declines such assignment, or (b) such agreement (1) expressly prohibits such assignment, in which case AbbVie shall cooperate with Galapagos in reasonable respects to secure the consent of the applicable Third Party to such assignment, or (2) covers products covered by Patents Controlled by AbbVie or any of its Affiliates in addition to the Products, in which case AbbVie shall, at Galapagos’ sole cost and expense, cooperate with Galapagos in all reasonable respects to facilitate the execution of a new agreement between Galapagos and the applicable Third Party.

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