Third Party Vendor Costs Sample Clauses

Third Party Vendor Costs. In order to provide the Services, the Parties acknowledge and agree that it may be necessary for a Service Provider to pay third party suppliers or vendors incremental or other costs and expenses or new costs or expenses, other than and in addition to the costs and expenses payable to third party suppliers or vendors expressly described in Schedules or Transition Plans, incidental to providing the Services, including programming fees, maintenance fees, initiation and set up costs and license fees and costs associated with any third party intellectual property (all such costs and expenses, the “Third Party Vendor Costs”). Unless specified otherwise in the applicable Schedule(s), all such amounts shall be included in the amounts payable by the Party receiving the applicable Services pursuant to Section 3.02.
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Third Party Vendor Costs. In order to provide the Transition Services, the parties acknowledge and agree that it may be necessary for Supplier to pay third-party suppliers or vendors (“Third-Party Vendors”) incremental or other costs and expenses or new costs or expenses incidental to Supplier’s providing transition support for the Buyers, including without limitation, product and service fees, programming fees, Taxes, maintenance fees, initiation and set-up costs and license fees and costs (including attorney’s fees) associated with any obtaining licenses, approvals, waivers or rights relating to Third-Party Intellectual Property as described in Article V. Collectively such incremental costs and expenses payable to third parties described in the preceding sentence are “Third-Party Vendor Costs”. Third-Party Vendor Costs associated with Schedule A Services shall be paid by Supplier. Third-Party Vendor Costs associated with Schedule C and Schedule D Services are in addition to the Schedule C and Schedule D Fees described in Section 2.1(c) and 2.1(d) and are payable by Buyers or FairPoint to Supplier pursuant to Article VI.
Third Party Vendor Costs. In order to provide the Transition Services, the parties acknowledge and agree that it may be necessary for Supplier to pay third party suppliers or vendors incremental or other costs and expenses or new costs or expenses incidental to Supplier’s providing transition support for SpinCo, including without limitation, programming fees, Taxes, maintenance fees, initiation and set up costs and license fees and costs associated with any third party intellectual property (such fees, the “Supplier License Fees” and collectively with all other amounts referred to in this Section 2.2, the “Third Party Vendor Costs”). Such amounts shall be included in the amounts payable to Supplier pursuant to Article V.
Third Party Vendor Costs. In order to provide the Transition Services, the parties acknowledge and agree that it may be necessary for Supplier to pay third party suppliers or vendors incremental or other costs and expenses or new costs or expenses incidental to Supplier’s providing transition support for the Surviving Corporation, including without limitation, programming fees, Taxes, maintenance fees, initiation and set up costs and license fees and costs associated with any Approved Third Party Intellectual Property as described in Article V (such fees, the “Supplier License Fees” and collectively with all other amounts referred to in this Section 2.2, the “Third Party Vendor Costs”). Such amounts shall be included in the amounts payable to Supplier pursuant to Article VI, provided that in the event that Third Party Vendor Costs (excluding Taxes and Supplier License Fees) total $5,000,000 in the aggregate under this Agreement, Supplier shall promptly notify Surviving Corporation of such amounts and if Surviving Corporation refuses to include all amounts in excess of such $5,000,000 in Third Party Vendor Costs (excluding Taxes and Supplier License Fees), Supplier may cease to procure services on behalf of the Surviving Corporation that incur such Third Party Vendor Costs; provided further that if Surviving Corporation approves such Third Party Vendor Costs (excluding Taxes and Supplier License Fees) in excess of $5,000,000 in the aggregate, then Supplier shall promptly notify Surviving Corporation in the event that Third Party Vendor Costs (excluding Taxes and Supplier License Fees) in excess of such $5,000,000 in the aggregate under this Agreement total $1,500,000, and thereafter in such $1,500,000 intervals. If Surviving Corporation refuses to include all amounts in excess of any such $1,500,000 interval in Third Party Vendor Costs (excluding Taxes and Supplier License Fees), Supplier may cease to procure services on behalf of the Surviving Corporation that incur such Third Party Vendor Costs.
Third Party Vendor Costs. Cost associated with third party contracts may be passed on to the JV so long as those vendor services are used by the fund directly or, if those vendor services are used by multiple departments, then such costs will be allocated on a reasonable basis. Third party vendor costs may be allocated as part of hourly or monthly employee rates and if so, must be identified and accounted for in the monthly survey. In no event can third party vendor cost/expenses be double billed. Generally speaking, services billed to JHYT that benefit both Jxxxxxxxx XX primary business and JHYT’s secondary business shall be allocated on a 20/80 primary/secondary basis.

Related to Third Party Vendor Costs

  • Third Party Vendors Nothing herein shall impose any duty upon DST in connection with or make DST liable for the actions or omissions to act of the following types of unaffiliated third parties: (a) courier and mail services including but not limited to Airborne Services, Federal Express, UPS and the U.S. Mails, (b) telecommunications companies including but not limited to AT&T, Sprint, MCI and other delivery, telecommunications and other such companies not under the party’s reasonable control, and (c) third parties not under the party’s reasonable control or subcontract relationship providing services to the financial industry generally, such as, by way of example and not limitation, the National Securities Clearing Corporation (processing and settlement services), Fund custodian banks (custody and fund accounting services) and administrators (blue sky and Fund administration services), and national database providers such as Choice Point, Acxiom, TransUnion or Lexis/Nexis and any replacements thereof or similar entities, provided, if DST selected such company, DST shall have exercised due care in selecting the same. Such third party vendors shall not be deemed, and are not, subcontractors for purposes of this Agreement.

  • Third Party Contractors Tenant shall obtain and deliver to Landlord, Third Party Contractor’s certificates of insurance and applicable endorsements at least seven (7) business days prior to the commencement of work in or about the Premises by any vendor or any other third-party contractor (collectively, a “Third Party Contractor”). All such insurance shall (a) name Landlord as an additional insured under such party’s liability policies as required by Section 10.3.1 above and this Section 10.6, (b) provide a waiver of subrogation in favor of Landlord under such Third Party Contractor’s commercial general liability insurance, (c) be primary and any insurance carried by Landlord shall be excess and non-contributing, and (d) comply with Landlord’s minimum insurance requirements.

  • Third Party Content Certain of the Service Content may be owned by third parties, as may be designated within the Services from time to time (“Third Party Content”). Our inclusion of any Third Party Content is not an endorsement of such content and we disclaim a l representations and warranties with respect to such Third Party Content in its entirety. Additiona ly, the Services may contain links to other Internet websites and services owned by third parties (“Third Party Services”). Any use of Third Party Services is at your own risk and subject to the terms of use with respect to such Third Party Services. We have no control over Third Party Services, and we disclaim a l representations and warranties with respect to such Third Party Services in their entirety. Any transactions you undertake with Third Party Services, including payment transactions, are solely between you and the applicable Third Party Services. You understand and agree that under no circumstances sha l we be responsible for or liable to anyone in connection with your use of Third Party Services and any transactions conducted with such Third Party Services. You agree to direct any questions, complaints, or claims related to a Third Party Service to such Third Party Service.

  • Third Party Payments Neither the Advisor nor any of its officers, directors, employees or stockholders shall receive any commissions, compensation, remuneration or payments whatsoever from any broker with which the Company carries an account for transactions executed in the Company’s account. The parties acknowledge that a familial relationship of any of the foregoing persons may receive floor brokerage commissions in respect of trades effected pursuant to the Advisor’s Trading Approach on behalf of the Company, which payment shall not violate the preceding sentence.

  • Third Party Services Any services required for or contemplated by the performance of the above-referenced services by the Administrator to be provided by unaffiliated third parties (including independent auditors’ fees and counsel fees) may, if provided for or otherwise contemplated by the Financing Order and if the Issuer deems it necessary or desirable, be arranged by the Issuer or by the Administrator at the direction (which may be general or specific) of the Issuer. Costs and expenses associated with the contracting for such third-party professional services may be paid directly by the Issuer or paid by the Administrator and reimbursed by the Issuer in accordance with Section 2, or otherwise as the Administrator and the Issuer may mutually arrange.

  • Third Party Data Any statistical, industry-related and market-related data, which are included in the Disclosure Package and the Prospectus, is based on or derived from sources that the Company reasonably and in good faith believes to be reliable and accurate, and such data agrees with the sources from which it is derived, and the Company has obtained the written consent for the use of such data from such sources to the extent required.

  • Third Party Contracts From the Effective Date through and including the Closing Date, Seller agrees to enter into only those third-party contracts which are necessary to carry out its obligations under Section 5.2, which shall be on market terms and cancellable on thirty (30) days written notice or less, without payment of any fee or penalty. Copies of all such contracts so entered into by Seller shall be promptly provided by Seller to Purchaser.

  • Third Party Royalties Each party shall be responsible for all of its own costs of commercializing Products or licensing Intellectual Property Rights, including any payments to Third Parties for work done by such Third Parties or for licenses necessary for the manufacture, sale, or use of Products by a party or its Affiliates or sublicensees.

  • Third Party Providers Except for those terms and conditions that specifically apply to Third Party Providers, under no circumstances shall any other person be considered a third party beneficiary of this Agreement or otherwise entitled to any rights or remedies under this Agreement. Except as may be provided in Third Party Agreements, Company shall have no rights or remedies against Third Party Providers, Third Party Providers shall have no liability of any nature to the Company, and the aggregate cumulative liability of all Third Party Providers to the Company shall be $1.

  • Third Party Service Providers Unless otherwise prohibited by Apple in the Documentation or this Agreement, You are permitted to employ or retain a third party (“Service Provider”) to assist You in using the Apple Software and Services provided pursuant to this Agreement, including, but not limited to, engaging any such Service Provider to maintain and administer Your Applications’ servers on Your behalf, provided that any such Service Provider’s use of the Apple Software and Services or any materials associated therewith is done solely on Your behalf and only in accordance with these terms. Notwithstanding the foregoing, You may not use a Service Provider to submit an Application to the App Store or use TestFlight on Your behalf. You agree to have a binding written agreement with Your Service Provider with terms at least as restrictive and protective of Apple as those set forth herein. Any actions undertaken by any such Service Provider in relation to Your Applications or use of the Apple Software or Apple Services and/or arising out of this Agreement shall be deemed to have been taken by You, and You (in addition to the Service Provider) shall be responsible to Apple for all such actions (or any inactions). In the event of any actions or inactions by the Service Provider that would constitute a violation of this Agreement or otherwise cause any harm, Apple reserves the right to require You to cease using such Service Provider.

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