Common use of Training and Assistance Clause in Contracts

Training and Assistance. In order to assist SSG in its evaluation ----------------------- and/or use of InterTrust Technology products, the InterTrust Dedicated Personnel (as defined in Section 3.3(d)) shall provide to SSG account management, at no further cost to SSG and subject to applicable terms and conditions of this Agreement, training, consulting, relationship assistance, project management, and other assistance directly related thereto ("Assistance") [*]. Such Dedicated Personnel shall provide up to ---------- two thousand (2,000) hours per annum of such Assistance, as described in Section 3.3(d) hereof, so long as SSG is entitled to favorable treatment under this Article 3. InterTrust shall further provide, as may be requested by SSG, up to one hundred (100) hours of Assistance by persons other than the Dedicated Personnel for general training and support purposes. All such Assistance will be measured based upon InterTrust's man-hours expended (excluding time expended to travel or perform administrative tasks related to the relationship), and shall be subject to reasonable agreement between the Parties on scheduling, availability of resources and related matters. As appropriate, such Assistance may include certain training sessions to which certain other InterTrust licensees (in addition to SSG) may be invited to attend. In such an event, InterTrust will notify SSG in advance of such other participants. SSG shall be responsible for all expenses incurred by SSG's personnel in traveling to and attending any training and support meetings. In the event InterTrust's personnel travel from InterTrust's facilities (upon InterTrust's and SSG's mutual agreement), SSG shall reimburse InterTrust for all actual and reasonable travel, living and out-of-pocket expenses incurred by InterTrust's personnel based on SSG's standard policies and procedures for reimbursement of its independent contractors and its own employees.

Appears in 2 contracts

Samples: License Agreement (Intertrust Technologies Corp), License Agreement (Intertrust Technologies Corp)

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Training and Assistance. In order to assist SSG NatWest in its evaluation ----------------------- and/or use of ----------------------- InterTrust Technology productsTechnology, the InterTrust Dedicated Personnel (as defined in Section 3.3(d)) shall provide to SSG account managementNatWest, at no further cost to SSG and subject to applicable terms and conditions of this Agreement, reasonable training, consulting, relationship assistance, project managementsupport, and other consulting assistance directly related thereto rendered by appropriately qualified, trained and experienced personnel ("Assistance") ). Up to a limit of [*]. Such Dedicated Personnel shall provide up to ---------- two thousand (2,000) ] hours per annum of such Assistance, as described in Section 3.3(d) hereof, so long as SSG is entitled to favorable treatment under this Article 3. InterTrust shall further provide, as may be requested by SSG, up to one hundred (100) hours of Assistance by persons other than the Dedicated Personnel for general training and support purposes. All ---------- such Assistance will shall be made available to NatWest during the Support Period. Such Assistance shall be measured based upon InterTrust's manperson-hours expended (excluding expended, shall exclude de minimus ad hoc communications and time expended to travel or perform spent on ----------------- administrative tasks related to the relationship)tasks, and shall be subject to reasonable agreement between the Parties on scheduling, scheduling and availability of resources resources. Assistance shall include: (i) lecture and hands-on training at InterTrust's facility (unless otherwise agreed by the Parties) for up to [*] NatWest personnel; and (ii) access via e-mail, telephone, and/or video teleconferencing to InterTrust's support personnel, consistent with applicable U.S. software industry practices and the foregoing. NatWest shall have access to InterTrust's automated technical support website in a manner no less favorable than InterTrust provides to any other Core Partner. In addition, and as set forth in Section 2.2((d)), InterTrust shall designate a support engineer as NatWest's primary contact for technical support related matters. As appropriate, such Assistance may include certain training sessions to which certain other InterTrust licensees (in addition to SSG) may be invited to attend. In such an event, InterTrust will notify SSG in advance of such other participants. SSG NatWest shall be responsible for all expenses incurred by SSGNatWest's personnel in traveling to and attending any training and support meetings. In the event InterTrust's personnel travel from InterTrust's facilities in connection with the provisions of such Assistance (upon InterTrust's and SSGNatWest's mutual agreementagreement approving such travel), SSG NatWest shall promptly reimburse InterTrust for all actual and reasonable travel, living and out-of-pocket travel expenses incurred by InterTrust's personnel based on SSG's standard policies personnel. During the Support Period, InterTrust shall make Assistance available to NatWest in support of at least the then-current version of Commerce 1.X and procedures for reimbursement of its independent contractors Enterprise 1.X as provided to NatWest by InterTrust, and its own employeesthose versions distributable in accordance with InterTrust Specifications, all in accordance with Sections 2.2((a)) and 2.2((b)) hereof, and consistent with Section 4.1((b)) hereof.

Appears in 1 contract

Samples: Agreement (Intertrust Technologies Corp)

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Training and Assistance. In order to assist SSG in its evaluation ----------------------- and/or use of InterTrust Technology products, the InterTrust Dedicated Personnel (as defined in Section 3.3(d)) shall provide to SSG account management, at no further cost [*] to SSG and subject to applicable terms and conditions of this Agreement, training, consulting, relationship assistance, project management, and other assistance directly related thereto ("Assistance") ---------- [*]. Such Dedicated Personnel shall provide up to ---------- two thousand [*] (2,000[*]) hours per annum of such Assistance, as described in Section 3.3(d) hereof, so long as SSG is entitled to favorable treatment under this Article 3. InterTrust shall further provide, as may be requested by SSG, up to one hundred [*] (100[*]) hours of Assistance by persons other than the Dedicated Personnel for general training and support purposes. All such Assistance will be measured based upon InterTrust's man-hours expended (excluding time expended to travel or perform administrative tasks related to the relationship), and shall be subject to reasonable agreement between the Parties on scheduling, availability of resources and related matters. As appropriate, such Assistance may include certain training sessions to which certain other InterTrust licensees (in addition to SSG) may be invited to attend. In such an event, InterTrust will notify SSG in advance of such other participants. SSG shall be responsible for all expenses incurred by SSG's personnel in traveling to and attending any training and support meetings. In the event InterTrust's personnel travel from InterTrust's facilities (upon InterTrust's and SSG's mutual agreement), SSG shall reimburse InterTrust for all actual and reasonable travel, living and out-of-pocket expenses incurred by InterTrust's personnel based on SSG's standard policies and procedures for reimbursement of its independent contractors and its own employees.

Appears in 1 contract

Samples: Technology Development and License Agreement (Intertrust Technologies Corp)

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