Vendor' General Obligations Sample Clauses

Vendor' General Obligations. 7.1 Vendor shall not use, disclose, reproduce or exploit NEIC Materials except as required for the use of the NEIC Services for itself or its Customers, Vendor shall not disclose specifications to any Customer or other entity, and Vendor shall not make or reproduce excerpts of any NEIC Materials. Vendor further agrees to protect all NEIC Materials in accordance with means which shall be no less protective than the means Vendor then uses to protect its own confidential information and Vendor shall not permit any claims, liens or encumbrances to be created against such Materials. Vendor shall also cooperate with NEIC (at NEIC's expense) in any claim or litigation against third parties that NEIC may determine to be appropriate to protect or enforce NEIC's rights respecting any NEIC Materials or Services. 7.2 Vendor shall use the NEIC Services only in accordance with the procedures, data element standards, formats, codes, protocols and edits set forth in the then relevant Transaction Specifications for the applicable transactions and only to entities specifically identified by NEIC for such purpose in writing or electronically. Vendor shall also maintain data transmitted through the NEIC Services for a period of 30 days from the date of transmittal and retransmit any such data upon request from NEIC given during such 30-day period. 7.3 Vendor shall promptly report to NEIC any performance problems related to the NEIC Services including a description of the circumstances surrounding their occurrence. 7.4 All materials prepared by or on behalf of Vendor that contain any reference to NEIC or any NEIC Services must be approved in writing by NEIC prior to release. In addition, Vendor shall preserve on all copies of NEIC Materials prepared by it or on its behalf with respect to any aspect of the NEIC Services all copyright or trademark notices placed by NEIC on the original of such Materials. 7.5 Vendor shall be solely responsible for acquiring, operating and maintaining the hardware and software required for its use of the NEIC Services. Vendor shall conform to changes in the Transaction Specifications resulting from any non-optional change, feature, enhancement or module of the NEIC Services furnished without charge by NEIC in or to the NEIC Services within the number of days (not less than 90) which NEIC shall designate in the notice regarding such change. All expenses of any nature incurred by Vendor in connection with its use of the NEIC Services or satisfying i...
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Vendor' General Obligations. Except to the extent that the Purchaser requires otherwise in writing, the Vendor shall, to the extent that the same is within their powers, procure that pending Completion: 5.1.1 each Group Company shall carry on its business in the ordinary course so as to maintain that business as a going concern of the Group, as a whole; 5.1.2 each Group Company shall conduct its business in compliance with all applicable legal, regulatory and administrative requirements in any jurisdiction in which each Group Company operates; 5.1.3 the Purchaser shall, upon prior written notice, be allowed access during normal business hours to (a) the books and records of each Group Company, including, without limitation, the statutory books and records, leases, licences, contracts, details of receivables, Tax records, contracts and customer and supplier lists in the possession or control of any Group Company, together with the right to take copies thereof; and (b) the management and premises used by any Group Company; 5.1.4 the Vendor shall procure that each Group Company shall provide all reasonable co-operation to the Purchaser with regard to the management and operations of the Group Companies. The Vendor shall consult with, and shall cause each Group Company to consult with, the Purchaser with respect to any action which is reasonably likely to affect the business of any Group Company in a material respect. The Vendor shall provide, and shall cause the Group Companies to provide, to the Purchaser such information as it may reasonably request in writing for this purpose; 5.1.5 each Group Company shall take all reasonable steps to preserve its assets (including, without limitation, the goodwill of its business); 5.1.6 each Group Company shall take all reasonable steps consistent with past practice to preserve the validity of its Intellectual Property; and 5.1.7 neither the Vendor nor any of its Affiliates shall take any action or cause any omission pending Completion (a) that is reasonably likely to be materially adverse to the relationship of any Group Company with its customers, suppliers, lessor(s), licensor(s) or other business associate whose relationship with such Group Company is material to such Group Company or the Group as a whole; or (b) that is designed to, or causes, any customer, supplier, lessor, licensor or other business associate of any Group Company whose relationship with such Group Company is material to such Group Company or the Group as a whole to terminate...

Related to Vendor' General Obligations

  • Your General Obligations 6.1 Full information You must give us any information we reasonably require for the purposes of this contract. The information must be correct, and you must not mislead or deceive us in relation to any information provided to us. 6.2 Updating information You must tell us promptly if information you have provided to us changes, including if your billing address changes or if your use of energy changes (for example, if you start running a business at the premises).

  • General Obligations 1. Each Party shall apply its measures relating to the provisions of this Chapter in accordance with Article 116 (General Principles) and, in particular, shall expeditiously apply those measures so as to avoid unduly impairing or delaying trade in goods or services or conduct of investment activities under this Agreement. 2. Nothing in this Chapter shall be construed to prevent a Party from applying measures to regulate the entry of natural persons into, or their temporary stay in, its territory, including those measures necessary to protect the integrity of, and to ensure the orderly movement of natural persons across, its borders, provided that such measures are not applied in such a manner as to unduly impair or delay trade in goods or services or conduct of investment activities under this Agreement.

  • General Obligation Except as permitted by Clause 14.2, all Confidential Information shall be held confidential during and after the continuance of this contract and shall not be divulged in any way to any third party without the prior written approval of the other party.

  • General Obligations of the Parties A. Recognition of Higher Education Partner, Promotion, Marketing, and Advertising 1) When reporting and publicizing high school students’ completion of dual credit courses, degrees, or certificates, Xxxxxxx ISD will recognize Collin College as their higher education partner awarding college credit. Both Parties agree not to use the other Party’s name, logo, or likeness in any press release, marketing materials, or other public announcements without receiving prior written approval from an authorized designee. B. Understanding of the Parties 1) Both parties understand the safety and security risks inherent with minors and agree that certain risks may be unforeseeable. Further, the Parties agree that the public safety departments from both Collin College and Xxxxxxx ISD will collaborate to develop and/or review safety and security standards and/or guidelines, including emergency response. 2) In accordance with FERPA, Collin College and Xxxxxxx ISD will protect students’ privacy and guard against the unauthorized release of identifying student information and records, and comply with all applicable requirements of FERPA.

  • Several Obligations No Lender shall be responsible for the failure of any other Lender to make a Loan or to perform any other obligation to be made or performed by such other Lender hereunder, and the failure of any Lender to make a Loan or to perform any other obligation to be made or performed by it hereunder shall not relieve the obligation of any other Lender to make any Loan or to perform any other obligation to be made or performed by such other Lender.

  • Several Obligations; No Liability Notwithstanding that certain of the Loan Documents now or hereafter may have been or will be executed only by or in favor of Agent in its capacity as such, and not by or in favor of the Lenders, any and all obligations on the part of Agent (if any) to make any credit available hereunder shall constitute the several (and not joint) obligations of the respective Lenders on a ratable basis, according to their respective Commitments, to make an amount of such credit not to exceed, in principal amount, at any one time outstanding, the amount of their respective Commitments. Nothing contained herein shall confer upon any Lender any interest in, or subject any Lender to any liability for, or in respect of, the business, assets, profits, losses, or liabilities of any other Lender. Each Lender shall be solely responsible for notifying its Participants of any matters relating to the Loan Documents to the extent any such notice may be required, and no Lender shall have any obligation, duty, or liability to any Participant of any other Lender. Except as provided in Section 15.7, no member of the Lender Group shall have any liability for the acts of any other member of the Lender Group. No Lender shall be responsible to any Borrower or any other Person for any failure by any other Lender (or Bank Product Provider) to fulfill its obligations to make credit available hereunder, nor to advance for such Lender (or Bank Product Provider) or on its behalf, nor to take any other action on behalf of such Lender (or Bank Product Provider) hereunder or in connection with the financing contemplated herein.

  • Several Obligations; Remedies Independent The failure of any Lender to make any Loan to be made by it on the date specified therefor shall not relieve any other Lender of its obligation to make its Loan on such date, but neither any Lender nor any Agent shall be responsible for the failure of any other Lender to make a Loan to be made by such other Lender, and (except as otherwise provided in Section 4.6 hereof) no Lender shall have any obligation to any Agent or any other Lender for the failure by such Lender to make any Loan required to be made by such Lender. The amounts payable by the Company at any time hereunder and under the Note to each Lender shall be a separate and independent debt and each Lender shall be entitled to protect and enforce its rights arising out of this Agreement and the Notes, and it shall not be necessary for any other Lender or any Agent to consent to, or be joined as an additional party in, any proceedings for such purposes.

  • Borrowings; Several Obligations Each Loan shall be made as part of a Borrowing consisting of Loans made by the Lenders ratably in accordance with their respective Commitments. The failure of any Lender to make any Loan required to be made by it shall not relieve any other Lender of its obligations hereunder; provided that the Commitments are several and no Lender shall be responsible for any other Lender’s failure to make Loans as required.

  • Joint and Several Obligations Except as otherwise stated herein, the obligations of NYISO, Developer and Connecting Transmission Owner are several, and are neither joint nor joint and several.

  • General Overview 2.1.1 If DTI requires maintenance for its local service customers, DTI will initiate a request for repair (sometimes referred to as a "trouble report") by calling GTE's Customer Care Repair Center. During this call, GTE service representatives will verify that the end-user is DTI customer and will then obtain the necessary information from DTI to process the trouble report. While DTI representatives are still on the line, GTE personnel will perform an initial analysis of the problem and remote line testing for resale services. If engineered services are involved, the call will be made to the GTE SSCC for handling. If no engineering is required and the line testing reveals that the trouble can be repaired remotely, GTE personnel will correct the problem and close the trouble report while DTI representatives are still on the line. If on-line resolution is not possible, GTE personnel will provide DTI representatives a commitment time for repair, and the GTE personnel then will enter the trouble ticket into the GTE service dispatch queue. DTI's repair service commitment times will be within the same intervals as GTE provides to its own end users. Maintenance and repair of GTE facilities is the responsibility of GTE and will be performed at no incremental charge to DTI. If, as a result of DTI-initiated trouble report, trouble is found to be the responsibility of DTI (e.g., non-network cause) GTE will charge DTI for trouble isolation. DTI will have the ability to report trouble for its end users to appropriate trouble reporting centers 24 hours a day, 7 days a week. DTI will be assigned a customer contact center when initial service agreements are made.

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