WorldCom BTAs Sample Clauses

WorldCom BTAs. The failure or inability of the Partitioned BTAs to be transferred to Purchaser at the Closing as a result of a breach by Purchaser of its obligations under the WorldCom BTA Agreements or the Agreement to Assign Certain Basic Trading Area Licenses dated October 17, 2003 by and among Nucentrix, Nucentrix Spectrum Resources, Inc. 45 and Purchaser, shall not (i) constitute the breach of any representation, warranty or covenant of Sellers or Purchaser hereunder; (ii) give rise to the failure of any condition set forth in Article VIII, including Section 8.02(a), (b), (d) and (g); (iii) entitle any party hereto to terminate this Agreement, or (iv) result in any adjustment to the Purchase Price pursuant to Schedule 3.01.
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WorldCom BTAs. If the WorldCom BTA Application has been filed with the FCC either as a new application or as a result of bifurcating the FCC Assignment Application, and all of the conditions to Closing have been satisfied or waived (or would, if the Closing were as of the date of measurement, be satisfied or waived) except for the conditions set forth in Sections 8.02(i) and 8.03(e) hereof, then, upon the giving of written notice by Purchaser to Nucentrix, the Partitioned BTAs will be deemed Excluded Assets, the Purchase Price will be reduced by $1,300,000.00, the conditions set forth in Sections 8.02(i) and 8.03(e) hereof will be deemed satisfied and Sellers and Purchaser will cooperate to, and Sellers will, either (A) remove Purchaser as an applicant or party to the WorldCom BTA Application, including removing Purchaser's name from such application, or (B) withdraw the WorldCom BTA Application in its entirety.

Related to WorldCom BTAs

  • DTC DIRECT REGISTRATION SYSTEM AND PROFILE MODIFICATION SYSTEM (a) Notwithstanding the provisions of Section 2.4 of the Deposit Agreement, the parties acknowledge that DTC’s Direct Registration System (“DRS”) and Profile Modification System (“Profile”) apply to the American Depositary Shares upon acceptance thereof to DRS by DTC. DRS is the system administered by DTC that facilitates interchange between registered holding of uncertificated securities and holding of security entitlements in those securities through DTC and a DTC participant. Profile is a required feature of DRS that allows a DTC participant, claiming to act on behalf of an Owner of American Depositary Shares, to direct the Depositary to register a transfer of those American Depositary Shares to DTC or its nominee and to deliver those American Depositary Shares to the DTC account of that DTC participant without receipt by the Depositary of prior authorization from the Owner to register that transfer.

  • System and Data Access Services a.System. Subject to the terms and conditions of this Addendum and solely for the purpose of providing access to Fund Data as set forth herein, State Street hereby agrees to provide the Fund, or certain third parties approved by State Street that serve as the Fund`s investment advisors, investment managers or fund accountants (the "Fund Accountants") or as the Fund`s independent auditors (the "Auditor"), with access to State Street`s Multicurrency HORIZONR Accounting System and the other information systems described in Attachment A (collectively, the "System") on a remote basis solely on the computer hardware, system software and telecommunication links described in Attachment B (the "Designated Configuration") or on any designated substitute or back-up equipment configuration consented to in writing by State Street, such consent not to be unreasonably withheld.

  • Year 2000 Compatibility Borrower shall take all action necessary to assure that Borrower's computer based systems are able to operate and effectively process data including dates on and after January 1, 2000. At the request of Bank, Borrower shall provide Bank assurance acceptable to Bank of Borrower's Year 2000 compatibility.

  • HORIZONR Gateway HORIZONR Gateway provides customers with the ability to (i) generate reports using information maintained on the Multicurrency HORIZONR Accounting System which may be viewed or printed at the customer’s location; (ii) extract and download data from the Multicurrency HORIZONR Accounting System; and (iii) access previous day and historical data. The following information which may be accessed for these purposes: 1) holdings; 2) holdings pricing; 3) transactions, 4) open trades; 5) income; 6) general ledger and 7) cash.

  • Comverge Comverge hereby represents and warrants the following:

  • Transactional Services The Service Provider shall communicate to its Customers, as to shares of the Fund, purchase, redemption and exchange orders reflecting the orders it receives from its Customers or from any brokers and banks for their Customers. The Service Provider shall also communicate to beneficial owners holding through it, and to any brokers or banks for beneficial owners holding through them, as to shares of the Fund, mergers, splits and other reorganization activities, and require any broker or bank to communicate such information to its Customers.

  • Compatibility The Spacecraft Bus shall be compatible with standard GPS interfaces as defined in [**Redacted**].

  • Data Access Services State Street agrees to make available to the Fund the Data Access Services subject to the terms and conditions of this Addendum and such data access operating standards and procedures as may be issued by State Street from time to time. The Fund shall be able to access the System to (i) originate electronic instructions to State Street in order to (a) effect the transfer or movement of cash or securities held under custody by State Street or (b) transmit accounting or other information (the transactions described in (i)(a) and (i)(b) above are referred to herein as “Client Originated Electronic Financial Instructions”), and (ii) access data for the purpose of reporting and analysis, which shall all be deemed to be Data Access Services for purposes of this Addendum.

  • Call Center Services Answer telephone inquiries during mutually agreed upon hours each day on which the Fund is open for trading. In the event that the Fund plans to be open on a business day when the New York Stock Exchange is to be closed, the Fund shall provide the Transfer Agent with reasonable advance notice and the parties shall discuss the call center resources available for such day. The Transfer Agent shall answer and respond to inquiries from existing Shareholders, prospective Shareholders of the Fund and broker-dealers on behalf of such Shareholders in accordance with the instructions provided by the Fund to the Transfer Agent for purpose of fulfilling its duties under this Agreement, including, accepting transaction requests on behalf of the Fund.

  • Support Services Other than the assistance provided in the Information, the BNPP Entities do not offer any support services in connection with the Software.

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