Portal Availability definition

Portal Availability means that the Client-Branded Portal (inclusive of Synacor provided Portal Content that is hosted by Synacor in a Synacor or QCC data center) is fully functional with [*] average uptime in any calendar month. As an example, Content Synacor includes on the Portal from STATS and Grab Networks is not currently hosted by Synacor, but Content from AP and Events Media is hosted by Synacor. For these purposes, “Fully Functional” means that the applicable Service is continuously operable, available, and responsive to Client’s Users without delay or malfunction, [*] . Portal Availability excludes:
Sample 1
Portal Availability means that the Client-Branded Portal (inclusive of Synacor provided Portal Content that is hosted by Synacor in a Synacor or QCC data center) is fully functional with [*] average uptime in any calendar month. As an example, Content Synacor includes on the Portal from STATS and Grab Networks is not currently hosted by Synacor, but Content from AP and Events Media is hosted by Synacor. For these purposes, “Fully Functional” means that the applicable Service is continuously operable, available, and responsive to Client’s Users without delay or malfunction, [*]. Portal Availability excludes: (i) downtime or degradation due to Maintenance (as described in Section VII, below) provided that prior written notice of the maintenance window is given to Client; [*] = CERTAIN INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. CONFIDENTIAL TREATMENT REQUESTED (ii) the inability of Users to access the Client Branded Portal, Content, or any other Services as a result of such Users’ Internet/network connection; (iii) the inability of Client Providers to update or deliver Content, provided that the inability is not due, in whole or in part, to Synacor. (iv) downtime or degradation due to a security intrusion event as described in Section VI SECURITY, below, or a ‘denial-of-service’ attack from external sources outside Synacor’s control; (v) downtime or degradation due to problems with Client-provided data APIs, authentication mechanisms or similar services (except to the extent that such problem is due to an act or omission of Synacor or its agents, provided Synacor knew or reasonably should have known that it had an obligation to act); (vi) downtime or degradation of email services, which are covered under the separate service level requirements of Section IV; (vii) downtime or degradation due to Client’s or its data center’s unreasonable failure to permit Synacor remote access, in accordance with Schedule I, to the data center or the hardware on which the Service related Software and data reside; (viii) downtime or degradation due to a failure of Client’s hardware or bandwidth dedicated to the Services; (ix) downtime or degradation due to Client’s failure to comply with its obligations under this Schedule F or Schedule I; and (x) downtime or degradation due to Client’s failure to provide notice as set forth in Section V, below. (xi) downtime or degradation due to a failure ...
Sample 1
Portal Availability means that the Client Branded Portal is fully functional with [*] average uptime in any calendar month. For these purposes, “Fully Functional” means that the applicable service is continuously operable, available, and responsive to Client’s Users without significant delay or malfunction at any time.
Sample 1

Examples of Portal Availability in a sentence

  • A credit of [*] of the monthly Platform Fees identified in Attachment A in the applicable month, plus an additional [*] of such fees for every increment of [*] by which Portal Availability fails to meet the required percentage, up to a maximum of [*] of the Platform Fees which would otherwise have been payable by Client to Synacor for the applicable month.

  • If Synacor fails to meet the monthly SLAs above for any month during the Term (inclusive of the Wind-Down Period), as identified in the monthly report given to Client, and if Client makes a request to Synacor within [*] of the end of the month in which Synacor failed to meet the SLA, the Portal Availability credits set forth below will be applied to Client’s account for each month during which Synacor failed to meet the required Portal Availability.

  • Upon request of Client within [*] after its receipt of such notification, Synacor will apply the Portal Availability credits set forth below to Client’s account for each month during which Synacor failed to meet the required Portal Availability of [*].

  • To the extent Client approves Preventative Emergency Maintenance (which approval expressly excuses such Preventative Emergency Maintenance from the calculation of the Portal Availability percentages), or the need for the emergency maintenance window is necessitated by a Client change as described in Section 1(e) above, such maintenance will not be counted against the Portal Availability percentages.

  • A credit equal to [*] of the aggregate fees paid to Synacor and Synacor’s share of Search and Advertising revenue under the Agreement in the applicable month, plus an additional [*] of such amounts for every increment of [*] by which Portal Availability fails to meet the required percentage, up to a maximum of [*] of such amounts that would otherwise have been payable by Client to Synacor or retained by Synacor for the applicable month.

  • Specific targets established by this Agreement for Portal Availability are: • Portal Availability of [*]; and • average page response times (latency) no greater than [*] (as measured by Synacor’s internal metrics).

  • For any month in which the Portal Availability SLA is missed, within [*] of notification, Synacor will provide a complete written explanation as to why this offense occurred and what operational processes are in place to correct this offense from occurring again.

  • If Synacor fails to meet the Portal Availability SLA in any month during the Term, it will identify such failure in its SLA Performance Reporting described in Section 4 below and notify Client of its rights under this Section (iii) within 30 days after the end of such month.

  • Reactive Emergency maintenance windows are counted against Portal Availability percentages (as applicable).

  • If it is determined during the window that the Scheduled Maintenance will run over the allotted window, the Client will be notified immediately and receive regular updates until the maintenance is complete; provided that no such extension will be excluded for purposes of calculating Portal Availability, unless otherwise approved by Client in writing or by e-mail.


More Definitions of Portal Availability

Portal Availability means that the Client-Branded Portal (inclusive of Synacor provided Portal Content that is hosted by Synacor) is fully functional with [*] average uptime in any calendar month. As an example, Content Synacor includes on the Portal from STATS and Grab Networks is not currently hosted by Synacor and therefore not covered by the Portal Availability metrics, but Content from AP and Events Media is hosted by Synacor. For these purposes, “Fully Functional” means that the applicable Service is continuously operable, available, and responsive to Client’s Users without delay or malfunction, [*]. Portal Availability excludes: (i) downtime or degradation due to Maintenance (as described in Section VII, below) provided that prior written notice of the maintenance window is given to Client; (ii) the inability of Users to access the Client Branded Portal, Content, or any other Services as a result of such Users’ Internet/network connection; (iii) the inability of Client Providers to update or deliver Content, provided that the inability is not due, in whole or in part, to Synacor. (iv) downtime or degradation due to a security intrusion event as described in Section VI SECURITY, below, or a ‘denial-of-service’ attack from external sources outside Synacor’s control; (v) downtime or degradation due to problems with Client-provided data APIs, authentication mechanisms or similar services (except to the extent that such problem is due to an act or omission of Synacor or its agents, provided Synacor knew or reasonably should have known that it had an obligation to act); (vi) downtime or degradation of Email Services, which are covered under the separate service level requirements of Section IV;
Sample 1

Related to Portal Availability

  • System Availability for each System is calculated as follows:

  • Service Availability The total number of minutes in a calendar quarter that the Tyler Software is capable of receiving, processing, and responding to requests, excluding maintenance windows, Client Error Incidents and Force Majeure.

  • Required Availability means Excess Availability and unrestricted cash and Cash Equivalents in an amount of not less than $5,000,000.

  • Average Availability means, with respect to any period, the sum of the aggregate amount of Availability for each Business Day in such period (calculated as of the end of each respective Business Day) divided by the number of Business Days in such period.

  • Maximum Availability means, as of any date of determination, the difference of (i) the Facility Amount minus (ii) the balance of all unfunded Advances approved but not yet funded minus (iii) the Aggregate Unfunded Amount plus (iv) all amounts on deposit in the Unfunded Exposure Account, each as of such date of determination.

  • Availability Block means $15,000,000.

  • Borrowing Base Availability means, at the time of any determination, an amount equal to the lesser of the Borrowing Base at such time and the aggregate amount of the Commitments at such time.

  • Revolving Availability means Class A Revolving Availability or Class B Revolving Availability, as applicable.

  • Undrawn Availability at a particular date shall mean an amount equal to (a) the lesser of (i) the Formula Amount, or (ii) the Maximum Revolving Advance Amount, minus the Maximum Undrawn Amount of all Letters of Credit, minus (b) the sum of (i) the outstanding amount of Revolving Advances, plus (ii) amounts due and owing to any Borrower’s trade creditors which are outstanding sixty (60) days or more past the due date thereof.

  • Borrowing Availability means as of any date of determination the Maximum Amount less the sum of (i) the Revolving Loan and Swing Line Loan then outstanding and (ii) the Reserves as then in effect.

  • Canadian Availability means (a) the lesser of (x) the Canadian Sublimit and (y) the sum of (i) the Canadian Borrowing Base plus (ii) solely to the extent the total Revolving Exposure relating to the Canadian Borrower exceeds the Canadian Borrowing Base, the US Availability (calculated without giving effect to any Canadian US Borrowing Base Utilization), minus (b) the total Revolving Exposure relating to the Canadian Borrower.

  • Average Daily Availability means the average daily Availability for the immediately preceding Fiscal Quarter.

  • Suppressed Availability means, at any time, an amount equal to the amount (if any, but in no event less than zero) by which the Borrowing Base exceeds the aggregate Revolving Commitments at such time.

  • Availability Amount is (a) the lesser of (i) the Revolving Line or (ii) the amount available under the Borrowing Base minus (b) the outstanding principal balance of any Advances.

  • Availability Reserves means, without duplication of any other Reserves or items that are otherwise addressed or excluded through eligibility criteria, such reserves as the Agent from time to time determines in its discretion as being appropriate (a) to reflect the impediments to the Agent’s ability to realize upon the Collateral, (b) to reflect claims and liabilities that the Agent determines may need to be satisfied in connection with the realization upon the Collateral, (c) to reflect criteria, events, conditions, contingencies or risks which the Agent believes in good faith could adversely affect any component of the Borrowing Base, or the assets, business, financial performance or financial condition of any Loan Party, or (d) to reflect that a Default or an Event of Default then exists. Without limiting the generality of the foregoing, Availability Reserves may include, in the Agent’s discretion, (but are not limited to) reserves based on: (i) rent; (ii) customs duties, and other costs to release Inventory which is being imported into the United States; (iii) outstanding Taxes and other governmental charges, including, without limitation, ad valorem, real estate, personal property, sales, claims of the PBGC and other Taxes which may have priority over the interests of the Agent in the Collateral; (iv) salaries, wages and benefits due to employees of any Borrower, (v) Customer Credit Liabilities, (vi) customer deposits, (viii) reserves for reasonably anticipated changes in the Appraised Value of Eligible Inventory between appraisals, (viii) warehousemen’s or bailee’s charges and other Permitted Encumbrances which may have priority over the interests of the Agent in the Collateral, (ix) amounts due to vendors on account of consigned goods, (x) Cash Management Reserves, (xi) Bank Products Reserves and (xii) royalties payable in respect of licensed merchandise.

  • Excess Availability means, as of any date of determination, the amount equal to Availability minus the aggregate amount, if any, of all trade payables of Borrower and its Subsidiaries aged in excess of historical levels with respect thereto and all book overdrafts of Borrower and its Subsidiaries in excess of historical practices with respect thereto, in each case as determined by Agent in its Permitted Discretion.

  • Availability Reserve means the sum (without duplication of any other reserves or items that are otherwise addressed or excluded through eligibility criteria (including collection rates or collection percentages)) of (a) the Rent and Charges Reserve; (b) the Bank Product Reserve; provided that reserves of the type described in this clause (b) shall be instituted only after consultation with the Lead Borrower; (c) customs duties, and other costs to release Inventory which is being imported into the United States; (d) outstanding Taxes and other governmental charges, including, ad valorem, real estate, personal property, sales, and other Taxes which have priority over the interests of the Administrative Agent in the Current Asset Collateral; (e) salaries, wages and benefits due to employees of the Borrowers which have priority over the interests of the Administrative Agent in the Current Asset Collateral; (f) Customer Credit Liabilities, (g) the Inventory Reserve, and (h) such additional reserves not otherwise addressed in clauses (a) through (g) above, in such amounts and with respect to such matters, as the Administrative Agent in its Credit Judgment may elect to establish or modify from time to time. Notwithstanding anything to the contrary in this Agreement, (i) such Availability Reserves shall not be established or changed except upon not less than three (3) Business Days’ prior written notice to the Lead Borrower, which notice shall include a reasonably detailed description of such Availability Reserve being established (during which period (a) the Administrative Agent shall, if requested, discuss any such Availability Reserve or change with the Lead Borrower and (b) the Lead Borrower shall have the opportunity to take such action as may be required so that the event, condition or matter that is the basis for such Availability Reserve or change thereto no longer exists or exists in a manner that would result in the establishment of a lower Availability Reserve or result in a lesser change thereto, in a manner and to the extent reasonably satisfactory to the Administrative Agent), (ii) the amount of any Availability Reserve established by the Administrative Agent, and any change in the amount of any Availability Reserve, shall have a reasonable relationship to the event, condition or other matter that is the basis for such Availability Reserve or such change and (iii) no event, condition or matter existing or arising prior to or on the Closing Date shall be the basis for any reserve unless such event, condition or matter shall have changed since such time in a manner that is materially adverse to the Lenders. Notwithstanding clause (i) of the preceding sentence, changes to the Availability Reserves solely for purposes of correcting mathematical or clerical errors shall not be subject to such notice period, it being understood that no Default or Event of Default shall be deemed to result therefrom, if applicable, for a period of three (3) Business Days.

  • Non-Availability Charges has the meaning set forth in the CAISO Tariff.

  • Swing Line Availability has the meaning ascribed to it in Section 1.1(c)(i).

  • Final Availability Date means the earlier of the Revolving Termination Date and one (1) Business Day prior to the date specified in clause (a) of the definition of Revolving Termination Date.

  • Quarterly Average Excess Availability means, at any time, the daily average of the Excess Availability for the immediately preceding fiscal quarter as calculated by Agent in good faith.

  • Revolving Loan Availability means, at any time, the Revolving Loan Limit minus the Revolving Loan Outstandings.

  • Revolving Credit Availability means, at any particular time, the amount by which the Aggregate Revolving Loan Commitment at such time exceeds the Revolving Credit Obligations outstanding at such time.

  • Availability Standards has the meaning set forth in the CAISO Tariff.

  • Average Excess Availability means, with respect to any period, the sum of the aggregate amount of Excess Availability for each Business Day in such period (calculated as of the end of each respective Business Day) divided by the number of Business Days in such period.

  • Incremental Available Transfer Capability Revenue Rights means the rights to revenues that are derived from incremental Available Transfer Capability created by the addition of Merchant Transmission Facilities or of one of more Customer-Funded Upgrades.