# shall provide the Maintenance Services attached hereto as SCHEDULE D.
No-charge Maintenance Services shall be provided from the Delivery Date through the Warranty Period. The first paid (Initial) Maintenance Term shall commence upon expiration of the Warranty Period and shall continue for twelve (12) months thereafter. Thereafter, the Maintenance Term shall automatically renew for successive period, 12 months, on the terms and conditions of this Agreement unless terminates Maintenance Services pursuant to this Agreement. may terminate Maintenance Services for convenience at any time in accordance with the Section entitled Termination of the Agreement. If terminates the Maintenance Services, shall have the right to reinstate the Maintenance Services without paying any reinstatement fee. During the initial Maintenance Term and any renewal term, Maintenance Fees shall be paid in the increments described below under Payment Terms.
Maintenance Services Fees. agrees to pay Kx an annual Maintenance Services fee of . The annual Maintenance Services fee for each year is due on of that year or within after receives Kxs invoice, whichever is later. Maintenance Services fees paid under the Original Agreement will be credited towards fees due under this agreement
Exclusions from Maintenance Services. Maintenance Services do not cover maintenance for any failure or defect in the Licensed Software caused by any of the following: # improper use, alteration, or damage of the Licensed Software by or third persons, # application software other than the Licensed Software, or # interfacing between the Licensed Software and software not approved by Kx. Maintenance Services do not cover maintenance for any trial or downloaded version of Licensed Software or Licensed Software or any other version other than the version(s) delivered under this OEM Agreement.
No Maintenance Services Warranty. Kx will provide the Maintenance Services described herein in a professional and workmanlike manner, but Kx cannot guarantee that every error in the Licensed Software, or problem raised by will be resolved. makes, and receives, no warranties of any kind, express, implied or statutory, arising in any way out of or related to the Maintenance Services provided under this OEM Agreement.
Term and Termination of Maintenance Services. Kx may terminate Maintenance Services for the then current version and all prior versions of the Licensed Software at the later of # , or # at such time as Kx generally stops supporting the Licensed Software for all of its customers.
Maintenance. Tenant shall maintain its Signage, including the illumination of the same at its sole cost and expense. Landlord may repair or maintain Tenants Signage, at Tenants expense, if Tenant does not maintain its signage after ten days written notice from Landlord.
MAINTENANCE. Except as otherwise provided below, LESSOR will maintain the structure, roof, landscaping, common areas, and building standard heating and cooling equipment, sprinklers, doors, plumbing, and electrical wiring at the premises, but specifically excluding damage caused by the careless, malicious, willful, or negligent acts of LESSEE parties or others, and corrosion and chemical or water damage from any source. LESSEE agrees to maintain at its expense all other aspects of the premises in the same condition as they are when delivered to LESSEE or as they may be put in during the lease term, normal wear and tear only excepted, and whenever necessary, to replace light bulbs and glass, acknowledging that the premises *are now in good order. LESSEE shall properly control and vent all chemicals, radioactive materials, smoke, moisture, odors, and other materials that may be harmful, and shall not cause the area surrounding the premises or any other common area to be in anything other than a neat and clean condition, and shall appropriately dispose of all waste. LESSEE shall be solely responsible for any damage to any equipment serving the premises or the building which relates to or arises out of the storage, discharge, or use of any substance by LESSEE. LESSEE shall not permit the premises to be overloaded, damaged, stripped, or defaced, nor suffer any waste, and will not bring or keep animals therein. If the premises include any wooden mezzanine-type space, the floor capacity of such space is suitable only for light office or storage use. LESSEE will protect any flooring with chair pads under any rolling chairs and shall maintain sufficient heat to prevent freezing of pipes or other damage. All heating, ventilating, air conditioning, plumbing, and electrical equipment serving areas of the premises used for any purpose other than general office or warehouse, and any installation or maintenance of any non-building standard leasehold improvements or equipment which is associated with some specific aspect of LESSEES use, whether installed by LESSOR, LESSEE or a prior occupant, shall be LESSEES sole responsibility and at LESSEES expense. All maintenance and other services provided by LESSOR shall occur during LESSORS normal business hours.
Maintenance. shall: # maintain its existence and all of its licenses, permits, franchises, qualifications and rights that are necessary in order for to conduct its business; and # observe and comply in all material respects with all applicable Laws.
Maintenance Fee Increases. Commencing with Maintenance Services fee due in and , Kx may, at its discretion, increase the Maintenance Services fee by up to over the then current Maintenance Services fee payable by for each existing and additional Licensed Core purchased by .
Other Services. Manager shall arrange for or render to Provider such accounting, legal and bookkeeping services as Manager shall reasonably determine are necessary and appropriate to the efficient and proper operation of Provider. Such accounting, legal and bookkeeping services shall include, without limitation, the maintenance, custody, and supervision of business records, papers, documents, ledgers, journals and reports relating to the business operations of Provider; the establishment, administration and implementation of accounting procedures, controls, forms and systems; the preparation of financial reports; the planning of the business operations of Provider; the payments of accounts payable and collection of accounts receivable, and the administration and payment of compensation and other remuneration payable to employees, contractors, or agents of Provider. Manager shall make any such records available to an agent of Provider for review or for copying, during regular business hours, upon Provider’s request. Manager shall have no responsibility for rendering any tax advice or services or personal financial services to any Provider Professional or any other employee, contractor, or agent of Provider.
Business Services. PureTech shall periodically invoice the Operating Company for the Business Services provided by PureTech to the Operating Company and out-of-pocket expenses reasonably incurred by PureTech in connection with the provision of such Business Services, Such invoices shall be paid to PureTech via check or wire transfer; provided, however, that if PureTech so elects, in its sole and absolute discretion, such invoices may be paid in the form of a convertible promissory note issued by the Operating Company, or conversion of such outstanding indebtedness into equity of the Operating Company, on such terms as may be agreed by the Operating Company and PureTech.
Personnel Services. The Operating Company shall pay PTM an amount equal to:
In the event that costs are incurred by the Company that benefit or are necessary for the operation of the business as a whole (as opposed to operational cost associated with the Parties respective customers), the Parties will cooperate in good faith to apportion such expenses among the Manager and .
The Services. Consultant shall render services to Client as specified on [Schedule 1] attached hereto (the “Services”).
Professional Services. The Services under this Agreement which require a professional license under applicable law (e.g., engineering design work that must be performed by a licensed Professional Engineer) shall be performed # in a professional, prudent and workmanlike manner by qualified persons using competent, professional knowledge and judgment at the degree of skill and care customary to the nuclear power industry, and # in accordance with Law, regulations, Licensing Basis, this Agreement, industry codes and standards. Subject to all limitations of Service Provider’s liability in this Agreement, in the event that any Services which are subject to this [Section 10.1], and which are not Secondment Services, result in work product that is determined to be defective, such work shall be re-performed by Service Provider at Service Provider’s expense. Service Provider’s total liability for any claims under this section shall be limited to the insurance proceeds recoverable from a mutually agreeable professional liability insurance policy covering Service Provider and the Services.
Other Services. During the period commencing with the date hereof and concluding , Warnke will also perform the following services (the "Other Services"):
Support Services. During the Agreed Service Period, the Company will provide to Warnke, at no cost to him, office, telephone, computer, and secretarial services to the extent appropriate to enable him to perform his services as non-executive Chairman of the Board and the Other Services.
Advisory Services. During the Term, shall perform the following services to the Company: # provide advice and counsel to the Company regarding all aspects of its businesses, # assist with special projects as requested by the Company, including acting as an advisor on strategic initiatives, # assist the Company with the maintenance and development of community, client, potential client and other business relations, and # perform such other advisory services consistent with ' experience and expertise as the parties hereto may mutually agree upon from time to time during the Term. In connection with the performance of the services, shall engage with and involve the appropriate employees of the Company and its subsidiaries in order to facilitate the growth of long-term relationships between clients and potential clients and the Company and its employees.
Services Rendered. At the discretion of the Committee, Shares may be awarded under the Plan in consideration of services rendered to the Company or a Subsidiary. If Shares are awarded without the payment of a Purchase Price in cash, the Committee shall determine (at the time of the Award) the value of the services rendered by the Participant and the sufficiency of the consideration to meet the requirements of [Section 6(b)].
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