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The "Commencement Date" shall mean December 1, 2013. above effective immediately from this SS Commencement Date. designate an Account Manager who shall be the principal point of contact between the Parties for all matters relating to Services provided under a particular SOW. Notwithstanding anything to the contrary contained herein, Sponsor shall not have any obligation to defend, indemnify, or hold Indemnitees harmless from claims, suits, or damages arising as a result of, or in connection with, willful malfeasance or negligent acts or omissions of Indemnitees. The following indemnification section has been extracted from the Special Olympics Bylaws. Financial Interest. Establish each partners liability for the business with a free Partnership Agreement. imparting Customer and industry-specific information to Provider and the Provider Personnel during the Term hereof as well as investing considerable resources in outsourcing the Services to Provider, and (iii)Provider and the Provider Your use of this site is subject to our Terms of Use, Disclaimer and Privacy Policy. c. that, to the extent to which Sponsor is required hereunder to provide an indemnification for any claim or suit, to the extent permitted by law, and subject to the statutory duties of the Texas Attorney General, Sponsor shall have the right to select defense counsel and to direct the defense or settlement of any such claim or suit. If you intend to have public members, then continue reading. Note: this is not a requirement in most states and its inclusion is optional. Failure of Customer to provide any such assistance or Section 2. If the governing board or committee has reasonable cause to believe a member has failed to disclose actual or possible conflicts of interest, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure to disclose. b. the negligence or willful malfeasance of any Regent, officer, agent or employee of University or System. Please see ourMaterial Transfer Agreement Checklistfor information about indemnificationand other issues arising in this context.]. and/or the Governance Board for Customer to provide additional compensation to Provider for such additional costs. Note: Certain portions have been omitted from this Agreement in accordance with a request for confidential treatment submitted to the Securities and If the Parties are unable to resolve the dispute, it shall be referred to the JSC for resolution; if the JSC shall fail to resolve THE FOREGOING STATES THE ENTIRE LIABILITY OF INSTITUTION AND THE EXCLUSIVE REMEDY FOR LICENSEE RELATING TO INFRINGEMENT OR CLAIMS OF INFRINGEMENT OF ANY COPYRIGHT OR OTHER PROPRIETARY RIGHT BY THE [SOFTWARE]. In the event of a bona fide sale of the property of which the leased premises are a part, the Landlord shall have the right to transfer the security to the purchaser to be held under the terms of this lease, and the Landlord shall be released from all liability for the return of such security to the Tenant. Provider Each party agrees to pay promptly when due the entire cost of any work done by it upon the Leased Premises so that the Leased Premises at all times shall be free of liens for labor and materials. This site is protected by reCAPTCHA and the Google Privacy Policy and Terms of Service apply. Provider shall submit monthly Note: A membership nonprofit should hold at least one (1) member meeting each year. Software, Provider Software and Licensed Software unless a more specific reference is required. Services and the implementation dates described below are included for illustrative purposes only and will be superseded by the provisions of the applicable SOWs. Any change to the Business Continuity Plan / Disaster Recovery Plan under any SOW shall be subject to anti-corruption laws, and other laws governing improper payments. The rental shall be the rental in effect during the term of this Lease as extended or renewed, prorated and payable for the period of such occupancy. Continued membership is contingent upon being up-to-date on membership dues. The sleds are modified and/or custom made to accommodate the specific needs of the participants. And, it is doubly important to purchase liability insurance for your staff and board of directors. In this term, engaged parties have a chance to recheck all the conditions and refuse to participate in the described relationship. the request of the other Party, perform those actions, including executing additional documents and instruments, reasonably necessary to give full effect to the terms of this Agreement. The Institution will permit Sponsor at its discretion to settle any claim or suite indemnified by Sponsor hereunder, with the approval of the System and the Institution, which approval will not be unreasonably withheld, and agrees, subject to the statutory duty of the Texas Attorney General, to the complete control of such defense by Sponsor. Servers are redundant Resignation and Termination Malad (West), Mumbai400 064, India (Provider) and Apria Healthcare, Inc., a company incorporated under the laws of the State of Delaware, with office at 26220 Enterprise Court, Lake Forest, CA 92630 WHEREAS, the Company and the Agent desire to enter into an agreement whereby the Agent will market and sell the Product according to the terms and conditions herein. succeeding to the functions of any of the foregoing) promulgated pursuant to. If you are not intending to hire staff in the immediate future I would advise you change that to may hire. representatives, employees, agents, or auditors shall be entitled to inspect, or have access to, any information, documents, reports and/or materials of any nature whatsoever which relate to or contain information relating to any other customer of Should the Parties terminate this Agreement for any reason, the Company shall pay the Agent only for sales of the Products made prior to the termination date. [This indemnity is for use in patent and technology license agreements.]. 104-191 and its corresponding regulationssee, 45 C.F.R. The terms and If an additional and temporary facility is required in order to provide the Services, the Parties agree that: Each Party shall perform its obligations in a manner that complies with all applicable federal, state, Treasurer The following conditions apply to the representative sample: (A)it shall An Event Agreement & Waiver, also sometimes called just an Event Agreement or Event Waiver, is a document through which two parties (the host and the renter) contract for the rental of a venue for a specific event. provided by 2 diesel-generating sets with the required fuel storage to keep the facility running on a continuous basis. in Section3.3.3 hereof. Section 3. SSIO thereto) with respect to any Service, then Customer may, at its option and without violation of the volume obligations under such SOW, procure such Service from an alternate source, and Provider shall be liable for payment for such Service from Provided, however, that Landlord may cure any such default as aforesaid prior to the expiration of said waiting period, without notice to Tenant if any emergency situation exists, or after notice to Tenant, if the curing of such default prior to the expiration of said waiting period is reasonably necessary to protect the Leased Premises or Landlord's interest therein, or to prevent injury or damage to persons or property. All notices, requests, demands or other communications required or permitted by the terms of this, Except to the extent paid in settlement from any applicable insurance policies, and to the extent permitted by applicable law, each Party agrees to indemnify and hold harmless the other Party, and its respective, It is agreed that there is no representation, warranty, collateral agreement or condition affecting this, Headings are inserted for the convenience of the Parties only and are not to be considered when interpreting this. Neither shall the Landlord be liable for any damage to the structure within which the Property is located or any part thereof. If Landlord shall fail to reimburse Tenant upon demand for any amount paid or liability incurred for the account of Landlord hereunder, said amount or liability may be deducted by Tenant from the next or any succeeding payments of rent due hereunder; provided, however, that should said amount or the liability therefor be disputed by Landlord, Landlord may contest its liability or the amount thereof, through arbitration or through a declaratory judgment action and Landlord shall bear the cost of the filing fees therefor. Section 2. excluding weekends and holidays, in the State of California, United States of America, unless otherwise specified in a SOW. they may be modified, replaced or supplemented in accordance with this Agreement. iv. Notwithstanding the foregoing, under no circumstances shall Customer be Based upon the foregoing information, Provider will prepare and submit to the JSC for approval a draft SOW Immediately upon termination of the relationship between the Company and the Agent, the Agent shall return to the Company any documents pertaining to the Companys business or any of its trade secrets which are in the Agents possession. Use this travel agency agreement when a travel agency agrees to resell services or accommodations provided by another company. This Agreement contains the A signed document is important to have since it provides proof that an agreement exists and shows both parties agreed to identical terms. Duty to Disclose. An outsourcing services agreement is a contract where one company moves its non-critical business processes to be handled by another company. After the JSC has determined the report format, which shall not be more than ninety (90)days after the SOW Effective Date, Provider shall commence providing such additional reports to Eligibility for Membership Tenant understands that Landlord is relying upon the accuracy of the information contained therein. In the event of termination by Tenant under the provisions of Section 1 of this Article XV, this Lease and the term hereof shall cease and terminate as of the date when possession shall be taken by the appropriate authority of that portion of the Entire Property that results in one of the above takings, and any unearned rent or other charges, if any, paid in advance by Tenant shall be refunded to Tenant. 4.1 Sponsor agrees to indemnify and hold The University of Texas System (System), the University, their Regents, officers, agents and employees harmless from any liability, loss or damage they may suffer as a result of claims, demands, costs or judgments against them arising out of use by Sponsor of the results obtained from the activities performed by University under this Agreement; provided, however, that any such liability, loss or damage resulting from the following Subsections a or b is excluded from this Agreement to indemnify and hold harmless: a. the negligent failure of University to substantially comply with any applicable FDA or other governmental requirements; or. It may be added to any indemnification upon Sponsors request or at the discretion of the component.]. prelude to this Agreement or (ii)this Agreement. Even if you do not have any paid staff members for your organization, it is good to prepare for the eventuality of your first hire. e. Payment. to meet such affected service levels would cause or allow the Virus to spread, and (iv)Provider shall pay to Customer an amount equal to. SS Commencement Date has the meaning provided in Schedule 4.2 hereto. all of Customers costs of any data restoration, the cost to Customer of any business disruption, and any other losses or liabilities of Customer resulting from such Virus. Joint Steering Committee or JSC means a committee composed of an equal number of representatives of Partys indemnification obligations under Section18 above, and Claims arising out of or related to a Partys gross negligence, willful misconduct, or breach of obligations with respect to Confidential Information, in no event shall This Lease shall not be modified in any way except by a writing executed by both parties. The Agent shall be the exclusive party authorized to market the Product within the Territory. of individuals serving in Key Provider Positions that shall be reviewed with Customer on a regular basis. It is not necessary to include this in your Bylaws> If you plan to apply for 501.c.3 status, then it is a good idea to restate this in your bylaws. 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