2Obligation of Affiliates Sample Clauses

2Obligation of Affiliates. In this Agreement, any obligation of an Affiliate of a Party shall be construed as an obligation of the relevant Party to cause that Affiliate to perform or comply with such obligations. ARTICLE II SERVICES 2.1During the Term (as defined below), Provider shall provide to Recipient the Services described in Exhibit 2.1.1 with standard of care no less than such degree of care exercised by such Providers when performing such Service for their own operations in accordance with the terms and conditions set forth in this Agreement and the Statement of Work Schedule as set forth in Exhibit 2.1.2. 2.2Without limiting the Provider’s obligations set forth in Section 2.1, the Services shall be provided in a scope, nature and manner that is substantially the same as the scope, nature and manner in which equivalent Services were generally provided before the Closing. The Services shall not include (i) any service that is not expressly set forth in any Statement of Work Schedule or (ii) any Service for which the term has expired, unless extended by the written agreement of the Parties. 2.3Notwithstanding the foregoing, Provider shall be excused from providing a Service if and to the extent that (i) such Service cannot be provided as a result of the applicable Recipient’s failure to perform any obligation under this Agreement, (ii) it is unable to provide such Service because necessary consents, licenses or approvals cannot be obtained or (iii) the provision of such Service would be a breach of applicable Laws; provided, that in the case of (ii) and (iii) above, Provider shall consult with Recipient in good faith to take measures reasonably necessary to realize substantially the same economic effect as if the relevant Service can be provided in accordance with this Agreement. 2.
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Related to 2Obligation of Affiliates

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  • TERMINATION OR SUSPENSION OF SERVICES Return of Data The Contractor shall return Data in a format agreed upon within the Authorized User Agreement or as agreed to with the Authorized User. This can, if specified within the Authorized User Agreement, be carried out by providing an application programmable interface or other such efficient electronic tools. The Contractor must certify that all Data has been removed from its system and removed from backups within timeframes established in the Authorized User Agreement or as agreed to with the Authorized User. Suspension of Services During any period of suspension of service, the Authorized User shall have full access to all Data at no charge. This can, if specified within the Authorized User Agreement, be carried out by providing an application programmable interface or other such efficient electronic tools. The Contractor shall not take any action to erase and/or withhold any Authorized User Data, except as directed by the Authorized User. Expiration or Termination of Services Upon expiration or termination of an Authorized User Agreement, the Authorized User shall have full access to all Data for a period of 60 calendar days. Unless noted in the original Authorized User Agreement, this period will be covered at no charge. This can, if specified within the Authorized User Agreement, be carried out by providing application programmable interface or other such efficient electronic tools. During this period, the Contractor shall not take any action to erase and/or withhold any Data, except as directed by the Authorized User. An Authorized User shall have the right to specify a period in excess of 60 calendar days in its RFQ. RESERVED RESERVED

  • Termination or Suspension of Service We may suspend or terminate your access to or use of any or all of our services at any time without cause in our sole discretion. We may immediately suspend your use of our services if you breach this or any other agreement with us or we have reason to believe there has been or may be an unauthorized use of your account.

  • Complete Disposal Upon Termination of Service Agreement Upon Termination of the Service Agreement Provider shall dispose or delete all Student Data obtained under the Service Agreement. Prior to disposition of the data, Provider shall notify LEA in writing of its option to transfer data to a separate account, pursuant to Article II, section 3, above. In no event shall Provider dispose of data pursuant to this provision unless and until Provider has received affirmative written confirmation from LEA that data will not be transferred to a separate account.

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  • Recipient Obligations 2.1 The Recipient agrees to support the Project in accordance with this Agreement.

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