Business Infrastructure Clause Samples
The Business Infrastructure clause defines the systems, facilities, and resources necessary for the operation and delivery of services or products under an agreement. It typically outlines the responsibilities of each party regarding the provision, maintenance, and access to essential infrastructure such as IT systems, office space, or communication networks. By clearly allocating duties and expectations, this clause ensures that both parties have the necessary support to fulfill their contractual obligations and helps prevent disputes related to inadequate or unavailable infrastructure.
Business Infrastructure. The Business Infrastructure will be scaled to meet requirements of added functionality added during this phase, as well as for growth in EMW customer and transaction volumes.
Business Infrastructure. Provide a organizational and legal home for the project, including business insurance, vendor/banking relationships, business licenses, legal documents, mail/check deposit management, organizational financial/accounting management, accounting/transaction infrastructure, organizational audit/tax services. In addition, DuraSpace will:
a. Accept copyright assignment from University of California system institutions and any other Institutions requiring assignment be given to a third party.
Business Infrastructure. (a) The Company shall, and shall cause its Affiliates to, as promptly as reasonably practicable after the date hereof, reasonably cooperate with Buyer in good faith to establish a mutually-agreeable plan to establish, obtain or provide to the Group Companies (or cause to be established, obtained or provided to the Group Companies) the business support systems, infrastructure and functions set forth in Schedule 14 (such systems, infrastructure and functions, the “Business Infrastructure”). From the date hereof to the Closing, the Company shall, or shall cause its affiliates to, incur up to $15,000,000 less the amount of such expenses incurred by the Company and its Affiliates prior to the date hereof and set forth in Schedule 14 (such net amount, as set forth in Schedule 14, the “Business Infrastructure Expense Cap”) of direct and indirect expenses with respect to the building and completion of the Business Infrastructure (such expenses of the Company and its Affiliates, “Business Infrastructure Expenses”). In furtherance of the foregoing, Buyer and the Company shall, and cause their respective Representatives and Subsidiaries to, (a) reasonably cooperate in good faith and to, as promptly as practicable after the date hereof (and in any event within thirty (30) days after the date hereof), develop a workplan for the building and completion of the Business Infrastructure, that sets forth (i) commercially reasonable milestones and timeframes for completion of the Business Infrastructure and (ii) commercially reasonable mechanics with respect to the management and implementation of the build out of the Business Infrastructure (including responsible persons, implementation structures, reasonable access provisions and dispute resolution mechanisms), and (b) use commercial reasonable efforts to make available relevant personnel to meet and discuss the implementation of such workplan and the status of the building of the Business Infrastructure (for the avoidance of doubt, any such meetings shall take place during normal business hours and in a manner as not to unreasonably interfere with the conduct of the business of the Business, the Company, Buyer or any of their respective Subsidiaries). Notwithstanding anything to the contrary set forth in this Section 5.26, (A) from the after the Closing, the Company shall have no obligations with respect to the Business Infrastructure under this Section 5.26, and (B) (other than the provision of services under the Transiti...
Business Infrastructure. Provide an organizational and legal home for VIVO, including business insurance, vendor/banking relationships, business licenses, legal documents, organizational financial/accounting management, accounting/transaction infrastructure, and human resources.
a. Financial Management: Provide accounting and financial reporting services for VIVO as follows:
(i) Maintain accounting protocols that segregate the funds, revenues and expenses for the VIVO from other LYRASIS books and records (the “VIVO Account”), with any surplus funds held in the VIVO Account to be used for the advancement of the goals of the Agreement consistent with the budgets approved by the VIVO Leadership Group.
(ii) Disburse VIVO funds in payment of LYRASIS’s Fees (described in Article IV below) and otherwise in accordance with the budgets approved by VIVO leadership (including bills, expense reimbursements)
(iii) Provide VIVO quarterly financial statement to the VIVO Leadership Group.
(iv) Collaborate with the VIVO Leadership Group on annual budget development.