Managed Services Assumptions Clause Samples

Managed Services Assumptions i. Any Change implemented by Client that could affect the performance of Denovo’s tools (i.e. management, monitoring, etc.) or Denovo’s ability to monitor/manage/support the environment must be agreed to by both parties, in writing, prior to implementation. ii. All major releases or upgrades of the Application are expressly excluded from the Services and will incur additional costs through a mutually agreeable change management process. iii. Client shall advise Denovo of applicable regulatory requirements or obligations which may affect Denovo's provision of the Services. iv. Denovo is not responsible for any interruption of the Services caused by other activities Client directs, denial of Service attacks, national or worldwide incidents of computer viruses, natural disasters, changes resulting from government, political, or other regulatory actions or court orders, strikes or labor disputes, acts of civil disobedience, acts of war, acts against parties (including carriers and Denovo’s other vendors), and other force majeure items as set forth under Denovo’s Master Services Agreement provided that Denovo utilizes commercially reasonable efforts under the circumstances to minimize the impact of the force majeure event on the Client. v. Client will not use, or permit use of, the Services in a manner, which is (i) illegal or (ii) infringes the patent, copyright, trademark, confidential information or intellectual property rights of a third party, collectively "Service Misuse". vi. Client’s system will have potential security vulnerabilities, even with the Services, including, but not limited to, the vulnerability of Client’s network or systems to (i) access by persons within Client’s organization which exceeds the authority granted to such persons; (ii) snooper attacks by persons granted access by Client to its network to obtain and misuse access codes, passwords and other data; (iii) physical access to equipment at Client sites; and (iv) access to passwords and similar information that is written down or otherwise not afforded an appropriate level of protection by Client. Denovo does not guarantee that the Services will eliminate all risk or prevent damage from network or system security breaches such as the above. vii. All Client Desktop PC’s and Notebooks/Laptops that connect to the Managed Environment with Microsoft Windows Operating Systems must be running a supported version as it relates to the Application software and have all of the latest Microsoft ...

Related to Managed Services Assumptions

  • Approved Services; Additional Services Registry Operator shall be entitled to provide the Registry Services described in clauses (a) and (b) of the first paragraph of Section 2.1 in the Specification 6 attached hereto (“Specification 6”) and such other Registry Services set forth on Exhibit A (collectively, the “Approved Services”). If Registry Operator desires to provide any Registry Service that is not an Approved Service or is a material modification to an Approved Service (each, an “Additional Service”), Registry Operator shall submit a request for approval of such Additional Service pursuant to the Registry Services Evaluation Policy at ▇▇▇▇://▇▇▇.▇▇▇▇▇.▇▇▇/en/registries/rsep/rsep.html, as such policy may be amended from time to time in accordance with the bylaws of ICANN (as amended from time to time, the “ICANN Bylaws”) applicable to Consensus Policies (the “RSEP”). Registry Operator may offer Additional Services only with the written approval of ICANN, and, upon any such approval, such Additional Services shall be deemed Registry Services under this Agreement. In its reasonable discretion, ICANN may require an amendment to this Agreement reflecting the provision of any Additional Service which is approved pursuant to the RSEP, which amendment shall be in a form reasonably acceptable to the parties.

  • Required Services Consultant agrees to perform the services, and deliver to City the “Deliverables” (if any) described in the attached Exhibit A, incorporated into the Agreement by this reference, within the time frames set forth therein, time being of the essence for this Agreement. The services and/or Deliverables described in Exhibit A shall be referred to herein as the “Required Services.”

  • Service Level Expectations Without limiting any other requirements of the Agreement, the Service Provider shall meet or exceed the following standards, policies, and guidelines:

  • Service Level Agreements If a Service or a Plan includes a Service Level Agreement (‘SLA’): (a) we are liable for any remedy or rebate allowed to you under the SLA; and (b) subject to clauses 34 to 38, and to the express terms of the SLA, our liability for breach of the SLA is limited to such remedy or rebate.

  • Information Systems Acquisition Development and Maintenance a. Client Data – Client Data will only be used by State Street for the purposes specified in this Agreement.