Operating Standards. The Operating Standards attached to this Agreement as Exhibit "B" are hereby made an integral part of this Agreement. Lessee, its employees, agents, guests, invitees, visitors and/or any other persons caused to be present in and around the Premises by the Lessee shall perform and abide by the rules and regulations and any amendments or additions to said rules and regulations as Lessor may make. In addition, Lessee, its employees and agents shall abide by all applicable governmental rules, regulations, statutes and ordinances relating in any way to the Premises or the Facility or Lessee's use or occupancy of the Premises or the Facility; failing which Lessee shall be in default hereunder and shall pay any fines or penalties imposed for such violation(s) directly to the appropriate governmental authority or to Lessor, if Lessor has paid such amount on behalf of Lessee. Such remedy shall not be exclusive. It is hereby further explicitly agreed and understood that full compliance with the Operating Standards as set forth constitutes a material obligation of this Agreement, and that the failure to so comply shall constitute a violation of this Agreement entitling the Lessor to exercise any of its remedies pursuant to this Agreement or otherwise.
Operating Standards. (A) Distributor and its Dealer(s) shall conduct the operation of their respective businesses related to the resale of the Product(s) in a clean and safe manner and shall otherwise conduct no business which could interfere with the sale of Product(s) or damage the goodwill of the Valero brand or the Marks. Without limiting the foregoing, Distributor and its Dealer(s) shall, at all times during the term of this Agreement, fully comply with VMSC’s then current “Basic Operational Requirements” which Distributor acknowledges have been received and reviewed by Distributor. Furthermore, without limiting any provision to the contrary herein, Distributor and its Dealer(s) shall fully comply with VMSC’s “Commitment to Excellence Requirements”, which Distributor acknowledges have been received and reviewed by Distributor. As of the Commencement Date, Distributor and its Dealer(s) agree to participate in the Commitment to Excellence Program (“CTE Program”). The CTE Program provides that each Station meets the established Commitment to Excellence Requirements which consists of requirements from each of the following VMSC documents: VMSC’s Basic Image Requirements, Wholesale Branding Manual, and Basic Operational Requirements. VMSC reserves the right to amend, change, or otherwise modify the “Basic Operational Requirements”, “Commitment to Excellence Requirements” and the “CTE Program” from time to time, in VMSC’s sole and absolute discretion.
Operating Standards. The Operating Standards attached to this Agreement as Schedule A are hereby made an integral part of this Agreement. Client, its employees, agents, guests, invitees, visitors and/or any other persons caused to be present in and around the Premises by the Client ("Client's Users") will perform and abide by the Operating Standards then in effect.
Operating Standards. In providing any of the required and/or authorized services or activities specified in this Agreement, LESSEE shall operate for the use and benefit of the public and shall meet or exceed the following standards:
Operating Standards. In accordance with this Agreement, and all other co-working space agreements on the Premises, the Tenant and the tenants of the Premises agree to the following: No individual or business may conduct any activity within the Premises that, in the sole judgment of the Landlord, create excessive traffic or be inappropriate to the other tenants’ co-working experience; No individual or business may advertise or have identifying signs or notices that are inscribed, painted, or affixed on any part of the Premises without the express written consent of the Landlord; All tenants of the Premises shall keep clean any common areas after use. This includes, but is not limited to, conference rooms, call areas, coffee and snack areas, visual equipment, and any other space that may be used by another tenant; All tenants are prohibited from smoking in any area of the Premises; and All tenants are to operate in a way that is courteous with all other individuals. The Landlord reserves the right to make other reasonable rules and regulations from time to time in order to promote a good co-working environment amongst the tenants.
Operating Standards. MP will ensure that the Affiliated MP Site complies at all times with the standards set forth in Exhibit E. To the extent site standards are not established in Exhibit E with respect to any aspect or portion of the Affiliated MP Site (or the Products or other Content contained therein), MP will provide such aspect or portion at a level of accuracy, quality, completeness, and timeliness that meets or exceeds prevailing standards in the online industry for providers of the services set forth on Exhibit D. In the event MP fails to comply (1) with its obligation under Section 2.1 of this Agreement to ensure that the Affiliated MP Site will not promote, advertise, market or distribute the products services or content of any other Interactive Service or (2) with the provisions of Exhibit E (except for Sections 1 and 4), or (3) with any other material terms of AOL's Terms of Service, Privacy Policy, or technical requirements herein, which failure, by its nature, requires immediate action by AOL (e.g., offensive content on the Affiliated MP Site, significant technical problems or incompatibilities of the Affiliated MP Site or the Promo Content with the AOL Network, or other situations causing a significant and material adverse effect on the AOL Service or other AOL products or creating a material poor user experience), in the good faith judgement of AOL, then, in any such case, AOL will have the right (in addition to any other remedies available to AOL hereunder) to decrease the applicable promotion (i.e., remove links to such offending areas only, to the extent possible, in a manner narrowly tailored to address the particular problem, to the extent possible) it provides to MP hereunder (and to decrease or cease any other contractual obligation hereunder) until such time as MP corrects its non-compliance (and in such event, AOL will be relieved of the proportionate amount of any promotional commitment made to MP by AOL hereunder corresponding to such decrease in promotion) and any revenue threshold(s) set forth in Section 4 will each be adjusted proportionately to correspond to such decrease in promotion and other obligations during the period of non-compliance; provided that AOL shall use best efforts to notify MP of such non-compliance promptly upon becoming aware of such non-compliance and AOL shall make good faith efforts to attempt to deliver such notice to MP prior to or contemporaneously with any action by AOL authorized by this sentence. In addition, AOL a...
Operating Standards. From and after the Site Launch Date, MP will ensure that the Affiliated MP Site complies in all material respects with the standards set forth in Exhibit E. To the extent site standards are not established in Exhibit E with respect to any aspect or portion of the Affiliated MP Site (or the Products or other Content contained therein), MP will provide such aspect or portion at a level of accuracy, quality, completeness, and timeliness which meets or exceeds prevailing standards in utilities industries. In the event MP fails to comply with the standards set forth in Exhibit E and AOL reasonably determines that such failure is affecting the ability of AOL Users to use the Promotions or the Affiliated MP Site, or is having an adverse effect on any part of the AOL Network, then AOL will have the right (in addition to any other remedies available to AOL hereunder) to (a) suspend the award of Reward Points until MP corrects such non-compliance, and (b) decrease the Promotions it provides to MP hereunder until such time as MP corrects its non-compliance. If at any time during the Term hereof AOL determines that such failure is a material breach under this Agreement, AOL shall notify MP of such material breach, and MP shall have ten (10) days from delivery of such notice to cure such failure. Additionally, if such failure occurs during more than ten (10) days in any nine (9) month period, then (i) AOL will be relieved of the proportionate amount of any Impressions Commitment corresponding to such decrease in Promotions, and (ii) at MP's option either (x) the thresholds for AOL Purchasers (as described in Section 4.2) will be reduced by an amount to correspond to the estimated "lost AOL Purchasers", or (y) MP will pay AOL $*** per "lost AOL Purchaser" if such payment relates to periods before the 1,000,000 AOL Purchasers goal is met, or $*** per "lost AOL Purchaser" if such payment relates to periods after the 1,000,000 AOL Purchasers goal is met. The "lost AOL Purchasers" will be determined based on historical data in the relevant market relating to Impressions, the click through rate, and the customer acquisition rate (or, if no such data or other rates are available in any affected market, the "lost AOL Purchaser" will be determined in accordance with reasonably estimated or presumed data with respect to impressions, click through rates and customer acquisition rates).
Operating Standards. Purchaser shall conduct the operation of its business described hereunder in a clean and safe manner and shall otherwise conduct no business which could interfere with Supplier’s sale or supply of Product or damage the goodwill of Supplier. Without limiting the foregoing, Purchaser shall fully comply with the standards of any branded fuel supplier at any Station which bears such brand.
Operating Standards. During the term of this Agreement, Developer shall operate and maintain the Project in accordance with the technical specifications and requirements set out in Schedule 6 (Technical Specifications).
Operating Standards. DigitalWork will ensure that the Co-Branded Site complies at all times with the standards set forth in Exhibit E. To the extent site standards are not established in Exhibit E with respect to any aspect or portion of the Co-Branded Site (or the Products or other Content contained therein), DigitalWork will provide such aspect or portion at a level of accuracy, quality, completeness, and timeliness which meets or exceeds prevailing standards in the business-to-business industry. In the event DigitalWork fails to comply with any material terms of this Agreement or any Exhibit attached hereto, AOL will have the right (in addition to any other remedies available to AOL hereunder) to decrease the promotion it provides to DigitalWork hereunder (and to decrease or cease any other contractual obligation hereunder) until such time as DigitalWork corrects its non-compliance (and in such event, AOL will be relieved of the proportionate amount of any promotional commitment made to DigitalWork by AOL hereunder corresponding to such decrease in promotion) and any revenue threshold(s) set forth in Section 4 will each be adjusted proportionately to correspond to such decrease in promotion and other obligations during the period of non-compliance.
