SERVICES ARE PROVIDED Sample Clauses

SERVICES ARE PROVIDED. 3.1 Esri Ireland shall provide the Services at the Customer Location using the reasonable 1.5 be reviewed by Esri Ireland from time to time.
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SERVICES ARE PROVIDED. All participants must have a current and valid homestudy completed by a Hague accredited agency in their home country and an Article 15 letter specifically approving the participants to adopt a child(ren) from the US. Participants will also share basic information about the birth parent they have identified. FRC will conduct an initial assessment of the situation and determine whether or not FRC can assist with the possible adoption. Only if FRC and the participants are able to identify a cooperative Hague Accredited agency or agency or person that can be supervised by FRC in the state where the birth parent(s) reside, will FRC agree to provide Hague Outgoing Primary Provider Services. The local supervised ASP shall make arrangements to speak with the birth parent(s) and confirm their understandings and desire to place a child(ren) for adoption with the participants. Throughout this process, FRC is prepared to provide participants with professional social work support and adoption counseling services. FRC’s Hague Outgoing Primary Provider Services are designed to assist participants who have already identified a cooperative relationship with US resident birth parents who are considering placing a child(ren) for adoption with the participants. Participants understand that FRC has and all Supervised Providers must have a strict policy prohibiting employees and agents from giving money or other considerations, directly or indirectly, to a child’s parent(s), other individual(s), or any entity as payment for the child or as an inducement to release the child. If permitted or required by the US state, participants may remit reasonable payments for activities related to the adoption proceedings, pre-birth and birth medical costs, the care of the child, the care of the birth mother while pregnant and immediately following birth of the child, or the provisions of child welfare and child protection services generally. Permitted or required contributions shall not be remitted as payment for the child or as an inducement to release a child for adoption and must abide by applicable US state law. FRC is committed to ensuring that all services provided to birth parents are without obligation and that birth parents are aware that regardless of whether or not they receive emotional or financial support they do not have to place a child for adoption or to work with anyone with whom they do not feel comfortable. Participants understand and agree that they must uphold and kee...
SERVICES ARE PROVIDED. 3.1. Esri Ireland shall provide the Services at the Customer Location using the reasonable skill and care expected of a competent provider of the Services. 3.2. Where Customer has paid the annual software support and maintenance Charges, Esri Ireland shall provide the annual software support and maintenance Services for the Software in accordance with the Support Policy (and in relation to Esri Inc Software, subject to the Esri Inc Product Lifecycle Policy available at xxxx://xxxx.xxxxxx.xxx/en/shared/product-life-cycle/ProductlifeCycle.pdf). 3.3. Professional services will be provided either as a fixed price piece of work (in which case the fixed price and payment milestones will be identified within the Esri Ireland Quotation/Proposal) or if no fixed price is so identified the services will be provided on a time and materials basis. 3.4. If the Customer orders and pays for a number of professional Services days up front, the Customer must “call-off” such days, in units of two or more days, for projects that are agreed with Esri Ireland from time to time, within a period of 12 months from the date of such order. No refund of unused days will be provided 3.5. If the Customer cancels any professional Services less than 2 weeks before the agreed date, it shall be liable for 100% of the Charges and Expenses therefor. 3.6. For time and materials professional services, any days stated are only an estimate of the days required to carry out the professional Services. Where the professional Services are achieved using less than the estimated days and assuming that no further use is identified by the Customer for any unused days, such days will, in this instance, be cancelled without penalty. If further days are required above the number of days estimated, these will be agreed with the Customer and charged at the then appropriate Daily Rates. 3.7. These General Terms do not apply to learning services, which are governed by the current Esri Ireland Learning Services Terms. Such Learning Services Terms are available from Esri Ireland or at xxxxx://xxx.xxxxxx.xxx/en-gb/legal/ie/terms-and- conditions. 3.8. These General Terms do not apply to Esri UK Managed Cloud and Online Services, which are governed by the current Esri UK Managed Cloud and Online Service Terms, which are available at xxx.xxxxxx.xxx/xxxxx/xxxxx-xxx-xxxxxxxxxx; nor do they apply to Esri Ireland’s managed services which are governed by separate agreement (available upon request).
SERVICES ARE PROVIDED. The school makes sure that the child's IEP is being carried out as it was written. Parents are given a copy of the IEP. Each of the child's teachers and service providers has access to the IEP and knows his or her specific responsibilities for carrying out the IEP. This includes the accommodations, modifications, and supports that must be provided to the child, in keeping with the IEP. Progress is measured and reported to parents.The child's progress toward the annual goals is measured, as stated in the IEP. His or her parents are regularly informed of their child's progress and whether that progress is enough for the child to achieve the goals by the end of the year. These progress reports must be given to parents at least as often as parents are informed of their nondisabled children's progress. IEP is reviewed. The child's IEP is reviewed by the IEP team at least once a year, or more often if the parents or school ask for a review. If necessary, the IEP is revised. Parents, as team members, must be invited to attend these meetings. Parents can make suggestions for changes, can agree or disagree with the IEP goals, and agree or disagree with the placement. If parents do not agree with the IEP and placement, they may discuss their concerns with other members of the IEP team and try to work out an agreement. There are several options, including additional testing, an independent evaluation, or asking for mediation (if available) or a due process hearing. They may also file a complaint with the state education agency. Child is reevaluated. At least every three years the child must be reevaluated. This evaluation is often called a "triennial." Its purpose is to find out if the child continues to be a "child with a disability," as defined by IDEA, and what the child's educational needs are. However, the child must be reevaluated more often if conditions warrant or if the child's parent or teacher asks for a new evaluation. By law, the IEP must include certain information about the child and the educational program designed to meet his or her unique needs. In a nutshell, this information is: Current performance. The IEP must state how the child is currently doing in school (known as present levels of educational performance). This information usually comes from the evaluation results such as classroom tests and assignments, individual tests given to decide eligibility for services or during reevaluation, and observations made by parents, teachers, related serv...

Related to SERVICES ARE PROVIDED

  • Services and Utilities (a) Landlord shall provide the following services and utilities during normal business hours on all days except Saturdays, Sundays, and federal and state holidays, or unless otherwise stated below. Cost of such services shall be included as an Operating Cost. (i) when necessary during normal business hours, central heating and air conditioning in the Premises and the Common Areas at temperature levels customary for comparable office buildings in the immediate vicinity (Landlord and Tenant agree that Tenant shall have the right to operate the HVAC system serving the Premises on an after-hours basis and shall pay for such expense in accordance with Section 8(b)); (ii) janitorial services five business days per week; and (iii) three passenger elevators, to be used in common with other tenants, except for the occasion of a temporary repair or replacement of the elevators. “Normal business hours” for purposes of clause (a) above shall be deemed to mean the periods from 8:00 a.m. until 6:00 p.m. on business days (Monday through Friday) and from 8:00 a.m. until 1:00 p.m. on Saturdays. Tenant shall nonetheless have access to the Premises and elevators seven (7) days a week, twenty-four (24) hours a day, subject to and in accordance with any security procedures that Landlord may have in place. (b) Tenant shall pay Tenant’s pro rata share of Tenant Electric. In addition, Tenant shall pay for all costs of after-hours HVAC service used by Tenant at an hourly rate mutually agreed upon by Landlord and Tenant. Electric current supplied to or used in the Premises shall be set at the rate prevailing for Tenant’s class of use as established by the company or companies chosen by Landlord or its designee to provide electricity to the Premises. Upon reasonable prior notice, Landlord or its designated electric service provider may have access to the Premises to install equipment necessary to deliver electric service to the Premises or the Building provided that Landlord or the utility company shall restore the Premises to its condition prior to the commencement of such work. Landlord reserves the right to switch electricity providers, if legally permissible, at any time. Landlord shall not be liable to Tenant for damages arising as a result of service interruptions caused by any electric service provider. Electric current supplied to or used in the Premise shall be measured by a submeter. (c) Any failure by the Landlord to furnish any of the foregoing services or utilities, resulting from circumstances beyond the Landlord’s reasonable control or from interruption of such services due to repairs or maintenance, shall not render the Landlord liable in any respect for damages to either person or property, nor be construed as an eviction of the Tenant, nor cause an abatement of rent hereunder, nor relieve the Tenant from any of its obligations hereunder, unless caused by Landlord or its agents, employees and/or contractors. If any public utility or governmental body shall require the Landlord or the Tenant to restrict the consumption of any utility or reduce any service for the Premises or the Building, the Landlord and the Tenant shall comply with such requirements, whether or not the services and utilities referred to in this section 8 are thereby reduced or otherwise affected, without any liability on the part of the Landlord to the Tenant or any other person or any reduction or adjustment in rent payable hereunder. The Landlord and its agents shall be permitted reasonable access to the Premises for the purpose of installing and servicing systems within the Premises deemed necessary by the Landlord to provide the services and utilities referred to in this Section 8 to the Tenant and other tenants in the Building. (d) Tenant shall not at any time overburden or exceed the capacity of the mains, feeders, ducts, conduits, or other facilities by which such utilities are supplied to, distributed in or serve the Premises beyond normal office uses. If Tenant desires to install any equipment which shall require additional utility facilities or utility facilities of a greater capacity than the facilities existing, such installation shall be subject to Landlord’s prior written approval of Tenant’s plans and specifications therefor. If such installation is approved by Landlord and if Landlord provides such additional facilities to accommodate Tenant’s installation, Tenant agrees to pay Landlord, on demand, the cost for providing such additional utility facilities or utility facilities of greater capacity. Landlord shall not be responsible for providing any meters or other devices for the measurement of utilities supplied to the Premises. In addition, if Tenant requires lighting other than the standard lighting provided by Landlord for the Building, Tenant shall be required to pay Landlord on demand for the additional costs of such lighting, including light bulb replacement. (e) Landlord shall cause to be operated a trash removal service for the Project, the costs and expenses of which shall be a part of Operating Costs. In the event that Tenant’s use of the Premises requires trash removal services in excess of that required for standard office tenants, Tenant shall pay to Landlord, as additional rent all costs and expenses in excess of the trash removal costs which are attributable to such excess usage. (f) In the event Tenant wishes, at any time, to utilize the services of a telecommunications provider who is not then authorized by the Landlord to provide telecommunications services to tenants in the Building, such provider shall be permitted to install its lines or other equipment within the Building after it secures the prior written approval of the Landlord. Landlord hereby authorizes Verizon, Worldcom, and Telephonet to provide telecommunication services to the Building. Tenant shall use its best efforts to get such vendors to execute license and access agreements reasonably acceptable to Landlord provided that such agreements do not materially alter the telecommunication service to Tenant or increase the costs to Tenant of such telecommunication services. Landlord’s approval shall not be deemed any kind of warranty or representation by Landlord, including, without limitation, any warranty or representation as to the suitability, competence, or financial strength of the provider. Without limitation of the foregoing standard, unless all of the following conditions are satisfied to Landlord’s satisfaction, it shall be reasonable for Landlord to refuse to give its approval: (i) Landlord shall incur no expense whatsoever with respect to any aspect of the provider’s provision of its services, including, without limitation, the costs of installation, materials and services; (ii) the provider shall agree to use the Building’s central communications distribution system (“CDS”) to deliver telecommunications services to Tenant (unless the CDS is not physically capable of delivering such services); (iii) prior to commencement of any work in or about the Building by the provider, the provider shall supply Landlord with such written indemnities, insurance, financial statements, and such other items as Landlord reasonably determines to be necessary to protect its financial interests and the interests of the Building relating to the proposed activities of the provider; (iv) the provider agrees in writing to abide by such rules and regulations, Building and other codes, job site rules and such other requirements as are reasonably determined by Landlord to be necessary to protect the interests of the Building, the tenants in the Building, and Landlord, in the same or similar manner as Landlord has the right to protect itself and the Building with respect to proposed alterations as described in this Lease; (v) Landlord reasonably determines that there is sufficient space in the Building for the placement of all of the provider’s equipment and materials; (vi) Landlord receives from the provider such compensation as is reasonably determined by Landlord to compensate it for the fair market value of a provider’s occupancy of the Building, and the costs which may reasonably be expected to be incurred by Landlord in conjunction with the provider’s occupancy of and activities within the Building; and (vii) all of the foregoing matters are documented in a written agreement between Landlord and the provider, the form and content of which is reasonably satisfactory to Landlord. Except as otherwise authorized in writing by Landlord, all communications services provided to Tenant shall be delivered via the Building’s CDS. Landlord may charge Tenant’s service providers fees for use of the CDS (“CDS Fees”), which includes monthly recurring fees (“Recurring CDS Fees”) for use of each circuit of the CDS used in the delivery of communications services to Tenant, and non-recurring fees (“Non-Recurring CDS Fees”) relating to activities such as moves, adds and changes of circuits which Landlord or Landlord’s agents are making. In the event that a service provider refuses for any reason to pay the CDS Fees directly to Landlord, or if Tenant is directly using the CDS to connect to a provider or otherwise, Tenant shall be responsible to pay Landlord Non-Recurring CDS Fees, but in no event shall Tenant be responsible to pay to Landlord Recurring CDS Fees, Landlord shall repair or replace the CDS as necessary to eliminate any interruption or other adverse effects to Tenant caused by malfunction, damage or destruction of the CDS, the cost of which shall be borne by Tenant if the problem was caused directly or indirectly by the act or omission of Tenant, its agents, representatives, employees or invitees. In no event shall Landlord or its agents be liable for any direct or indirect claims or damages of any kind arising out of any interruption or failure of communications or related services (including without limitation, local or long distance phone service, internet, cable TV, CDS, and data services) received by Tenant, it being understood that Tenant shall look solely to its communications services providers for recovery of any such claims or damages. To the extent that Landlord or its agents provides any communications services directly to Tenant, Tenant’s sole remedy in the event that such services provided by Landlord or its agents are interrupted or otherwise fail shall be an equitable abatement of the fees paid by Tenant to Landlord or its agents for such services, pro-rated from the date of the interruption or failure of service until the date upon which service is restored. Landlord shall have the right to designate a third party as its agent to manage and/or own the telecommunications infrastructure in the Building, whose responsibilities include without limitation management of circuit activity on the CDS (“Manager”). Manager or Landlord may provide to Tenant operating procedures for the CDS, including the phone number(s) for the, person or persons responsible for the operation and maintenance of the CDS, and Tenant agrees to comply with any such procedures. Notwithstanding the foregoing, Landlord may, in its sole discretion and upon notice to Tenant, also designate other entities as Manager of the CDS.

  • Hospice Services Services are available for a Member whose Attending Physician has determined the Member's illness will result in a remaining life span of six months or less.

  • Services Furnished The Company shall furnish the Executive with office space and such services as are suitable to the Executive’s position and adequate for the performance of the Executive’s duties during the Term of Employment.

  • Services Provided Subcontractor agrees to complete the following: ____________ ___________________________________________________________ (“Services”).

  • Access to Services Subject to and in accordance with the terms of this Agreement, including any Schedules, Company grants You a non-exclusive, non-sublicensable, nontransferable, non-assignable, revocable license for the term of this Agreement to access and use the Services. Services may only be used by Your Users for internal business purposes only. You agree to comply with the terms and conditions of this Agreement, including any Schedules, and with all applicable Company procedures and policies that further define use of the Services. You acknowledge and agree that the actions of any of Your Users with respect to the Services will be deemed to be actions by You and that any breach by any of Your Users of the terms of this Agreement, including any Schedule, will be deemed to be a breach by You.

  • Tax Services (i) Where required by the Code, withhold taxes (including backup withholding taxes) on U.S. residents and non-resident alien accounts, report such withheld taxes to relevant shareholders and the IRS and remit such withheld taxes to the IRS. Adjust non-resident alien withholding to reflect qualified interest income received by the Funds. (ii) Prepare and file IRS Form 1099 and other tax reporting forms required by the IRS with respect to dividends and distributions. Prepare and file any required state tax reporting with respect to dividends and distributions. (iii) Provide due diligence process for IRS Form W-9 and W-8 solicitations and encode shareholder records with properly returned information. (iv) Perform cost basis accounting accumulation and report the basis of redeemed Shares as required by the Code. (v) Retain tax reporting information from processed transactions in appropriate data files for preparation of IRS forms and information returns. (vi) Provide system and work stream to comply with the Foreign Account Tax Compliance Act ("FATCA"), including but not limited to: (A) During the account opening process, collect and store in an easily searchable and viewable file information required to comply with FATCA account classification requirements. (B) Initiate, monitor and maintain requests for FATCA documentation from account holders, including the ability to electronically record a review of FATCA documentary evidence (e.g., who reviewed, what was reviewed, when). (C) Monitor and report to the Funds changes to account holder information which impacts their FATCA classification. (D) In compliance with FATCA, withhold taxes at the rate required by FATCA on payments made to non-participating foreign financial institutions and non-financial foreign entities ("NFFE") and remit such withheld taxes to the IRS. (E) Prepare tax reporting forms required by FATCA, including those relating to US owners of NFFEs.

  • FURNISHED SERVICES The County agrees to: A. Guarantee access to and make provisions for the Contractor to enter upon public and private lands as required to perform their work. B. Make available all pertinent data and records for review. C. Provide general bid and Contract forms and special provisions format when needed.

  • Hosted Services 3.1 The Provider hereby grants to the Customer a worldwide, non-exclusive licence to use the Hosted Services for the business purposes of the Customer in accordance with the Documentation during the Term. 3.2 The Provider shall create an Account for the Customer and shall provide to the Customer login details for that Account to enable the Customer to configure and administer the Hosted Services and enable registration of Customer End Users. 3.3 Except to the extent expressly permitted in this Agreement or required by law on a non- excludable basis, the licence granted by the Provider to the Customer under Clause 3.1 is subject to the following prohibitions: (a) the Customer must not sub-license its right to use the Hosted Services; (b) the Customer must not make any alteration to the Platform; and (c) the Customer must not conduct or request that any other person conduct any load testing or penetration testing on the Platform or Hosted Services without the prior written consent of the Provider. 3.5 The Customer shall use reasonable endeavours, including appropriate organisational and technical measures relating to Account access details, to ensure that no unauthorised person may gain access to the Hosted Services using an Account. 3.6 The parties acknowledge and agree that Schedule 2 (Availability SLA) shall govern the availability of the Hosted Services. 3.7 The Customer must ensure that all persons using the Hosted Services with the authority of the Customer or by means of an Account comply with the Terms Of Use. 3.8 The Customer must not use the Hosted Services in any way that causes, or may cause, damage to the Hosted Services or Platform or impairment of the availability or accessibility of the Hosted Services. 3.9 The Customer must not use the Hosted Services: (a) in any way that is unlawful, illegal, fraudulent or harmful; or (b) in connection with any unlawful, illegal, fraudulent or harmful purpose or activity. 3.10 For the avoidance of doubt, the Customer has no right to access the software code (including object code, intermediate code and source code) of the Platform, either during or after the Term. 3.11 The Provider may suspend the provision of the Hosted Services if any amount due to be paid by the Customer to AWS for the benefit of the Provider under this Agreement is overdue, and the Provider has given to the Customer at least 30 days' written notice, following the amount becoming overdue, of its intention to suspend the Hosted Services on this basis.

  • Services Unique It is agreed that the services to be rendered by Employee hereunder are of a special, unique, unusual, extraordinary and intellectual character which gives them a peculiar value, the loss of which cannot be reasonably or adequately compensated in damages in an action at law and that a breach by Employee of any of the provisions contained herein will cause the Company irreparable injury and damage. Employee expressly agrees that the Company shall be entitled to injunctive or other equitable relief to prevent a breach hereof. Resort to any such equitable relief shall not be construed as a waiver of any of the rights or remedies which the Company may have against Employee for damages or otherwise.

  • Compliance Services (a) If Schedule I contains a requirement for the BNY to provide the Fund with compliance services, such services shall be provided pursuant to the terms of this Section 6 (the “Compliance Services”). The precise compliance review and testing services to be provided shall be as mutually agreed between the BNY and each Fund, and the results of the BNY’s Compliance Services shall be detailed in a compliance summary report (the “Compliance Summary Report”) prepared on a periodic basis as mutually agreed. Each Compliance Summary Report shall be subject to review and approval by the Fund. The BNY shall have no responsibility or obligation to provide Compliance Services other that those services specifically listed in Schedule I. (b) The Fund will examine each Compliance Summary Report delivered to it by the BNY and notify the BNY of any error, omission or discrepancy within ten (10) days of its receipt. The Fund agrees to notify the BNY promptly if it fails to receive any such Compliance Summary Report. The Fund further acknowledges that unless it notifies the BNY of any error, omission or discrepancy within 10 days, such Compliance Summary Report shall be deemed to be correct and conclusive in all respects. In addition, if the Fund learns of any out-of-compliance condition before receiving a Compliance Summary Report reflecting such condition, the Fund will notify the BNY of such condition within one business day after discovery thereof. (c) While the BNY will endeavor to identify out-of-compliance conditions, the BNY does not and could not for the fees charged, make any guarantees, representations or warranties with respect to its ability to identify all such conditions. In the event of any errors or omissions in the performance of Compliance Services, the Fund’s sole and exclusive remedy and the BNY’s sole liability shall be limited to re-performance by the BNY of the Compliance Services affected and in connection therewith the correction of any error or omission, if practicable and the preparation of a corrected report, at no cost to the Fund.

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