Supplier Services Clause Samples

Supplier Services. Supplier agrees that for a period lasting from the Effective Date to the earlier of: (i) June 30, 2000, or (ii) the date this Transaction Agreement terminates; as long as Customer is not in default under the terms of this Transaction Agreement, Supplier shall not provide the services provided to Customer hereunder to the automobile operations of the following manufacturers:[*****].

Supplier Services. Supplier Products • Managed Services; • Professional Services (including the On-Boarding Services);

Supplier Services. 3.1 The Supplier shall perform the Supplier Services in accordance with this Agreement with reasonable skill and care and in particular: 3.1.1 the Supplier Products in accordance with the Supplier SLA as set out in the Service Description. If the Supplier fails to meet the Supplier SLA, the service credit regime as specified in the Service Description shall apply; 3.1.2 the Managed Services in accordance with the Supplier SLA set out in the Service Description. If the Supplier fails to meet the Supplier SLA, it shall implement a service improvement plan to address the underlying cause of such failure. 3.1.3 the Professional Services as set out in the relevant Statement of Work.

Supplier Services. 2.1 The Customer engages the Supplier to provide Consultant(s) hereto upon the terms and conditions hereinafter mentioned. 2.2 Details relating to the specific projects are embodied in the Statement of Work, which will be subject to the terms of this agreement. Such Statement of Work will become binding once signed by both parties.

Supplier Services. 3.1 The Supplier shall perform the Supplier Services in accordance with this Agreement with reasonable skill and care. The Supplier shall make available 3.1.1 the Supplier Products in accordance with the Supplier SLA as set out in the Service Description. If the Supplier fails to meet the Supplier SLA, the service credit regime (if applicable) as specified in the Service Description shall apply. Note that Supplier Products are also subject to Resold Service Provider’s terms and conditions of Microsoft and/or Amazon; 3.1.2 the Managed Services in accordance with the Supplier SLA set out in the Service Description. If the Supplier persistently fails to meet the Supplier SLA, it shall implement a service improvement plan to address the underlying cause of such failure. 3.1.3 the Professional Services as set out in the relevant Statement of Work. 3.2 Unless expressly agreed in the Service Description, the Supplier: 3.2.1 is not providing consultancy, user familiarisation or training, or support for other systems and services used by the Customer which interact with the Services; 3.2.2 will not provide back-up and restoration of Customer Data, and nor will it provide business continuity and disaster recovery services, unless these form part of the specific Services agreed with the Customer, and then only to the extent described in the relevant Service Description; 3.2.3 does not warrant that the Customer's use of the Services will be uninterrupted or error-free; 3.2.4 does not warrant that the Services utilising the information obtained by the Customer through the Services will be error-free, accurate or meet the Customer's requirements. In particular, the Customer acknowledges that it has been given an opportunity to evaluate the Supplier Products and to decide whether to use them and the results generated by the software / services in connection with its operations. The Customer acknowledges that, given the nature of generative artificial intelligence, the use of AI related software / services in some cases may result in inaccurate output and that the Customer should assess the accuracy of any output on an ongoing basis as appropriate; and 3.2.5 is not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, and the Customer acknowledges that the Services may be subject to limitations, delays and other problems inherent in the use of such communications faciliti...

Supplier Services. Supplier shall provide Company the Services as set forth in this Agreement in exchange for the agreed fee schedule set forth in the table of schedules, project activities and milestones attached hereto in Exhibit A (the “Project Plan”). 2.1.1 Supplier shall use Commercially Reasonable Efforts to meet the project deadlines and achieve the milestones set forth in the Project Plan. 2.1.2 With Company’s cooperation as set forth below, Supplier shall prepare and deliver to Company, in accordance with the Project Plan, the Design Package. 2.1.3 The Services shall be subject to and performed in accordance with Supplier’s 03 June 2022 proposal and the modified Orgalime SI 14 with the amendments of B&B Packaging Technologies, L.P terms and conditions as set forth in Exhibit B hereto (the “Supply Terms”). The Parties intend for the express terms and conditions contained in this Agreement (including the Supply Terms and all other Schedules and Exhibits hereto) to exclusively govern and control each of the Parties' respective rights and obligations regarding the Services and the manufacture, purchase and sale of the Equipment, and the Parties' agreement is expressly limited to such terms and conditions. Notwithstanding the foregoing, if any terms and conditions contained in the Supply Terms conflict with any terms and conditions contained in this Agreement, the applicable term or condition of this Agreement will prevail and such contrary or different terms will have no force or effect. Except for such contrary terms, the terms and conditions of the Supply Terms are incorporated by reference into this Agreement for all applicable purposes hereunder. Without limitation of anything contained in this Section 2.1, any additional, contrary or different terms contained in any of Supplier's invoices or other communications, and any other attempt to modify, supersede, supplement or otherwise alter this Agreement, are deemed rejected by Company and will not modify this Agreement or be binding on the Parties unless such terms have been fully approved in a signed writing by authorized Representatives of both Parties. 2.1.4 Supplier guarantees that the Equipment and the modules used in the Equipment are free of any 3rd party intellectual property or that there are no intellectual property barriers to use the Equipment in the United States and any other country or countries that will be defined by both Parties.

Supplier Services. Supplier shall supply all of the following services in support of the Program (collectively, the “Services”):

Supplier Services. Term of Contract: Exhibit 2 Customer Particulars Exhibit

Supplier Services. As between Supplier and Customer, all right, title and interest in the Supplier Services and any other Supplier materials furnished or made available hereunder, and all modifications and enhancements thereof, and all suggestions, ideas and feedback proposed by Customer regarding the Supplier Services, including all copyright rights, patent rights and other Intellectual Property Rights in each of the foregoing, belong to and are retained solely by Supplier or Supplier’s licensors and providers, as applicable. Customer shall periodically provide Supplier with written feedback regarding Customer’s use of the Supplier Services, the functionality of the Supplier Services, any bugs, errors or deficiencies that Customer encounters regarding the operation and functionality of the Supplier Services and any suggestions that Customer may have regarding improvement of such operation and functionality (“Feedback”). Additionally, Customer shall promptly respond to any questions that Supplier may have regarding such Feedback or to any other questions Supplier may have regarding Customer’s use of the Supplier Services. Customer hereby does and will irrevocably assign to Supplier all Feedback and all Intellectual Property Rights in the Feedback.