Xxxxxxxx Xxxxxxxxx Xx xxxvided for in the Agreement and Declaration of Trust of the various Funds, under which the Funds are organized as unincorporated trusts, the shareholders, trustees, officers, employees and other agents of the Fund shall not personally be found by or liable for the matters set forth hereto, nor shall resort be had to their private property for the satisfaction of any obligation or claim hereunder.
Xxxxxxxx Xxxxxxxx obligation to pay compensation to PaineWebber as agreed upon pursuant to this paragraph 4 is not contingent upon receipt by Xxxxxxxx Xxxxxxxx of any compensation from the Fund or Series. Xxxxxxxx Xxxxxxxx shall advise the Board of any agreements or revised agreements as to compensation to be paid by Xxxxxxxx Xxxxxxxx to PaineWebber at their first regular meeting held after such agreement but shall not be required to obtain prior approval for such agreements from the Board.
Xxxxxxx Xxxxxxxxx This Lot may contain Bundles which include Hardware and/or Software in combination with Cloud Services. All components of the Bundle must be within the overall scope of this Contract. The Hardware or Software Products included in the Bundle cannot be listed as stand-alone items for this Lot. Third Party Products are allowed as part of a Bundle only if they are required to facilitate the provision of the Cloud solution. PROTECTION OF DATA, INFRASTRUCTURE AND SOFTWARE Contractor is responsible for providing physical and logical security for all Data, infrastructure (e.g. hardware, networking components, physical devices), and software related to the services the Contractor is providing under the Authorized User Agreement. All Data security provisions agreed to by the Authorized User and Contractor within the Authorized User Agreement may not be diminished for the duration of the Authorized User Agreement. No reduction in these conditions in any fashion may occur at any time without prior written agreement by the parties amending the Authorized User Agreement.
Xxxxxx Xxxxxxxxxx s/ X. Xxxxxx Xxxxxxxxxx X. Xxxxxx Xxxxxxxxxx SECOND AMENDMENT TO THIRD A&R INVESTORS’ RIGHTS AGREEMENT AND WAIVER OF REGISTRATION RIGHTS This Amendment has been executed by the undersigned, effective as of the date first written above. Norwest Venture Partners XI, LP By: Genesis VC Partners XI, LLC, General Partner By: NVP Associates, LLC, Managing Member By: /s/ Xxxx Xxxxx Xxxx Xxxxx Norwest Venture Partners VII-A, LP By: Itasca VC Partners VII-A, LLC, General Partner By: NVP Associates, LLC, Managing Member By: /s/ Xxxx Xxxxx Xxxx Xxxxx Norwest Venture Partners VI-A, LP By: Itasca VC Partners VI-A, LLC, General Partner By: NVP Associates, LLC, Managing Member By: /s/ Xxxx Xxxxx Xxxx Xxxxx Address: 000 Xxxxxxxxxx Xxx., Xxxxx 000 Xxxx Xxxx, XX 00000-0000 Attn: Xxxx Xxxxxxx, CFO With a copy to: Norwest Venture Partners XI, LP 000 Xxxxxxxxxx Xxx., Xxxxx 000 Xxxx Xxxx, XX 00000-0000 Attn: Xxxx Xxxxx SECOND AMENDMENT TO THIRD A&R INVESTORS’ RIGHTS AGREEMENT AND WAIVER OF REGISTRATION RIGHTS This Amendment has been executed by the undersigned, effective as of the date first written above. XXXXX STREET 2010 DIRECT FUND, L.P. By: ASP 2010 Direct Management, LLC, its General Partner By: Xxxxx Street Partners, LLC, its Managing Member By: /s/ Xxxxx Xxxxxx Partner XXXXX STREET 2009 DIRECT FUND, L.P. By: ASP 2009 Direct Management, LLC, its General Partner By: Xxxxx Street Partners, LLC, its Managing Member By: /s/ Xxxxx Xxxxxx Partner XXXXX STREET 2008 DIRECT FUND, L.P. By: ASP 2008 Direct Management, LLC, its General Partner By: Xxxxx Street Partners, LLC, its Managing Member By: /s/ Xxxxx Xxxxxx Partner Address: x/x Xxxxx Xxxxxx Partners, LLC Xxx Xxxxx Xxxxxx Xxxxx, Suite 2200 Chicago, IL 60606-2823 Attn: Xxxxx Xxxx SECOND AMENDMENT TO THIRD A&R INVESTORS’ RIGHTS AGREEMENT AND WAIVER OF REGISTRATION RIGHTS This Amendment has been executed by the undersigned, effective as of the date first written above. GOOGLE VENTURES 2011, L.P. By: Google Ventures 2011 GP, L.L.C., its general partner By: /s/ Xxxxxxx X. Xxxxx Name: Xxxxxxx X. Xxxxx Title: Member Address: 0000 Xxxxxxxxxxxx Xxxxxxx Xxxxxxxx Xxxx, XX 00000 Attn: Xxxxx Xxxxx With a copy to: Google Ventures 2011, L.P. Attn: General Counsel, Google Ventures Email: xx-xxxxxx@xxxxxx.xxx SECOND AMENDMENT TO THIRD A&R INVESTORS’ RIGHTS AGREEMENT AND WAIVER OF REGISTRATION RIGHTS This Amendment has been executed by the undersigned, effective as of the date first written above. /s/ Xxxxxx Xxxxxxxx Xxxxxx Xxxxxxxx /s/ Xxx Xxxxxxxx Xxx Xxxxxxxx /s/ Xxxxxxx Xxxxxxx Xxxxxxx Xxxxxxx /s/ Xxxxxxx Argiolas Antonio Argiolas /s/ Xxxxxx Xxxxx Xxxxxx Xxxxx /s/ Xxxx-Xxxx Xxxxx Xxxx-Xxxx Jones SECOND AMENDMENT TO THIRD A&R INVESTORS’ RIGHTS AGREEMENT AND WAIVER OF REGISTRATION RIGHTS This Amendment has been executed by the undersigned, effective as of the date first written above. INSTITUTIONAL VENTURE PARTNERS XIII L.P. By: Institutional Venture Management XIII LLC Its: General Partner By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Authorized Signatory SECOND AMENDMENT TO THIRD A&R INVESTORS’ RIGHTS AGREEMENT AND WAIVER OF REGISTRATION RIGHTS This Amendment has been executed by the undersigned, effective as of the date first written above. XX XXXXXX DIGITAL GROWTH FUND L.P. By: X.X. Xxxxxx Investment Management Inc. Its: Investment Advisor By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Managing Director SECOND AMENDMENT TO THIRD A&R INVESTORS’ RIGHTS AGREEMENT AND WAIVER OF REGISTRATION RIGHTS This Amendment has been executed by the undersigned, effective as of the date first written above. 000 XXXXX XXXXXX FUND, L.P. By: X.X. Xxxxxx Investment Management Inc. Its: Investment Advisor By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Managing Director SECOND AMENDMENT TO THIRD A&R INVESTORS’ RIGHTS AGREEMENT AND WAIVER OF REGISTRATION RIGHTS This Amendment has been executed by the undersigned, effective as of the date first written above.
Xxxxxxxxxxxx This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
Xxxxxxxxxxxxx The captions in this Agreement are included for convenience of reference only, and in no way define or delimit any of the provisions hereof or otherwise affect their construction or effect. This Agreement may be executed simultaneously in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
Xxxxxxxxxxx 12.1 In addition to the specific rights of termination set out in the Clause "The Publisher's Responsibilities" and the Clause "The Author's Responsibilities", either Party shall be entitled to terminate this Agreement forthwith by notice in writing to the other Party if the other Party commits a material breach of the terms of the Agreement which cannot be remedied or, if such breach can be remedied, fails to remedy such breach within 45 days of being given written notice to do so.
Xxxxxxxxxxxxxx XX.Xxx as a Microsoft Excel Spreadsheet or some other mutually agreeable standardized format (CSV, MDB, etc.).
Xxxxxxxxxxxxxxx Xx accordance with Section 7.2 of the Sale and Servicing Agreement, the Servicer shall be liable as primary obligor for, and shall indemnify the Owner Trustee (in such capacity or individually) and its successors, assigns, agents and servants (collectively, the "Indemnified Parties") from and against, any and all liabilities, obligations, losses, damages, taxes, claims, actions and suits, and any and all reasonable costs, expenses and disbursements (including reasonable legal fees and expenses) of any kind and nature whatsoever (collectively, "Expenses") which may at any time be imposed on, incurred by, or asserted against the Owner Trustee or any Indemnified Party in any way relating to or arising out of this Agreement, the other Basic Documents, the Owner Trust Estate, the administration of the Owner Trust Estate or the action or inaction of the Owner Trustee hereunder, except only that the Servicer shall not be liable for or required to indemnify the Owner Trustee from and against Expenses arising or resulting from any of the matters described in the third sentence of Section 7.1. The indemnities contained in this Section shall survive the resignation or termination of the Owner Trustee or the termination of this Agreement. If any suit, action, proceeding (including any governmental or regulatory investigation), claim or demand shall be brought or asserted against any Indemnified Party in respect of which indemnity may be sought pursuant to this Section 8.2, such Indemnified Party shall promptly notify the Servicer in writing, and the Servicer upon request of the Indemnified Party shall retain counsel reasonably satisfactory to the Indemnified Party (or, with the consent of the Servicer, counsel selected by the Indemnified Party acceptable to the Servicer) to represent the Indemnified Party and any others the Servicer may designate in such proceeding and shall pay the reasonable fees and expenses of such counsel related to such proceeding. The Servicer shall not be liable for any settlement of any claim or proceeding effected without its written consent, but if settled with such consent or if there be a final judgment for the plaintiff, the Servicer agrees to indemnify any Indemnified Party from and against any loss or liability by reason of such settlement or judgment. The Servicer shall not, without the prior written consent of the Indemnified Party, effect any settlement of any pending or threatened proceeding in respect of which any Indemnified Party is or could have been a party and indemnity could have been sought hereunder by such Indemnified Party, unless such settlement includes an unconditional release of such Indemnified Party from all liability on claims that are the subject matter of such proceeding.
Xxxxxxxxxxx X Xxxx, Esq., shall have furnished to the Underwriters his written opinion, as Corporate Counsel of the Enterprise Parties, addressed to the Underwriters and dated such Delivery Date, in form and substance reasonably satisfactory to the Underwriters, substantially to the effect set forth in Exhibit B hereto.
