Year 2000 Warranty. To the best knowledge of the Shareholders, the computer software owned by the Company and all other Intellectual Property used or held for use by the Company in its business accurately processes date/time data (including calculating, comparing, and sequencing) from, into, and between the twentieth and twenty-first centuries, and the years 1999 and 2000 and leap year calculations and the date September 9, 1999 when either (i) used as a standalone application, or (ii) integrated into or otherwise used in conjunction with third party hardware, software, firmware and data over which the Shareholders and the Company have no control ("Third Party Products") with which such Company software or other Intellectual Property was designated or intended to operate at the -18- 23 time such Company software was (i) developed or (ii) first provided to the Company's customers, or tested by the Company for such customers, whichever is later. Notwithstanding the foregoing, the Company shall not be considered to be in breach of the representation and warranty in the immediately preceding sentence if the failure of such Company software to comply with such representation and warranty is attributable solely to (x) a failure by any Third Party Product to accurately process date/time data (including but not limited to, calculating, comparing, and sequencing) from, into, and between the twentieth and twenty-first centuries, and the years 1999 and 2000 and leap year calculations and the date September 9, 1999; or (y) any modification of the Company software by any party other than the Company (unless such modification was made at the direction of the Company).
Year 2000 Warranty. Siebel warrants that the Licensed Software, as provided by Siebel, is capable of correctly processing, recording, storing and presenting data containing four-digit years after December 31, 1999 in substantially the same manner and with substantially the same functionality as before January 1, 2000. Notwithstanding the generality of the foregoing Year 2000 warranty, Siebel warrants that the Programs, as provided by Siebel, are capable of correctly processing, recording, storing and presenting (i) Year 2000 dates; (ii) dates before and after January 1, 2000; (iii) four digit dates ending in 99, 00 or 01, (iv) Year 2000 as a leap year. Siebel assumes no responsibilities or obligations to cause third-party products or services, including but not limited to the Value Added Offering, to function with the Licensed Software. Siebel will not be in breach of this warranty for any failure of the Licensed Software to correctly create or process date-related data if such failure results from the inability of any software, hardware, or systems of Distributor or Customer or any other third party (including any underlying database engines, operating systems, and related drivers) either to correctly create or process date-related data or to create or process such date-related data in a manner consistent with the method in which the Licensed Software create or process date-related data. In the event of a breach of this warranty, Distributor's sole and exclusive remedy and Siebel's sole liability shall be to use its commercially reasonable efforts to correct or provide a Workaround for reproducible Errors in the Licensed Software that cause breach of this warranty, or if Siebel is unable to make the Licensed Software operate as warranted within a reasonable time considering the severity of the Error and its impact on the Distributor, Distributor shall be entitled to return the affected Licensed Software to Siebel and recover the sublicense fees paid to Siebel for such Licensed Software. If Siebel becomes aware of any breach of the Programs to comply with the foregoing Page 5 6 Year 2000 warranty, Siebel agrees to use its reasonable efforts to notify Customer in writing or by other appropriate means 3.10 SIEBEL WARRANTIES. Siebel represents and warrants that as of the Effective Date and continuing throughout the License Term
Year 2000 Warranty. The Sub-Adviser represents and warrants that it is actively pursuing a comprehensive and coordinated compliance strategy (including remediation and testing) to ensure the readiness of its business systems and applications for the Year 2000 and believes that all such systems critical to the performance of Sub-Adviser's responsibilities hereunder will be Year 2000 compliant prior to January 1, 2000. The Sub-Adviser will make appropriate inquiries as to the readiness of its vendors, service providers, clients and other third parties for the Year 2000; provided, however, that neither the Sub-Adviser nor any of its officers, directors or employees (or affiliated companies) make any representations or warranties regarding the Year 2000 readiness of such vendors, service providers, clients and other third parties.
Year 2000 Warranty. Adviser certifies that it has taken, or will take, the actions referred to in its SEC Form ADV-Y2K with respect to the Year 2000 issue. Adviser will provide Client with updates from time to time, as requested. IN WITNESS WHEREOF, THE PARTIES HERETO EXECUTE THIS AGREEMENT ON February 25 , 1999 and make it effective on the date set forth. CLIENT ADVISER Vantagepoint Wilshire Asset Management Investment Advisers, LLC by: by: 9 10 /s/ GIRARD MILLER /s/ THOMAS D. STEVENS ----------------------- -------------------------- (signature) (signature) President Senior Vice President ----------------------- -------------------------- (name, title) (name, title) Date: Date: 10 11 ADDENDUM DATED March 1, 1999 TO THE INVESTMENT ADVISORY AGREEMENT DATED _____________ This addendum modifies and forms a part of the Investment Advisory Agreement (the "Agreement") dated March 1, 1999, between Vantagepoint Investment Advisers, LLC, a Delaware corporation ("Client"), and Wilshire Asset Management ("Adviser"), relating to the Vantagepoint Funds ("VF"). All terms used in this Addendum have the same meaning given to them in the Agreement unless specifically noted otherwise. 1. The assets of the Account to be managed by the Adviser under the Agreement and this Addendum are assets of the Asset Allocation Fund (the "Fund"), a portfolio of VF. For purposes of Section 8 (Fees) and Schedule C, all payments due to Adviser shall be solely made from the assets of the Fund. 2. All references in the Agreement and this Addendum to the Investment Policies to be followed by Adviser in managing the assets of the Fund are hereby deemed to include the Investment Policies set forth in the Agreement and any Schedules to the Agreement, as well as the Fund's current prospectus and statement of additional information as on file with the Securities and Exchange Commission. 3. The activities of the Client and the Adviser in managing the assets of the Fund pursuant to the Agreement and this Addendum shall in all instances be conducted subject to the supervision and direction of the Board of Directors of VF. 4. For purposes of Sections 8 (Fees), 12 (Liability), 13 (Term), 14 (Termination), 15 (Representation), 16 (Notices), 18 (Waiver or Modification), 19 (Assignment and Ownership Change), and 22 (Year 2000 Warranty) of the Agreement, as well as for purposes of Schedule C of the Agreement, VF is hereby made a party to the Agreement and shall be entitled to all notices, protections and rights set forth in th...
Year 2000 Warranty. The following Year 2000 warranty applies to procurements of: A) Product, including: i) equipment incorporating embedded software or other technology (e.g. copiers, elevators, security systems), ii) software, or iii) other technology; orB) Services including: i) consulting, integration, code or data conversion ii) maintenance or support services, iii) data entry or processing, or iv) contract administration services (e.g. billing, invoicing, claim processing). This Year 2000 Warranty shall survive beyond termination or expiration of the Contract through: a) one year, b) December 31, 2000, or c) the Contractor or Third Party Manufacturer’s stated Year 2000 warranty term, whichever is longer. Nothing in this warranty statement shall be construed to limit any rights or remedies otherwise available under this Contract for breach of warranty.
Year 2000 Warranty. Year 2000 Warranty “compliance” shall be defined in accordance with the following warranty statement:
Year 2000 Warranty. Lycos hereby represents and warrants to Licensee that the Licensed Software will perform its functions and properly access the Local Catalogs without interruption or failure by reason of the calendar year in which used, whether before, during or after the year 2000, or by reason of errors in date processing, date recognition or other date dependent functions, provided that all other products used in combination with the Licensed Software and the Local Catalogs, including without limitation operating systems and other software, properly exchange data with the Licensed Software. In the event of any breach of the foregoing warranty, Lycos shall, as Licensee's sole remedy, modify the Licensed Software so as to comply with the foregoing warranty.
Year 2000 Warranty. IBM warrants that products manufactured or distributed by IBM and bearing a logo of IBM and/or an IBM Affiliate ("IBM Logo Products") that are provided under the Agreement and installed after the Execution Date of a Transaction Document and used to provide Services under the Agreement will be IBM Year 2000 Compliant, unless IBM notifies Certegy of its intention to install a non-IBM Year 2000 Compliant IBM Logo Product and Certegy agrees in writing to such installation.
Year 2000 Warranty. Epic hereby warrants that the Program Property licensed under the Agreement will process dates and date-related data without any material error arising from the transition to the year 2000 or the use of dates beyond December 31, 1999, provided that the dates or date-related data are properly entered by You and Your end users in accordance with Documentation provided by Epic ("Year 2000 Program Error"). For such purposes, processing of data means any calculating, comparing or sequencing of dates or date-related data (including but not limited to date data century recognition, calculations that accommodate same century and multi-century formulas and date values) to the extent the Program Property can perform such operations with the applicable dates or date-related data for other dates prior to January 1, 2000. You will notify Epic in writing as provided in Section 20 of the Agreement concerning any Year 2000 Program Error and will specifically refer to this Section 8(i) of this Amendment or state that You are making a Year 2000 warranty claim. Epic shall have a cure period of thirty (30) days after the receipt of the notice from You to correct any reported Year 2000 Program Errors for which it has been properly notified. If You have made any changes to the source Code of the Program Property, Epic shall have no obligation to retrofit any release that corrects a Year 2000 Program Error to work with such changes. The warranty provided under this Section 8(i) shall expire on January 1, 2001. j. NO OTHER WARRANTY. THE ABOVE EXPRESS LIMITED WARRANTY IS EXCLUSIVE AND ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESSED OR IMPLIED, ARE HEREBY DISCLAIMED, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. You acknowledge that no employee of Epic or any other party is authorized to make any representations or warranty not in this Agreement.
Year 2000 Warranty. GT warrants that the GT Reservations System will (a) manage and manipulate date data involving all dates (including leap years) from the 20th and 21st centuries without functional or data abnormality related to such dates; (b) manage and manipulate date data involving all dates (including leap years) from the 20th and 21st centuries without inaccurate results related to such dates; and (c) have user interfaces and date data fields formatted (or inferred) to distinguish between dates (including leap years) from the 20th and 21st centuries. No representation or warranty, however, is made with respect to any third party technology, other than as incorporated or used in the Data Centers, being used in combination with the GT Reservation System, including without limitation, third party software, services, telecommunications or technology, and this warranty is subject to the condition that any such third party technology outside the Data Centers will properly and correctly exchange data with the GT Reservation System and will be year 2000 compliant. To the extent there is a breach of this Section 10.3 GT shall implement the problem investigation and correction procedures specified in Attachment D at no cost to Company.