Client Members definition

Client Members means individuals who are on active insurance plans sold by the Company for which the Company is entitled to receive commissions. 12. “COBRA” shall mean the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended. 13. “Code” shall mean the Internal Revenue Code of 1986, as amended. 14. “Company IP Contract” shall mean any Contract to which the Company is or was a party or by which the Company is bound, that contains any assignment or license of, or any covenant not to assert or enforce, any Intellectual Property Right or that otherwise relates to any Company IP or any Intellectual Property developed by, with or for the Company (excluding Licensed IP Contracts). 15. “Company IP” shall mean any and all Intellectual Property Rights and Intellectual Property that is owned or purported to be owned by the Company. 16. “Company Material Adverse Effect” shall mean any change, event, violation, inaccuracy, circumstance or effect (any such item, an “Effect”), individually or when taken together with all other Effects that have occurred prior to the date of determination of the occurrence of the Company Material Adverse Effect, that is or is reasonably likely to (i) materially impede the authority of the Company to consummate the transactions contemplated by this Agreement in accordance with the terms hereof and Legal Requirements, or (ii) be materially adverse to the business, assets (including intangible assets), Liabilities, capitalization, financial condition or results of operations of the Company taken as a whole, provided, however, none of the following shall be deemed in and of themselves, either alone or in combination, to constitute, and none of the following shall be taken into account in determining whether there has been or will be, a Company Material Adverse Effect: (i) change in general economic conditions of or in the financial or securities markets in the United States provided such changes do not disproportionately impact the Company; (ii) any adverse effect that results from any acts of war (whether or not declared), armed hostilities, or terrorism, provided such changes do not disproportionately impact the Company; or (iii) changes in applicable legal requirements or GAAP after the date hereof, provided such changes do not disproportionately impact the Company. 17. “Company Privacy Policy” shall mean each external or internal, past or present privacy policy or privacy- or security-related representation, obligation or promise of the Com...
Client Members means members of Client plans who may use the HeartMasters Services.

Examples of Client Members in a sentence

  • Pursuant to this Agreement, Client and Everside agree to establish an on- site or near-site Everside Health Center for Client Members.

  • In accordance with a schedule to be mutually agreed upon by the parties, IHMC will provide Training to Client and its participating physicians and Client Members.

  • Only Client Members will be able to see their own unique data provided by a Supplier, such as Client spend.

  • I-ENG-A shall also provide a confidential review service for the Client Member's reports on a routine basis to ensure that the scope and format of these reports meet the general standards of I-ENG-A.

  • Said Client Member will be required to attend at least One (1) Training Session and pay the prevailing cost of said session, and may be required to pay the prevailing cost to receive a Training Session at Client Member's place of business, if in the judgment of both parties, this training session is needed to assure the successful transition of membership.

  • In negotiating any of the aforementioned financial benefits, ▇▇▇▇▇ and ▇▇▇▇▇’▇ subsidiaries act on their own behalf, and not for the benefit of or as agents for Client, Members or the Plan.

  • I-ENG-A shall initially provide the Client Member with Two (2) formal Consulting/Training sessions, the first of which will be held at a mutually convenient location selected by I-ENG-A and the second at the Client Member's place of business.

  • Client Members may use the Site for RFIs. Suppliers may respond by accepting or declining each RFI.