SAP Entities definition
Examples of SAP Entities in a sentence
From and after the IPO Date, Qualtrics shall indemnify, hold harmless and promptly reimburse the SAP Entities for any payments made by SAP Entities and for any and all Liabilities of the SAP Entities arising out of, or in performing, in whole or in part, any obligation in accordance with the underlying obligation under any Guarantee.
None of the Qualtrics Entities shall have any liability to any SAP Entity or any other Person for failure to perform Qualtrics’ obligations under this Agreement or otherwise, where such failure to perform similarly affects the Qualtrics Entities receiving the same or similar services and does not have a disproportionately adverse effect on the SAP Entities, taken as a whole.
Beginning on the date on which the SAP Entities hold shares of Qualtrics common stock representing less than a majority of the votes entitled to be cast by all holders of Qualtrics common stock, if SAP continues to be a party to any Guarantee, until such time as the Guarantee is terminated, Qualtrics shall compensate SAP in accordance with the market rate based on the cost for a bank to issue a substitute guarantee, as determined by the Parties in good faith.
Except as otherwise provided herein or required by the provisions hereof, this Agreement shall terminate on the first date upon which the SAP Entities hold shares of Common Stock representing less than a majority of the votes entitled to be cast by all holders of Common Stock.
Qualtrics shall defend, indemnify and hold harmless the SAP Entities and their Outbound Partners (collectively, the “SAP Indemnified Parties”) from and against any losses, expenses, damages (including punitive damages), liens, fines, awards, judgements, settlements, fees, penalties, and liabilities (collectively, “Losses”) arising out of, resulting from, or relating to any IP Indemnified Claims.
The Parties shall agree on which Go-To-Market Models to implement in accordance with the Governance Process described in Article III and shall, in connection therewith, determine which SAP Entities and which Qualtrics Entities will provide and/or distribute products under such Go-To-Market Models.
Except as otherwise agreed to in writing by the Parties or as described in this Agreement, the nature and quality applicable to the provision of the Real Estate License Services hereunder shall be substantially the same as or consistent with those which similar SAP Entities exercise or employ in providing similar services within or to any SAP Entity.
The Department acknowledges the impracticality of changing this business model for SuccessFactors and recognizes and consents that personnel of Authorized SAP Entities, as defined below, may continue to perform these services and their related necessary activities from outside the continental U.S. SuccessFactors, and SAP AG, a wholly owned operating subsidiary of SAP SE, function as business unit within SAP.
In such event, provisions set forth below applicable to SuccessFactors, shall also apply to the Authorized SAP Entities.