Erroneously Delivered Materials Sample Clauses

Erroneously Delivered Materials. If either Party discovers and determines in good faith, within eighteen (18) months after the Effective Date, that any Data was delivered or transferred to DFS that should not have been so delivered or transferred (such Data, “Erroneously Delivered Data”), such Party shall provide a written notice to the other Party describing the Erroneously Delivered Data and an explanation (with a reasonable level of detail) as to why such Erroneously Delivered Data should not have been delivered or transferred to DFS pursuant to the DSP. If DFS determines in good faith, whether independently or within a reasonable time after receiving a request from RRD, that Erroneously Delivered Data should not have been delivered or transferred to DFS pursuant to the DSP, then DFS shall return and transfer such Erroneously Delivered Data back to RRD and, promptly thereafter, permanently delete all copies of such Erroneously Delivered Data (physical, electronic or otherwise) from all of its and its Group Companies’ records and systems. If any such Erroneously Delivered Data has been provided to a third Person by or behalf of DFS or any of its Group Companies, DFS shall use reasonable efforts to cause such third Person to promptly and permanently delete all copies of such Erroneously Delivered Data (physical, electronic or otherwise) from all of its records and systems. If, however, upon receiving a request from RRD for the return or deletion of Erroneously Delivered Data, DFS determines in good faith that such Erroneously Delivered Data was correctly transferred or delivered to DFS pursuant to the DSP, then DFS shall provide to RRD within a reasonable time written notification of such good faith determination, and any continued dispute between the Parties with respect to the correct or erroneous transfer of Erroneously Delivered Data shall be governed under dispute resolution provisions of ARTICLE VIII.
Sample 1Sample 2See All (6)
AutoNDA by SimpleDocs

Related to Erroneously Delivered Materials

  • Seller Deliverables At the Closing, the Seller shall deliver to the Purchaser:

  • Purchaser Deliverables Such Purchaser shall have delivered its Purchaser Deliverables in accordance with Section 2.2(b).

  • Other Deliverables The Borrower shall have provided to the Administrative Agent, and the Administrative Agent shall have approved, all other materials, documents and submissions requested by the Administrative Agent in connection with the transactions contemplated by this Agreement.

  • Seller’s Deliverables At the Closing, Seller shall deliver to Buyer:

  • Company Deliverables The Company shall have delivered the Company Deliverables in accordance with Section 2.2(a).

  • Closing Deliverables (a) At the Closing, Seller shall deliver to Buyer the following:

  • Closing Date Deliverables On the Closing Date, the Sponsor Holdco shall deliver to Acquiror and the Company a duly executed copy of that certain Amended and Restated Registration Rights Agreement, by and among Acquiror, the Company, the Sponsor Holdco and certain of the Company’s stockholders or their respective affiliates, as applicable, in substantially the form attached as Exhibit C to the Merger Agreement.

  • Post-Closing Deliverables On or before the Closing Date, the applicable Seller shall deliver to Buyer the following:

  • Accuracy of Orders; Customer Signatures You shall be responsible for the accuracy, timeliness and completeness of any orders transmitted by you on behalf of your customers by any means, including wire or telephone. In addition, you agree to guarantee the signatures of your customers when such guarantee is required by the Company and you agree to indemnify and hold harmless all persons, including us and the Funds’ transfer agent, from and against any and all loss, cost, damage or expense suffered or incurred in reliance upon such signature guarantee.

  • Complete Copies of Materials The Company has delivered or made available true and complete copies of each document (or summaries of same) that has been requested by Parent or its counsel.

Time is Money Join Law Insider Premium to draft better contracts faster.