Ongoing Obligation. Licensee shall pay to PalmSource the applicable royalties specified in Exhibit D (Licensee Products, Royalties and Fees) (“Royalties”) for: (a) each (i) Licensee Product sold or distributed by Licensee containing all or any portion of a PS Licensed Product, and (ii) any Stand-alone Product, and (b) for source code access as set forth in Section II(E) of Exhibit D (Source Code License Royalty). Such Royalties shall be non-refundable. If there is any adjustment in Net Revenue or Net New-Release Revenue after the respective Royalties have been paid, the adjustment shall be reflected in the next periodic Royalty payment and, except for the Royalties payable for the last quarter during the term of this Agreement, shall not result in any refund or payment by PalmSource to Licensee. Licensee shall pay to PalmSource at least the minimum annual amount required in Section II(A)(1)(b) of Exhibit D (Licensee Products, Royalties and Fees) for each Contract Year (“Minimum Annual Payment”). If Licensee fails to do so and does not cure such failure, PalmSource may elect to terminate this Agreement pursuant to the provisions of Section 16.3 (Right to Terminate) and Licensee will remain obligated to pay such amount to the extent set forth in Section 16 (Term and Termination) below. Each Minimum Annual Payment will be deemed a non-refundable payment by Licensee of Royalties due under this Agreement for the applicable Contract Year. Such Minimum Annual Payment shall not be credited, offset or deducted against any other Royalties or any other payments or amounts owed by one party to the other party under this Agreement or otherwise.
Ongoing Obligation. (i) Except to the extent otherwise set forth in subsections (ii), (iii) and (iv) below, Licensee shall pay to PalmSource fees as specified in Exhibit D (Licensee Products, Royalties and Fees) for maintenance and technical support of the PS Licensed Products and Stand-alone Products made available by PalmSource to Licensee pursuant to Sections 7 (Update, Upgrades, New Versions, Additional Components and APIs) and 8 (Support and Training) (the “Maintenance and Support Fees”) and for development support and training services made available by PalmSource to Licensee pursuant to Section 8 (Support and Training) (the “Development and Training Fees”). Such fees shall be non-refundable and shall be due and payable by Licensee to PalmSource as set forth in Exhibit D (Licensee Products, Royalties and Fees), regardless of whether Licensee collects payments for the Licensee Products or their maintenance and support from Licensee’s customers.
Ongoing Obligation. Promptly following any request therefor, provide information and documentation reasonably requested by the Administrative Agent or any Lender for purposes of compliance with applicable “know your customer” and anti-money-laundering rules and regulations, including, without limitation, the PATRIOT Act and the Beneficial Ownership Regulation.
Ongoing Obligation. Analysis Application of the preponderance standard. Par. 77(a). The Force Audit Report provides the percentage of cases where supervisors “measured … to determine whether the evidence supporting the officer’s account was greater than any alternative account.” See Force Audit Rep. at 14. The Report does not make clear how it determined that supervisors undertook this measurement, nor whether their method of measuring was sound. More detail is necessary about how PPB purports to make this assessment. Even were we to accept the Report’s outcomes as accurate, the Report found that in only 88% of cases did command staff measure whether the evidence supporting the officer’s account was greater than any alternative account. Literally, this means that in one of every nine cases, PPB cannot say whether an alternative finding should have been reached, based upon the evidence. Clearly, additional policy guidance and training are necessary, as recommended by the Force Audit Report (and as discussed elsewhere herein). A single, clearly-structured force report template may also help bring this number up. Completeness of 940.00 reports and ordering additional investigation and whether additional investigations were ordered when it would assist. Par. 77(b). Subparagraph 77(b) requires PPB audits to ensure that supervisors review Sergeants’ 940.00 reports, ensure completeness, and order additional investigation when necessary. Likewise, subparagraph 77(d) requires that PPB audit to ensure that supervisors “[o]rder additional investigation when it appears that there is additional relevant evidence that may assist[,] . . . and counsel the investigator.” Of the 452 supervisory reviews (presumably, the sum of 113 reviews each by Sergeants, Lieutenants, Captains, and the Chief’s Office), the Force Audit Report found that 105 should have requested additional investigation, and did not. More than one in four force investigations was incomplete, and thus at least one in four investigating Sergeants is not receiving the necessary counseling. This appears to be an extraordinarily high number, and may reflect Bureau policy and training deficiencies the Report mentions. A chart on page 22 of the Force Audit Report breaks down the 105 flagged supervisor reviews, it appears, by the rank of the supervisor and the unit. Supervisors neglecting to request additional information when they should “was a common deficiency across all levels of command and units, but seemed slightly elevated at ...
Ongoing Obligation. The provisions in this Section 8 shall be binding during Kxxxxxx'x employment and at all times thereafter, regardless of the circumstances or reasons for termination of this Agreement. In the event the provisions in this Section 8 are more restrictive than permitted by the laws of the jurisdiction in which enforcement of this provision is sought, such provisions shall be interpreted to extend only over the maximum period of time, range of activities or geographic area as to which it may be enforceable.
Ongoing Obligation. The provisions in this Section 7 shall be binding during Executive’s employment. In the event the provisions in this Section 7 are more restrictive than permitted by the laws of the jurisdiction in which enforcement of this provision is sought, such provisions shall be interpreted to extend only over the maximum period of time, range of activities or geographic area as to which it may be enforceable.
Ongoing Obligation. The provisions in this Section 8 shall be binding during Brackpool's employment and at all times thereafter, regardless of the circumstances or reasons for termination of this Agreement. In the event the provisions in this Section 8 are more restrictive than permitted by the laws of the jurisdiction in which enforcement of this provision is sought, such provisions shall be interpreted to extend only over the maximum period of time, range of activities or geographic area as to which it may be enforceable.
Ongoing Obligation. The provisions in this Section 8 shall be binding during Shaheen's employment and at all times thereafter, regardless of the circumstances or reasons for termination of this Agreement. In the event the provisions in this Section 8 are more restrictive than permitted by the laws of the jurisdiction in which enforcement of this provision is sought, such provisions shall be interpreted to extend only over the maximum period of time, range of activities or geographic area as to which it may be enforceable.
Ongoing Obligation. If at any time during the term of this Agreement, any of the representations contained in this Section 6 are no longer true, Servicer will immediately notify FMC, and FMC shall have the immediate right to terminate this Agreement, without further obligation or penalty. FMC will not be required to pay any Early Termination or Record Return/Deconversion fee if this Agreement is terminated pursuant to this Section 6.06.
Ongoing Obligation. The Sub-Adviser will provide to the Adviser in a reasonable time (i) copies of all material amendments of or supplements to the foregoing (not to exceed 60 days), if any and (ii) such other documents relating to the Services under this Agreement as the Adviser may reasonably request.
