Outage Periods Sample Clauses

Outage Periods. The term “Outage Period” applies to Subscription Software and means a period of more than 48 consecutive hours in which your Users are prevented from accessing the Subscription Software due to factors completely within our control during a period that you are not in breach of this Agreement. Outage Periods exclude (a) planned downtime; or (b) any Force Majeure event. If you experience an Outage Period, then upon your written request we will issue you a credit for the pro-rated share of fees you have paid for usage during the month during which the Outage Period occurs. Your request for this credit must be made within 30 days after the end of the Outage Period. Your sole and exclusive remedy for an Outage Period will be the above credit.
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Outage Periods. The term “Outage Period” means a period of more than 48 consecutive hours in which your Users are prevented from accessing the Software due to factors completely within our control during a period that you are not in breach of this Agreement. Outage Periods exclude (a) planned downtime and (b)any Force Majeure event. If you experience an Outage Period, then upon your written request we will issue you a credit for the pro-rated share of fees you have paid for usage during the month during which the Outage Period occurs. Your request for this credit must be made within 30 days after the end of the Outage Period. Your sole and exclusive remedy for an Outage Period will be the above credit.
Outage Periods. Each Outage Period will begin after a twenty four (24) hour cool down period (if necessary for the Corrective Action) and will end when Contractor clears the Project to normal operational conditions and turns the Project over to Owner for operation. For each outage day during the Cure Period in excess of twenty (20) in the aggregate, Contractor shall pay Owner an amount per day equal to *** percent (***%) of the average amount per day paid to Contractor as a bonus for achieving early Substantial Completion pursuant to Section 5.5.1 (such average amount to be calculated by taking the total bonus amount paid to Contractor and dividing by the sum of (x) the number of days prior to the Substantial Completion Guaranteed Date that Substantial Completion occurs less (y) twenty-nine (29)). Notwithstanding the foregoing, Owner shall credit Contractor against sums due pursuant to the preceding sentence, one (1) outage day for each calendar week that the Substantial Completion Date occurred earlier than twenty-nine (29) days prior to the Substantial Completion Guaranteed Date. Accrued amounts due pursuant to this Section 15.4.12.2 shall be due and payable within ten (10) days after Owner provides a Notice to Contractor demanding payment thereof. If Owner instructs Contractor to cease performing a Benchmark Test or Performance Test or conducting Corrective Actions during an Outage Period or otherwise during the remainder of the Cure Period (for reasons other than safety concerns arising from Defects), Contractor shall be granted a day for day extension of the Cure Period. *** CONFIDENTIAL MATERIAL REDACTED AND FILED SEPARATELY WITH THE COMMISSION. EXECUTION COPY
Outage Periods. We will promptly investigate any problems that You report. If You experience an Outage Period, then upon Your written request We will issue You a credit for the pro-rated share of fees You have paid for usage during the month during which the Outage Period occurs. Your request for this credit must be made within 30 days after the end of the Outage Period. Your sole and exclusive remedy for an Outage Period will be the above credit. The term "Outage Period" applies to the Software and means a period of more than 48 consecutive hours in which You and Your Registered Users are prevented from accessing the Software due to factors completely within Our control during a period that You are not in breach of this Agreement. Outage Periods exclude (a) planned downtime; or (b) any Force Majeure event. EXCEPT FOR THE CREDIT SUPPLIED DURING OUTAGE PERIODS, THE SOFTWARE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY ADDITIONAL WARRANTIES OF ANY KIND. WE DO NOT WARRANT THAT THE SOFTWARE WILL PERFORM UNINTERRUPTED OR BE ERROR- FREE OR THAT THE FUNCTIONS CONTAINED IN THE SOFTWARE WILL MEET YOUR PARTICULAR REQUIREMENTS OR PURPOSE.

Related to Outage Periods

  • Notice Periods The notice period (expressed in Working Days) to be given by the Customer in respect of Clause 38.1 shall be the number of whole days that is 20% of the total duration of the final SOW to be executed under this Contract, up to a maximum of 30 Working Days. Partial days shall be discounted in the calculation and the duration of the SOW shall be calculated in Working Days. For example, if the duration of the SOW is 10 Working Days: 20% of the SOW is 2 days. The Notice Period = 2 Working Days; or if the duration of the SOW is 62 Working Days, 20% of the SOW is 12.4. The Notice Period = 12 Working Days. The Parties acknowledge and agree that: the Customer’s right to terminate for convenience and without cause under Clause 38.1 is reasonable in view of the subject matter of this Contract and the Agile nature of the Services being provided; the Contract Charges paid during the notice period given by the Customer in accordance with Clause 38.1 are a reasonable form of compensation and are deemed to fully cover any costs or Losses incurred by the Supplier which may arise either directly or indirectly as a result of the Customer exercising the right to terminate without cause. The Customer shall have the right to terminate this Contract at any time with immediate effect by written notice to the other Supplier if: the Supplier commits a Supplier Default and if the Supplier Default is not, in the opinion of the Customer, capable of remedy; or the Supplier Default is a Material Breach of this Contract. the Supplier is unable to provide a change proposed by the Customer; Either Party may terminate this Contract at any time with immediate effect by written notice to the other Party if: the other Party commits a material breach of any term of this Contract (other than failure to pay any amounts due under this Contract) and, if such breach is remediable, fails to remedy that breach within a period of fifteen (15) Working Days of being notified in writing to do so; an Insolvency Event of the other Party occurs, or the other Party ceases or threatens to cease to carry on the whole or any material part of its business; or

  • Waiting Periods All applicable waiting periods, if any, under the HSR Act shall have expired or been terminated.

  • Suspension Periods The Company may (i) delay the filing or effectiveness of a Registration Statement in conjunction with a Shelf Registration or Demand Registration or (ii) prior to the pricing of any underwritten offering or other offering of Registrable Securities pursuant to a Shelf Registration or Demand Registration, delay such underwritten or other offering (and, if it so chooses, withdraw any registration statement that has been filed), but in each case described in clauses (i) and (ii) above, only if (A) the Company, by decision of either its chief executive officer or its board of directors or similar governing body, determines in her or its reasonable and good faith judgement (x) that proceeding with such an offering would require the Company to disclose material non-public information that would not otherwise be required to be disclosed at that time and that the Company has, in the reasonable business judgment of its chief executive officer, a valid business purpose to continue to retain as confidential or (y) that the registration or offering to be delayed could, if not delayed, materially adversely affect any bona fide pending or proposed transaction that would be material to the Company and its subsidiaries taken as a whole, including any debt or equity financing, any acquisition or disposition, any recapitalization or reorganization or any other material transaction, whether due to commercial reasons, a desire to avoid premature disclosure of information or any other reason or (B) the registration or offering to be delayed would, if not delayed, render the Company unable to comply with requirements under the Securities Act or Exchange Act, the rules and regulations of the SEC, FINRA, or state securities authority, or other applicable laws or the requirements of any securities exchange on which the Company’s securities are listed. Any period during which the Company has delayed a filing, an effective date or an offering pursuant to this Section 4 is herein called a “Suspension Period.” If pursuant to this Section 4 the Company delays or withdraws a Demand Registration requested by the Holders, the Initiating Holders making the request shall be entitled to withdraw such request and, if they do so, such request shall not count against the limitation on the number of such registrations set forth in Section 2. The Company shall provide prompt written notice to participating Holders of the commencement and termination of any Suspension Period (and any withdrawal of a registration statement pursuant to this Section 4), but shall not be obligated under this Agreement to disclose the reasons therefor. Holders shall keep the existence of each Suspension Period confidential and refrain from making offers and sales of Registrable Securities (and direct any other Persons making such offers and sales to refrain from doing so) during each Suspension Period under the applicable Registration Statement. The Company may not commence a Suspension Period more than two (2) times during any twelve (12) month-period. Each Suspension Period shall be in effect for no more than ninety (90) days and, in the aggregate, Suspension Periods may not be in effect for more than one hundred and twenty (120) days in any twelve (12)-month period.

  • Grace Periods The related Mortgage or Mortgage Note provides a grace period for Monthly Payments no longer than ten (10) days from the applicable Due Date.

  • Cure Periods An Event of Default under 17(a) above shall not be deemed to have occurred until thirty (30) business days after the non-defaulting party has provided the defaulting party with written notice specifying the event or events that if not cured would constitute an Event of Default. The Event of Default which is subject to a cure period hereunder shall not be deemed to have occurred if actions necessary and sufficient to cure are taken during the relevant cure period.

  • Period of Work Work under this Agreement shall begin no sooner than the date on which this Agreement has been fully executed by the parties and approved by the Controller and the State Purchases Review Committee. Unless terminated earlier, this Agreement shall expire on the date set out on the first page of this Agreement, or at the completion and acceptance of all specified tasks, and delivery of all contracted products and services as defined in this Agreement, including performance of any warranty and/or maintenance agreements, whichever is the later date.

  • Time Periods The nondisclosure provisions of this Agreement shall survive the termination of this Agreement and Receiving Party's duty to hold Confidential Information in confidence shall remain in effect until the Confidential Information no longer qualifies as a trade secret or until Disclosing Party sends Receiving Party written notice releasing Receiving Party from this Agreement, whichever occurs first.

  • Contract Term The period of Contractor's performance shall begin on November 1, 2018 and end on October 31, 2019 with an option to renew for an additional three (3) twelve (12) month periods.

  • Fiscal Periods Change its fiscal year-end and fiscal quarter-ends to dates other than December 31 and the last day of each March, June, September and December, respectively.

  • Performance Cycle The Performance Cycle for this Award shall commence on May 1, 2005, and shall end on December 31, 2007.

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