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Document Preview Service Level Agreement |
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Title: |
Service Level Agreement |
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Entities: |
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Date: |
2004 |
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Size: |
Preview shows 9KB of 75KB total |
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Price: |
$37 |
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ID: |
#823595 |
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THIS AGREEMENT DATED 15 JULY 2004
PARTIES
| 1 | Tesco | TESCO IRELAND LIMITED a company registered in Ireland (no. 19542) whose registered office is at Gresham House, Marine Road, Dun Laoghaire, Co. Dublin, Ireland; and | ||
| 2 | eDiets | eDIETS.COM, INC., a company registered in Delaware whose principal place of business is at 3801 W. Hillboro Blvd, Deerfield Beach, Florida, USA. | ||
RECITALS
| A. | Tesco and eDiets (or members of their respective Group) have entered into agreements, including a Business Transfer Agreement and a Technology Licence Agreement (each as hereinafter defined), to enable Tesco to enter into the business of utilising eDiets? content and technology. |
| B. | Tesco is desirous of having eDiets provide services for providing and maintaining a website for performing the activities in accordance with the Business (as hereinafter defined). |
| C. | eDiets is desirous of performing services for supporting such website. |
OPERATIVE PROVISIONS
| 1 | Definitions and interpretation |
| 1.1 | In this agreement and the recitals, where the context so admits, the following definitions apply: |
| AlertSite | a third party software tool used to measure availability of websites and/or servers (or such replacement measurement tool as agreed between the parties from time to time); | |
| Available | the availability of the Tesco Production Infrastructure (and ?Availability? shall have a corresponding meaning and ?non-Availability? shall be construed accordingly); | |
1
| Business | the business of delivering personalized weight loss and diet related fitness services in any online (including, but not limited to, Internet, 3G, WAP, SMS, fax and phone) or offline medium purposely directed to customers residing in the Territory and for the avoidance of doubt shall include the fitness service as incorporated in the eDiets Service, but shall not include any standalone online personalised fitness service or the services as currently offered at http://www.eFitness.ie; | |
| Business Transfer Agreement | the agreement between eDiets Europe Limited (a subsidiary of eDiets), Tesco, eDiets and Unislim Limited of even date transferring certain assets and employees of eDiets Europe Limited to Tesco; | |
| Change Control Procedure | the procedure for agreeing to major changes to the Services provided by eDiets set out in schedule 2; | |
| Control | the power to direct the affairs of a company, whether by ownership of shares, management influence or otherwise; | |
| Customers | users of the Tesco Diet Service; | |
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