OFF CONTRACTS Sample Clauses

OFF CONTRACTS. For the avoidance of doubt any change to the Framework Prices implemented pursuant to this Framework Schedule 3 are made independently of, and, subject always to paragraphs 51.1 and 51.2 of this Framework Schedule 3 and shall not affect the Charges payable by a Contracting Authority under a Call Off Contract in force at the time a change to the Framework Prices is implemented. Any variation to the Charges payable under a Call Off Contract must be agreed between the Supplier and the relevant Contracting Authority and implemented in accordance with the provisions applicable to the Call Off Contract.
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OFF CONTRACTS. 6.3 The Contractor undertakes during the Framework Period to enter into Call-Off Contracts as and when requested by Potential Customers.
OFF CONTRACTS. 23.3 DCC may, in its absolute discretion, suspend or terminate a Call-Off Contract for convenience upon ten (10) Working Days notice.
OFF CONTRACTS. For purposes of this definition, "Charged-Off Contracts" shall mean those Installment Contracts which the Company or any of its Subsidiaries has written off consistent with the Company's write off policy described in its periodic reports filed with the Security and Exchange Commission.
OFF CONTRACTS. For the avoidance of doubt any change to the Framework Prices implemented pursuant to this Framework Schedule 3 are made independently of, and, subject always to paragraphs 1.1 and 1.2 of this Framework Schedule 3 and shall not affect the Charges payable by a Contracting Authority under a Call Off Contract in force at the time a change to the Framework Prices is implemented. Any variation to the Charges payable under a Call Off Contract must be agreed between the Supplier and the relevant Contracting Authority and implemented in accordance with the provisions applicable to the Call Off Contract subject always to the maximum Framework Prices. If a TUPE transfer could occur at the start of a Call Off Contract, the Contracting Authority shall set out in the invitation to submit a quotation, the pricing information it requires in respect of TUPE costs. The Supplier shall only be able to specify its estimated costs of dealing with such a TUPE transfer and the Supplier shall not include any element for profit or any other xxxx up for dealing with such a transfer. Where TUPE pricing is required at Call Off, the Authority reserves the right to Audit the TUPE breakdown of prices, at any point during the lifetime of the Call Off Contract Where TUPE pricing applies, there shall be a review of current TUPE costs on an annual basis, where evidence of current costs shall be provided by the Supplier. For all pricing required at Call Off, not specified in the Framework Prices Annex 1, above eg. Ad hoc Reporting, Escrow provision, Middleware and system interfaces, technical infrastructure and TUPE, the Authority reserves the right to audit the breakdown of prices. At anytime a discrepancy in pricing detailed in 7.6 above is discovered, the Authority reserves the right to review and alter the pricing. Mobilisation charges at Call Off Award may be included in Year 1 costs only or spread over a number of years depending on specific Contracting Authority requirements. The mobilisation charges will not be subject to indexation.

Related to OFF CONTRACTS

  • New Contracts During the pendency of this Agreement, Seller will not enter into any contract, or modify, amend, renew or extend any existing contract, that will be an obligation affecting the Property or any part thereof subsequent to the Closing without Purchaser’s prior written consent in each instance (which Purchaser agrees not to withhold or delay unreasonably), except contracts entered into in the ordinary course of business that are terminable without cause (and without penalty or premium) on 30 days (or less) notice.

  • Service Contracts (a) The Trustees may, at any time and from time to time, contract for exclusive or nonexclusive advisory, management and/or administrative services for the Trust or for any Series with any Person; and any such contract may contain such other terms as the Trustees may determine, including without limitation, authority for the Investment Adviser to determine from time to time without prior consultation with the Trustees what investments shall be purchased, held, sold or exchanged and what portion, if any, of the assets of the Trust shall be held uninvested and to make changes in the Trust's investments, and such other responsibilities as may specifically be delegated to such Person.

  • Assigned Contracts The Debtor shall fully perform all of its obligations under each of the Assigned Contracts, and shall enforce all of its material rights and remedies thereunder. Without limiting the generality of the foregoing, the Debtor shall take all action reasonably necessary or appropriate, as determined solely by the Debtor, to permit, and shall not take any action which would have any materially adverse effect upon, the full enforcement of all indemnification rights under the Assigned Contracts. The Debtor shall notify the Secured Party in writing, promptly after the Debtor becomes aware thereof, of any event or fact which could give rise to a claim by it for indemnification under any of the material Assigned Contracts, and shall diligently pursue, as it deems appropriate, such right and report to the Secured Party on all further developments with respect thereto. The Debtor shall remit directly to the Secured Party for application to the Obligations in such order as the Secured Party shall determine, all amounts received by the Debtor as indemnification or otherwise pursuant to its Assigned Contracts. If the Debtor shall fail after the Secured Party's demand to pursue diligently any right under the material Assigned Contracts, or an Event of Default then exists, the Secured Party may directly enforce such right in its own or the Debtor's name and may enter into such settlements or other agreements with respect thereto as the Secured Party, shall determine. In any suit, proceeding or action brought by the Secured Party under any Assigned Contract for any sum owing thereunder or to enforce any provision thereof, the Debtor shall indemnify, defend and hold the Secured Party harmless from and against all expense (including without limitation Attorney Costs), loss or damage suffered by reason of any defense, setoff, counterclaims, recoupment, or reduction of liability whatsoever of the obligor thereunder arising out of a breach by the Debtor of any obligation thereunder or arising out of any other agreement, indebtedness or liability at any time owing from the Debtor to or in favor of such obligor or its successors. All obligations of the Debtor under an Assigned Contract shall be and remain enforceable only against the Debtor and shall not be enforceable against the Secured Party. Notwithstanding any provision hereof to the contrary, the Debtor shall at all times remain liable to observe and perform all of its material duties and obligations under the Assigned Contracts, and the Secured Party's exercise of any of its rights with respect to the Collateral shall not release the Debtor from any of such duties and obligations. The Secured Party shall not be obligated to perform or fulfill the Debtor's duties or obligations under the Assigned Contracts or to make any payment thereunder, or to make any inquiry as to the nature or sufficiency of any payment or property received by it thereunder or the sufficiency of performance by any party thereunder, or to present or file any claim, or to take any action to collect or enforce any performance, any payment of any amounts, or any delivery of any property.

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