Common use of Conduct of Services Clause in Contracts

Conduct of Services. 5.1 CONSULTANT shall perform the SERVICES so as to ensure that they meet CLIENT’s requirements and/or specifications as specified within the CONTRACT. 5.2 CONSULTANT recognises and acknowledges that CLIENT places reliance on CONSULTANT for its particular skills, expertise, experience and ability to perform all aspects of the SERVICES. 5.3 CONSULTANT warrants that it shall be suitably qualified and experienced and shall perform the SERVICES independently and in a diligent, skilful and professional manner and in accordance with recognised industry practice. 5.4 In providing information or making any interpretations, recommendations, decisions or directions or giving any advice or otherwise in performing the SERVICES, CONSULTANT undertakes and covenants with CLIENT that it shall exercise such technical, professional and expert skill and care as may be reasonably expected in carrying out its obligations under the CONTRACT. 5.5 CONSULTANT shall work diligently to ensure that the SERVICES are carried out in a timely and efficient manner and in accordance with any timetable set out within Exhibit A – Scope of Services. 5.6 CONSULTANT, at CONSULTANT’s sole risk and expense, shall be responsible for and shall maintain in good order and condition at all times, all DATA and all materials, supplies and items of equipment supplied to CONSULTANT by CLIENT and those materials, supplies and items of equipment provided and/or used by CONSULTANT. CONSULTANT shall apply such DATA protection measures and performance as set out at Clause 21 of this CONTRACT. 5.7 CLIENT reserves the right to re-schedule the order, timing and sequence for performance of the SERVICES subject to agreeing an AMENDMENT where applicable in accordance with the provisions of Clause 7 of this CONTRACT. 5.8 The interests of CONSULTANT shall not conflict with those of CLIENT. CONSULTANT shall disclose any conflict of interest which would prejudice the performance of the SERVICES. Where there is a conflict of interest, CLIENT reserves the right to request CONSULTANT to cease providing SERVICES to CLIENT with immediate effect. 5.9 CLIENT shall have no obligation to offer CONSULTANT future work and there shall be no obligation on CONSULTANT to accept any offers of future work which CLIENT may make to CONSULTANT.

Conduct of Services. 5.1 CONSULTANT 2.1 The Consultant shall perform use all reasonable endeavours to carry out the SERVICES so as to Services within the agreed timescale(s), and shall ensure that they meet CLIENT’s requirements and/or specifications completion by the date agreed (as specified within in the CONTRACTSchedule). 5.2 CONSULTANT recognises and acknowledges that CLIENT places reliance on CONSULTANT 2.2 The price for its particular skills, expertise, experience and ability to perform all aspects the carrying out of the SERVICESServices shall be the Fee (price) plus agreed expenses as set out in the Schedule, and VAT. This is payable by Bath to the Consultant within 30 days of the receipt of a valid accurate invoice. Copy receipts must be provided for all expenses claimed. 5.3 CONSULTANT warrants that it 2.3 The Consultant shall be suitably qualified and experienced and shall perform the SERVICES independently and in a diligent, skilful and professional manner and in accordance with recognised industry practice. 5.4 In providing information or making any interpretations, recommendations, decisions or directions or giving any advice or otherwise in performing the SERVICES, CONSULTANT undertakes and covenants with CLIENT that it shall exercise such technical, professional and expert skill and care as may be reasonably expected in carrying out its obligations under the CONTRACT.Services use the required skill and expertise and shall carry out the Services efficiently 5.5 CONSULTANT shall work diligently 2.4 Where Bath, for the purposes of the Agreement, issues materials 'free of charge' to ensure that the SERVICES are carried out in a timely and efficient manner and in accordance with any timetable set out within Exhibit A – Scope of Services. 5.6 CONSULTANT, at CONSULTANT’s sole risk and expense, Consultant such materials shall be responsible for and shall remain the property of Bath. The Consultant shall maintain all such materials in good order and condition subject, in the case of tooling patterns and the like, to fair wear and tear. The Consultant shall use such materials solely in connection with the Agreement. Any surplus materials shall be disposed of at Bath’s discretion. Waste of such materials arising from bad workmanship or negligence of the Consultant shall be made good at the Consultant’s expense. Without prejudice to any other of the rights of Bath, the Consultant shall deliver up such materials whether further processed or not to Bath on demand. 2.5 The Consultant shall not receive or agree to receive from any person, or offer or agree to give to any person, or procure for any person, any gift or consideration of any kind as an inducement or reward for doing or not doing anything, or for showing favour or disfavour to any person or Company in relation to the Agreement. 2.6 The Consultant shall ensure that no slavery or human trafficking is taking place in any part of his business or supply chain. 2.7 Any enquiry made of the Consultant concerning Bath or its Agreements should be notified to Bath’s Head of Procurement. 2.8 The Consultant shall ensure that any of his staff (or those of his subcontractor) who have access to or are employed on Bath's premises are made aware of and comply with Bath's Health and Safety and Security Procedures and Instructions at all times, all DATA and all materials, supplies and items of equipment supplied to CONSULTANT by CLIENT and those materials, supplies and items of equipment provided and/or used by CONSULTANT. CONSULTANT The Consultant shall apply such DATA protection measures and performance as set out at Clause 21 of this CONTRACT. 5.7 CLIENT reserves also provide the right to re-schedule the order, timing and sequence for performance of the SERVICES subject to agreeing an AMENDMENT where applicable services in accordance with Bath's Environmental Policy, which is to conserve energy, water and other resources, reduce waste, phase out the provisions use of Clause 7 ozone-depleting substances and minimise the release of this CONTRACTgreenhouse gases, volatile organic compounds or any other substances damaging to health and the environment. 5.8 The interests of CONSULTANT shall not conflict with those of CLIENT. CONSULTANT shall disclose any conflict of interest which would prejudice the performance of the SERVICES. Where there is a conflict of interest, CLIENT reserves the right to request CONSULTANT to cease providing SERVICES to CLIENT with immediate effect. 5.9 CLIENT shall have no obligation to offer CONSULTANT future work and there shall be no obligation on CONSULTANT to accept any offers of future work which CLIENT may make to CONSULTANT.

Conduct of Services. 5.1 CONSULTANT 2.1 The Consultant shall perform use all reasonable endeavours to carry out the SERVICES so as to Services within the agreed timescale(s), and shall ensure that they meet CLIENT’s requirements and/or specifications completion by the date agreed (as specified within in the CONTRACTSchedule). 5.2 CONSULTANT recognises and acknowledges that CLIENT places reliance on CONSULTANT 2.2 The price for its particular skills, expertise, experience and ability to perform all aspects the carrying out of the SERVICESServices shall be the Fee (price) plus agreed expenses as set out in the Schedule, and VAT. This is payable by Bath to the Consultant within 30 days of the receipt of a valid accurate invoice. Copy receipts must be provided for all expenses claimed. 5.3 CONSULTANT warrants that it 2.3 The Consultant shall be suitably qualified and experienced and shall perform the SERVICES independently and in a diligent, skilful and professional manner and in accordance with recognised industry practice. 5.4 In providing information or making any interpretations, recommendations, decisions or directions or giving any advice or otherwise in performing the SERVICES, CONSULTANT undertakes and covenants with CLIENT that it shall exercise such technical, professional and expert skill and care as may be reasonably expected in carrying out its obligations under the CONTRACT.Services use the required skill and expertise and shall carry out the Services efficiently 5.5 CONSULTANT shall work diligently 2.4 Where Bath, for the purposes of the Agreement, issues materials 'free of charge' to ensure that the SERVICES are carried out in a timely and efficient manner and in accordance with any timetable set out within Exhibit A – Scope of Services. 5.6 CONSULTANT, at CONSULTANT’s sole risk and expense, Consultant such materials shall be responsible for and shall remain the property of Bath. The Consultant shall maintain all such materials in good order and condition subject, in the case of tooling patterns and the like, to fair wear and tear. The Consultant shall use such materials solely in connection with the Agreement. Any surplus materials shall be disposed of at Bath’s discretion. Waste of such materials arising from bad workmanship or negligence of the Consultant shall be made good at the Consultant’s expense. Without prejudice to any other of the rights of Bath, the Consultant shall deliver up such materials whether further processed or not to Bath on demand. 2.5 The Consultant shall not receive or agree to receive from any person, or offer or agree to give to any person, or procure for any person, any gift or consideration of any kind as an inducement or reward for doing or not doing anything, or for showing favour or disfavour to any person or Company in relation to the Agreement. 2.6 The Consultant shall ensure that no slavery or human trafficking is taking place in any part of his business or supply chain. 2.7 Any enquiry made of the Consultant concerning Bath or its Agreements should be notified to Bath’s Head of Procurement. 2.8 The Consultant shall ensure that any of his staff (or those of his subcontractor) who have access to or are employed on Bath's premises are made aware of and comply with Bath's Health and Safety and Security Procedures and Instructions at all times, all DATA and all materials, supplies and items of equipment supplied to CONSULTANT by CLIENT and those materials, supplies and items of equipment provided and/or used by CONSULTANT. CONSULTANT The Consultant shall apply such DATA protection measures and performance as set out at Clause 21 of this CONTRACT. 5.7 CLIENT reserves also provide the right to re-schedule the order, timing and sequence for performance of the SERVICES subject to agreeing an AMENDMENT where applicable services in accordance with Bath's Environmental Policy, which is to conserve energy, water and other resources, reduce waste, phase out the provisions use of Clause 7 ozone-depleting substances and minimise the release of this CONTRACTgreenhouse gases, volatile organic compounds or any other substances damaging to health and the environment. 5.8 The interests 2.9 In performing its obligations under this Agreement, the Consultant shall comply with (a) all applicable laws, statutes and regulations from time to time in force, including the Data Protection Xxx 0000, the Xxxxxxx Xxx 0000 and the Modern Slavery Xxx 0000, and any amendments, re-enactments or revisions of CONSULTANT shall not conflict with those of CLIENT. CONSULTANT shall disclose any conflict of interest which would prejudice such laws, statutes and regulations; (b) Bath’s policies as notified to the performance of the SERVICES. Where there is a conflict of interest, CLIENT reserves the right Consultant from time to request CONSULTANT to cease providing SERVICES to CLIENT with immediate effecttime. 5.9 CLIENT shall have no obligation to offer CONSULTANT future work and there shall be no obligation on CONSULTANT to accept any offers of future work which CLIENT may make to CONSULTANT.