Consultancy. 2.1 The Consultancy's obligation to provide the Consultancy Services shall be performed by one or more employees of the Consultancy as the Consultancy may consider appropriate (“the Staff”), subject to the Employment Business and the Client being reasonably satisfied that the Staff has the required skills, qualifications and resources to provide the Consultancy Services to the required standard.
2.2 The Consultancy has the right, at its own expense, to enlist additional or substitute Staff in the performance of the Consultancy Services or may, sub-contract all or part of the Consultancy Services, provided that the consultancy provides details, whenever practicable, of the proposed substitute or sub contractor, ahead of the planned substitution and subject to the Employment Business and the Client being reasonably satisfied that such additional Staff or any such sub-contractor has the required skills, qualifications, resources and personnel to provide the Consultancy Services to the required standard.
2.3 Where the Consultancy provides a substitute or sub-contracts all or part of the Consultancy Services pursuant to clause 2.2 above, the Consultancy shall be responsible for paying the substitute or sub contractor and shall ensure that any agreement between the Consultancy and any such substitute or sub-contractor shall contain obligations which correspond to the obligations of the Consultancy under the terms of this Agreement and the Consultancy shall remain responsible for the acts or omissions of any such substitute or sub-contractor.
2.4 The Consultancy shall take all reasonable steps to avoid any unplanned changes of Staff assigned to the performance of the Consultancy Services but if the Consultancy is unable for any reason to perform the Consultancy Services the Consultancy should inform the Employment Business on the first day of unavailability and in such case shall provide a substitute subject to the provisions of clause 2.2.
2.5 Due to the specialised nature of the work there may be a lengthy learning process for any Staff prior to becoming familiar with the work. As a result where substitute or additional staff are provided or where the performance of all or part of the Consultancy Services is sub-contracted, the Consultancy shall provide wherever possible, at its own expense, an overlap period for such substitute or additional Staff or any such subcontractor.
2.6 In the event that the Consultancy is unable to supply either the original personnel...
Consultancy. During the period beginning on the date on which Consultant’s employment with National Penn is terminated (the “Termination Date”) and for a period of twelve (12) months thereafter (the “Consulting Period”), the Consultant shall undertake to provide his personal advice and counsel to National Penn and its subsidiaries and affiliates in connection with the business of National Penn and its subsidiaries, including, but not limited to:
(a) providing continued services in the same manner as when he was employed on a permanent basis as necessary to ensure a proper transition of his former job function to his replacement;
(b) consulting with National Penn regarding the operations and customer relationships of National Penn and its subsidiaries;
(c) providing introductions to customers and providing personal services similar to those the Consultant is currently providing National Penn; (collectively the “Consulting Services”), subject to the terms and conditions which are set forth herein. The Consultant shall provide such Consulting Services as may be requested from time to time by either the President and Chief Executive Officer or Senior Executive Vice President and Chief Operating Officer of National Penn. During the Consulting Period, the Consultant shall be available to devote up to 30 hours per week of his business time, attention, skills and efforts (other than during holidays, vacations and periods of illness) to the business and affairs of National Penn and its subsidiaries and affiliates and shall use his reasonable best efforts to promote the interests of National Penn and its subsidiaries and affiliates. Such Consulting Services may be provided in person, telephonically, electronically or by correspondence as reasonably determined by National Penn. The Consultant shall be available for meetings at the principal executive offices of National Penn at such times as National Penn shall reasonably require.
(d) During the Consulting Period, the Consultant shall be treated as an independent contractor and shall not be deemed to be an employee of National Penn or any subsidiary or affiliate of National Penn.
(e) The obligations of National Penn under this Agreement are subject to and contingent upon the Consultant continuing to be employed by National Penn from the date hereof until the Termination Date.
Consultancy. The Consultancy's obligation to provide the Consultancy Services shall be performed by one or more employees of the Consultancy as the Consultancy may consider appropriate (“the Staff”), but shall be project led as set out in Clause 1. The Consultancy shall ensure that the Staff supplied to perform the Consultancy Services shall have the required skills, qualification and resources to provide the Consultancy Services to the required standard.
Consultancy. At the end of Executive’s employment (for whatever reason), Executive agrees to consult with Company for a period of three years on such issues and items as requested by Company, including but not limited to theatre signings, management issues, film strategy issues, technological issues and/or issues with respect to management transition subject to the Executive’s other commitments.
Consultancy. The Company agrees to retain you as a consultant, and you agree to provide consulting services, under the terms specified below.
Consultancy. Both Parties agree that each is responsible for the acts of its own employees within the scope of their employment pursuant to all relevant and applicable laws and regulations. Notwithstanding the above, Pfizer agrees that in the event a AMC faculty or staff member serves Pfizer in the capacity of consultant, officer, employee, board member, advisor, or other designation, pursuant to a contract or otherwise outside of this Agreement, when acting outside of this Agreement such AMC faculty or staff member shall serve in his or her individual capacity, as an independent contractor, and not as an agent or representative of AMC, that AMC exercises no authority or control over such faculty or staff member while acting in such capacity, that AMC receives no benefit from such activity, that neither Pfizer nor the faculty or staff member may use AMC resources in the course of such service and that AMC makes no representations or warranties under such contracts and otherwise assumes no liability or obligation in connection with any such work or service undertaken by such faculty or staff member. Pfizer further agrees that any breach, error, or omission by a AMC faculty or staff member acting in the capacity set forth above in this Section shall not be imputed or otherwise attributed to AMC, and shall not constitute a breach of this Agreement by AMC.
Consultancy. During the period beginning on the Effective Date and for a period of six (6) months thereafter (the “Consulting Period”), the Consultant shall undertake to provide his personal advice and counsel to the Employer and its subsidiaries and affiliates in connection with the business of the Employer and its subsidiaries, on an “as needed” basis, including, but not limited to:
(a) will provide advisory and consultative services to Royal as instructed by Royal’s CEO and will ensure that all job functions, direct and indirect reporting relationships are fully transitioned to those individuals designated by Royal’s CEO no later than June 30th, 2012;
(b) consulting with the Employer regarding the operations, regulatory, legal and customer relationships of the Employer and its subsidiaries;
(c) providing services similar to those the Consultant is currently providing the Employer; (collectively the “Consulting Services”), subject to the terms and conditions which are set forth herein. The Consultant shall provide such Consulting Services as may be requested from time to time by the Chief Executive Officer of the Employer. During the Consulting Period, the Consultant shall be available to devote up to 25 hours per week of his business time, attention, skills and efforts (other than during holidays, vacations and periods of illness) to the business and affairs of the Employer and its subsidiaries and affiliates and shall use his reasonable best efforts to promote the interests of the Employer and its subsidiaries and affiliates. Such Consulting Services may be provided in person, telephonically, electronically or by correspondence as reasonably determined by the Employer and the Consultant. The Consultant shall be reasonably available for meetings at the principal executive offices of the Employer and outside locations as needed at such times as the Employer shall reasonably require. The Consultant will not maintain an assigned office at any of the Employer’s locations.
(d) During the Consulting Period, the Consultant shall be treated as an independent contractor and shall not be deemed to be an employee of the Employer or any subsidiary or affiliate of the Employer.
(e) Subject to the restrictions of Section 2, Employer acknowledges that Consultant may render services to a third party(ies), and/or Consultant may be engaged in his own business(es) during the term of this Agreement. Notwithstanding the foregoing, Consultant shall not accept full-time employment with an...
Consultancy. (a) Upon and subject to the terms, conditions and other provisions of this Agreement, the Company hereby retains Executive as its consultant and Executive hereby accepts this retention and agrees to exercise and perform faithfully, and to the best of his ability on behalf of the Company the powers and duties of Chief Financial Officer on the terms and conditions set forth herein.
(b) Executive enters into this agreement as, and shall continue to be, an independent contractor. Under no circumstances shall Executive look to the Company as his employer, or as a partner, agent, or principal. Executive shall not be entitled to any benefits accorded to the Company’s employees including worker’s compensation, disability insurance, vacation or sick pay. Executive shall be responsible for providing, at Executive’s expense, and in Executive’s name, disability, worker’s compensation or other insurance as well as licenses and permits usual or necessary for performing his services.
(c) Executive shall pay, when and as due, any and all taxes incurred as a result of Executive’s compensation, including estimated taxes, and shall provide the Company with proof of payment on demand. Executive indemnifies the Company for any claims, losses, costs, fees, liabilities, damages or injuries suffered by Company arising out of Executive’s breach of this section.
Consultancy. 1.1 Provides a comprehensive OSH/injury prevention consultancy service.
1.2 Undertakes audits and investigations. Identifies and develops control strategies for risks/hazards.
1.3 In conjunction with key parties, investigates specific accidents that have led to lost time injuries to ensure that the causes are identified and appropriate control measures are identified and implemented.
1.4 Provides advice, training and education to staff, managers and supervisors to assist them to meet their OSH legislative obligations.
1.5 Provides advice and support on OSH matters to relevant health service committees and working groups. Contributes to the development and implementation of corporate risk management strategies.
1.6 Liaises and negotiates with internal and external parties including, managers, insurers, WorkSafe, human resource staff and other key stakeholders. Represents the Health Service at meetings as required.
1.7 Contributes to the provision of effective injury management services to staff with work related injury/disease in accordance with WorkCover Code of Practice (Injury Management).
1.8 In collaboration with the injury management team, monitors workers’ compensation claims and provides reports and advice on management strategies aimed at reducing injuries/costs/lost time.
1.9 Contributes to the development, implementation and review of OSH and WC/IM policies, procedures, strategies and plans.
Consultancy. 3.1 Lonza will make resources available to assemble documentation and materials for the Technology Transfer as outlined in the Manufacturing Agreement, this Schedule 4 and the Technology Transfer Agreement, and use all reasonable endeavours to answer any questions raised by the Third Party or Trubion regarding these documents or materials.
3.2 Lonza will make resources available to the Third Party and/or Trubion for at least *** face-to-face meetings for the additional review of specific documentation relating to the manufacture of Product at Lonza. The Third Party and/or Trubion will provide Lonza with a full agenda and *** written notice prior to requesting such a meeting with Lonza. Lonza will make all reasonable efforts to accommodate a meeting within the timeframe specified but cannot guarantee availability of specific staff. All costs (flights, hotels, subsistence etc) incurred by Lonza personnel to attend these meeting (if not at Lonza's premises) will be paid by Trubion, subject to the terms of Section 4 below.
3.3 If requested by Trubion, Lonza will make resources available at Trubion's or the Third Party's facility for the review of specific documents and monitoring of operation of the Process at Trubion's or the Third Party's facility.
3.4 Lonza will consider favourably any request from Trubion or the Third Party for additional information over that provided as set out in the Technology Transfer Agreement. Terms for this additional information shall be agreed between the Parties before the information is provided. In those cases where no additional technology transfer fee is requested, the effort involved in transferring the information will still be considered as consultancy and billed accordingly.
3.5 Lonza will provide up to a total of *** (or FTE's: full time equivalents) to support the services detailed in the Manufacturing Services Agreement, this Schedule 4, and the Technology Transfer Agreement. Irrespective of the total FTE's supplied, in no event shall the consultancy services detailed herein be available more than *** following completion of the Technology Transfer services. Further provision of consultancy services beyond such date shall be subject to terms and conditions to be agreed.
