FLOW-THROUGH PROVISIONS. 5.23.1 The City is a party to the GLO Xxxxxx Contract effective to govern this Agreement in accordance with the provisions set out in Exhibit K and Exhibit K-1 to this Agreement. Contractor shall comply with the applicable terms set out in Exhibit K and Exhibit K-1 as if it were the City, except to the extent this Agreement specifically addresses a topic also covered in Exhibit K and Exhibit K-1, in which case the terms of this Agreement shall apply. In the event Contractor believes a term or condition of the applicable GLO Xxxxxx Contract is inapplicable, Contractor must seek clarification from the Director. The Director, in his sole but reasonable discretion, shall determine which terms are applicable to this Agreement and the services provided thereunder.
5.23.2 In the event the City is a recipient or subrecipient of other grant, federal, or state funds or the City otherwise uses restricted funds to pay Contractor for services or expenses provided under this Agreement, Contractor shall agree, in writing, to be bound by the same contract or grant terms and conditions, laws, and regulations as the City, to the extent relevant to Contractor’s scope of work, (“Additional Flow Down Provisions”). Contractor’s agreement to the Additional Flow Down Provisions must be in writing, signed by the Contractor and Director and approved by the City Attorney. Such written agreement does not require amendment of this Agreement but shall be incorporated into this Agreement as if fully referenced herein. If within a reasonable time after receipt of a written request from the Director (not to exceed 15 business days), the Parties are unable to reach a written agreement on the relevant Additional Flow Down Provisions following good faith negotiations, the Director, at his sole discretion may (i) immediately suspend Contractor from any further performance for all or certain services under this Agreement, or (ii) terminate the Agreement, in whole or in part.
FLOW-THROUGH PROVISIONS. Design-Builder shall cause each Subcontract (including that of Design Professional Subcontracts, if any) to contain express flow-through provisions that: (i) impose on Subcontractors of all tiers the same obligations and duties to UGAA with respect to their portion of the Work that this Agreement imposes upon Design-Builder as to UGAA, including but not limited to insurance obligations; and (ii) grant to UGAA the same rights and benefits as to the Subcontractor that UGAA enjoys under this Agreement as to the Design- Builder. In addition to all the other indemnities provided by Design-Builder herein, Design- Builder shall indemnify and hold UGAA harmless for Design-Builder’s failure to effectively satisfy this provision.
1. UGAA shall have access to records of Subcontractors and may audit their financial records in the same way it may obtain and audit those of Design-Builder.
2. Subcontractors shall provide insurance coverage for their respective portions of the Work commensurate with the coverage required of the Design-Builder by this Agreement. The policies shall name the University of Georgia (and its officers, directors, and employees) as Certificate Holders, and (except in the case of Workers Compensation and Professional Liability Coverage) the University of Georgia Athletic Association, Inc., the University of Georgia, and the Board of Regents of the University System of Georgia (and their respective officers, directors, and employees) as named Additional Insureds on all policies as set forth below, and providing copies of Certificates of Insurance, Policies of Insurance, and related endorsement at the outset of the Subcontractor’s Work, and at other times when requested by the ADR.
3. Requirements pertaining to Design-Builder regarding claims, demands, and notices apply fully to Subcontractors of any tier. Design-Builder shall cause these flow-through provisions to be expressly included in each Subconsultant contract of any tier.
FLOW-THROUGH PROVISIONS. Any Third Party Support Agreement must contain: The Third Party User’s acknowledgement and agreement that cPanel owns all right, title and interest in and to the cPanel IP Rights substantially similar to Section 3.1 (Ownership); a notice substantially similar to the disclaimer set forth in Section 6.3 (Disclaimer) that cPanel disclaims all warranties and representations with respect to the Services; a limitation of liability substantially similar to that set forth in Section 7 (Limitation of Liability) for the benefit of cPanel; The Third Party User’s acknowledgement and agreement that cPanel’s obligation to provide the Services shall automatically expire without notice upon the expiration or termination of this Agreement or the cPanel XXXX for any reason whatsoever; The Third Party User’s acknowledgement and agreement that cPanel may in its sole discretion terminate or suspend provision of the Services to you or any Third Party User in the event of (i) any breach of this Agreement or the cPanel XXXX by you or (ii) any breach by the Third Party User or any provision concerning cPanel or the Services in any Third Party Support Agreem The Third Party User’s acknowledgement and agreement that cPanel is a third party beneficiary of the Third Party Support Agreement between you and the Third Party User with the full right to enforce the provisions of the Third Party Support Agreement as they pertain to cPanel and the Services; The Third Party User’s acknowledgement and agreement that concerning your disclosure to cPanel and cPanel’s collection of the Support Data, including without limitation any Support Data that may personally identify the Third Party User; and The Third Party User’s waiver of any and all claims (whether under law, equity or any other theory of liability) against cPanel and its affiliates that may arise from a Third Party User’s inability to use the Services in the event (i) of the expiration or termination of this Agreement or the XXXX for any reason whatsoever; or (ii) that cPanel suspends provision of the Services as set forth in this Section 2.9. Your right to submit Incidents on behalf of Third Party Users and receive the Services with respect to such Incidents is conditioned upon your compliance with the terms of this Section 2.9. Upon request from cPanel, you shall provide cPanel with copies of any Third Party Support Agreements. cPanel shall also have the right (but not the obligation) to notify any Third Party Users that cPanel will ...
FLOW-THROUGH PROVISIONS. In any subcontract or sub-award entered into by the Contract Party, as permitted by the Contract, the Contract Party shall ensure the inclusion of all the provisions contained in paragraphs (A) through (L) above.
FLOW-THROUGH PROVISIONS. The City is a subrecipient of federal funds under Federal Award No. B-17-DM-48- 0001, awarded February 9, 2018, as amended August 14, 2018, and as may be further amended from time to time, administered by the General Land Office under CFDA No. 97.048, Federal Disaster Assistance to Individuals and Households in Presidential Declared Disaster Areas. The City is a party to an interlocal agreement (GLO Contract No. 19-147-001-B489 (signed by the City Controller on January 4, 2019 and approved by City of Houston Ordinance No. 2019-10) with the General Land Office that contains the provisions set out in Exhibit H to this Agreement. Consultant shall comply with the terms set out in Exhibit H as if it were the City.
FLOW-THROUGH PROVISIONS. The City is a party to the GLO Xxxxxx Contract that contains the provisions REMAINDER OF PAGE INTENTIONALLY LEFT BLANK; EXHIBITS FOLLOW. EXHIBIT A SCOPE OF SERVICES I. GENERAL SCOPE OF SERVICES
FLOW-THROUGH PROVISIONS. 6.21.1. The City is a party to the GLO Xxxxxx Contract that contains the provisions set out in Exhibit L to this Agreement. Contractor shall comply with the applicable terms set out in Exhibit L as if it were the City, except to the extent this Agreement specifically addresses a topic also covered in Exhibit L, in which case the terms of this Agreement shall apply. In the event Contractor believes a term or condition of the GLO Xxxxxx Contract is inapplicable, Contractor must seek clarification from the Director. The Director, in his sole but reasonable discretion, shall determine which terms are applicable to this Agreement and the Services provided thereunder. During the performance of this Agreement, Contractor, for itself, its assignees and successors in interest agrees as follows:
FLOW-THROUGH PROVISIONS. Contractor shall cause each Subcontract to contain express flow- through provisions that: (i) impose on Subcontractors of all tiers the same obligations and duties to UGAA with respect to their portion of the Work that this Agreement imposes upon Contractor as to UGAA, including but not limited to insurance obligations; and (ii) grant to UGAA the same rights and benefits as to the Subcontractor that UGAA enjoys under this Agreement as to the Contractor. In addition to all the other indemnities provided by Contractor herein, Contractor shall indemnify and hold UGAA harmless for Contractor’s failure to effectively satisfy this provision.
1. UGAA shall have access to records of Subcontractors and may audit their financial records in the same way it may obtain and audit those of Contractor.
2. Subcontractors shall provide insurance coverage for their respective portions of the Work commensurate with the coverage required of the Contractor by this Agreement. The policies shall name the University of Georgia (and its officers, directors, and employees) as Certificate Holders, and (except in the case of Workers Compensation and Professional Liability Coverage) the University of Georgia Athletic Association, Inc., the University of Georgia, and the Board of Regents of the University System of Georgia (and their respective officers, directors, and employees) as named Additional Insureds on all policies as set forth below, and providing copies of Certificates of Insurance, Policies of Insurance, and related endorsement at the outset of the Subcontractor’s Work, and at other times when requested by the ADR.
3. Requirements pertaining to Contractor regarding claims, demands, and notices apply fully to Subcontractors of any tier. Contractor shall cause these flow-through provisions to be expressly included in each Subconsultant contract of any tier.
FLOW-THROUGH PROVISIONS. In the event the City is a recipient or subrecipient of other grant, federal, or state funds or the City otherwise uses restricted funds to pay Engineer for services or expenses provided under this Agreement, Engineer shall agree, in writing, to be bound by the same contract or grant terms and conditions, laws, and regulations as the City, to the extent relevant to Engineer’s scope of work (“Additional Flow Down Provisions”). Engineer’s agreement to the Additional Flow Down Provisions must be in writing, signed by the Engineer and Director and approved by the City Attorney. Such written agreement does not require amendment of this Agreement but shall be incorporated into this Agreement as if fully referenced herein. If within a reasonable time after receipt of a written request from the Director (not to exceed 15 business days), the Parties are unable to reach a written agreement on the relevant Additional Flow Down Provisions following good faith negotiations, the Director, at his sole discretion may (i) immediately suspend Engineer from any further performance for all or certain services under this Agreement, or (ii) terminate the Agreement, in whole or in part.
FLOW-THROUGH PROVISIONS. The City is a party to the GLO Xxxxxx Contract that contains the provisions set out in Exhibit H to this Agreement. Consultant shall comply with the applicable terms set out in Exhibit H as if it were the City, except to the extent this Agreement specifically addresses a topic also covered in Exhibit H, in which case the terms of this Agreement shall apply. In the event Consultant believes a term or condition of the GLO Xxxxxx Contract is inapplicable, Consultant must seek clarification from the Director. The Director, in his sole but reasonable discretion, shall determine which terms are applicable to this Agreement, any Task Order, and the Services provided thereunder. If the Parties fail to reach an agreement, the Consultant may submit a dispute in accordance with Section 6.19 of this Agreement. Consultant may utilize the Section 6.19 dispute resolution process under this Section regardless of whether the dispute involves a question of law.
