GENERAL OBLIGATIONS OF THE SUPPLIER. 7.1 The Supplier shall:
a) respond promptly to all complaints and enquiries from Transnet;
b) inform Transnet immediately of any dispute or complaint arising in relation to the storage or delivery of the Goods;
c) conduct its business in a professional manner which will reflect positively upon the Supplier and the Supplier’s products;
d) keep full records clearly indicating all transactions concluded by the Supplier relating to the delivery of the Goods and keep such records for at least 5 [five] years from the date of each such transaction;
e) obtain, and at all times maintain in full force and effect, any and all licences, permits and the like required under applicable laws for the provision of the Goods and ancillary Services and the conduct of the business and activities of the Supplier;
f) observe and ensure compliance with all requirements and obligations as set out in the labour and related legislation of South Africa, including the Occupational Health and Safety Act, 85 of 1993, as may be amended from time to time;
g) comply with all applicable environmental legislation and regulations, demonstrate sound environmental performance and have an environmental management policy which ensures that its products, including the Goods or ancillary Services are procured, produced, packaged, delivered and are capable of being used and ultimately disposed of in a way that is environmentally appropriate; and
h) ensure the validity of all renewable certifications, including but not limited to its Tax Clearance Certificate and B-BBEE Verification Certificate, throughout the entire term of this Agreement. Should the Supplier fail to present Transnet with such renewals as they become due, Transnet shall be entitled, in addition to any other rights and remedies that it may have in terms of the Agreement, to terminate this Agreement forthwith without any liability and without prejudice to any claims which Transnet may have for damages against the Supplier.
7.2 The Supplier acknowledges and agrees that it shall at all times:
a) render the supply of the Goods and ancillary Services and perform all its duties with honesty and integrity;
b) communicate openly and honestly with Transnet regarding the supply and performance of the Goods and demonstrate a commitment to effecting the supply and performing ancillary Services timeously, efficiently and at least to the required standards;
c) endeavour to provide the highest possible standards of service and workmanship, with a r...
GENERAL OBLIGATIONS OF THE SUPPLIER. 2.1 In its role as processor, the Supplier must only process personal data in accordance with written instructions from the Customer under this Agreement, and any other documented instructions given by the Customer from time to time. Other instructions may be given to the Supplier by email or on a separate form. Instructions should contain information equivalent to that in the appendix to this Personal Data Processing Agreement.
2.2 If the Supplier lacks instructions which the Supplier considers essential to carry out its assignment, the Supplier must inform the Customer without delay and await further instructions. If the Supplier finds that instructions contravene the Applicable Legislation, the Supplier must inform the Customer without undue delay. If, in such case, the Customer fails to provide further instructions to the Supplier, the Supplier must ignore the instructions and notify the Customer that it has done so. If the Customer maintains the unlawful instructions, the Supplier is entitled to terminate the Agreement prematurely as specified in the General Terms and Conditions
2.3 Notwithstanding the provisions in sub-clause 2.1 above, the Supplier is entitled to process personal data to the extent necessary to permit the Supplier to perform the obligations incumbent on the Supplier under the Applicable Legislation in force from time to time, for example to comply with orders by public authorities. However, before any such processing takes place, the Supplier must inform the Customer of the legal obligation unless mandatory legislation prevents the Supplier from providing such information.
2.4 If anyone requests information from the Supplier concerning the Customer’s processing of personal data, the Supplier must refer the request to the Customer by notifying the Customer’s System Administrator by email. The Supplier must not disclose personal data or other information on the processing of personal data without written instructions from the Customer. The Supplier is not entitled to represent the Customer or act on the Customer’s behalf in relation to any third party, including the supervisory authority.
GENERAL OBLIGATIONS OF THE SUPPLIER. Without prejudice to other obligations provided for in this instrument, the Supplier’s obligations are:
GENERAL OBLIGATIONS OF THE SUPPLIER. 6.1 The Supplier will notify TripleF Fruit B.V. of the implementation of the Agreement and if so required, provide information. The Supplier will notify TripleF Fruit B.V. in writing immediately with regard to facts and circumstances that may lead to delays in performance or which the Agreement has not taken into account.
6.2 The Supplier may only transfer rights or obligations under the Agreement to a third party with the prior written permission of TripleF Fruit B.V. Such permission will not affect the obligations of the Supplier following from the Agreement.
6.3 The Supplier is obliged to make the third parties engaged by it known to TripleF Fruit B.V. and to communicate the agreements it has made with regard to the performance of the Agreement.
6.4 The Supplier guarantees with regard to the Agreement that the Supplier or its personnel or a legal person affiliated with the Supplier and the persons employed with it are not and have not been involved in meetings or agreements with other enterprises in a manner that could breach the provisions of the Dutch Competitive Trading Act [Mededingingswet] and/or European competition rules, including: (1) pricing, (2) the coordination of offers and/or (3) the division of tasks.
6.5 The Supplier indemnifies TripleF Fruit B.V. against penalties under criminal law (as referred to in Section 5:2, subsection 1 under a of the Dutch General Administrative Law Act [Algemene wet bestuursrecht], including any recovery of costs) which are related to the Agreement and are imposed on the Supplier or TripleF Fruit B.V..
6.6 In executing the Agreement, the Supplier will observe all regulations set by or under the law as well as the agreements entered into by TripleF Fruit B.V. with third parties, insofar as these agreements are known to the Supplier. In the event that the Supplier is required to contact third parties, the Supplier will first take the matter up with TripleF Fruit B.V..
6.7 The Supplier is at no time permitted to represent itself as an authorized party of TripleF Fruit B.V., unless the Supplier has been expressly authorized for this purpose in writing by TripleF Fruit B.V.. Any consequences arising as a result of the violation of the provision in the previous sentence will be for the account and risk of the Supplier.
6.8 The Supplier will be responsible, for its own account and risk, for all materials and equipment (including tools) to be used in the execution of the Agreement that have not been provided by TripleF...
GENERAL OBLIGATIONS OF THE SUPPLIER. 8.1. The Supplier shall, in accordance with the Contract, with due care and diligence of a prudent businessman, including without limitation:
(i) Supply the System (VPN Part of the System and PPS Part of the System),
(ii) test both Parts of the System including securing the proper set up of the Services, Functionalities,
(iii) perform all of the obligations applicable, attributable to the VPN or PPS Parts of the System within the time plan set out in the respective Programme,
(iv) notify the Purchaser in writing that the System or any Part of the System is Ready for Acceptance,
(v) hand over the System for its usage and any of the related Documentation, assign the title and licence where applicable based upon this Contract,
(vi) perform the other Works, which include without limitation warranty services in accordance with this Contract and Annex 4, Maintenance and Support services in accordance with the Maintenance and Support Agreement agreed upon by the Parties, training of the Purchaser’s personnel in accordance with Annex 5 and such additional training that the Parties may agree upon,
(vii) manage the project by monitoring the activities, timeplans, conducting meetings, recording the minutes of meetings, reporting the status of project to purchaser project/program manager
(viii) provide the relevant documentation based on telecommunications and IT standards covering the analysis, acceptance, and operations phase including operations manuals
8.2. All of the undertakings of the Supplier under this Contract shall be performed properly and timely, in accordance with the (i) Responsibility matrix, (ii) Project organisation, (iii) description of the System as provided for in this Contract and its Annexes, in compliance with the Programme and not later than on the Completion Date.
8.3. The Supplier shall pay any and all reasonable and meaningful costs occurred with respect to the integration into the Base Network systems in amount of up to 2,700,000.00 EUR. The meaningful and reasonable costs associated with the integration into the Base Network system exceeding this amount and the costs related to any Integration works to the Support systems shall be borne by the Purchaser in accordance with the agreed amount of the Integration Price with respect to the integration into the Support systems.
8.4. The Supplier shall be responsible for and shall perform the completion of the Supply of the System. The Supplier shall undertake the following activities for the ben...
GENERAL OBLIGATIONS OF THE SUPPLIER. 4.1 The Supplier shall provide to the Purchaser the Services as described herein, in particular in Section 6, 7, 8 and 9. All of the undertakings of the Supplier under this Agreement shall be performed properly and timely, in accordance with this Agreement, with due care and diligence of a prudent businessman and in line with the best telecommunications and IT practice.
4.2 The Supplier shall comply with the laws of the country of manufacture concerning the manufacture of any spare parts or components of the System, and the laws of the Slovak Republic so far as such laws concern the provisioning of the Services hereunder including manufacture, installation and operation of any spare parts or components of the System or either Part of the System to be supplied within the scope of the Services. Nevertheless, all the Services executed in the Slovak Republic must comply with the Slovak laws and technical standards.
GENERAL OBLIGATIONS OF THE SUPPLIER. 5.1 The Supplier must provide and deliver the Supplies:
(a) on the Supply Date, at the place, and in the manner specified in the Purchase Order, without delay, or as otherwise directed by Geocon;
(b) to the reasonable satisfaction of Geocon;
(c) in accordance with the Contract, including achieving the timeframes, milestones and deliverables specified in the Purchase Order or otherwise as agreed by Geocon and the Supplier;
(d) with the due skill, care and diligence of a professional person experienced in providing the same or similar Supplies;
(e) in accordance with all plans, specifications and standards relating to the Supply;
(f) using only qualified, experienced and competent personnel;
(g) in accordance with all applicable laws (including but not limited to laws in relation to work health and safety and the environment) and relevant Australian standards and best practice guidelines.
5.2 The Supplier must, for the Price, supply everything necessary for the proper provision and delivery of the Supplies.
5.3 The Supplier must comply with any requirements relating to the provision of Supplies as stated in the Purchase Order and all Supplies must conform to any specifications relating to the Supplies as stated in the Purchase Order.
5.4 If at any time the Supplies are not in accordance with the Contract, Geocon may, without limiting any other right or remedy of Geocon, direct the Supplier to correct or vary those Supplies at no cost to Geocon.
5.5 At any time prior to the last Supply Date, Geocon may amend the Supply Date or Supply Dates by notice to the Supplier, and the Supplier must comply with the amended Supply Date or Supply Dates at its cost (and without any claim against Geocon).
GENERAL OBLIGATIONS OF THE SUPPLIER. The Supplier shall perform the services set out in the Purchase Order (“the Services”) as follows:
(a) Within the particular time specified by the Bank (“Completion Date”)
(b) With reasonable care and skill in strict compliance with the agreed “Scope of Works” and in accordance with the highest and latest industry standards, in a proficient, diligent and timely manner while ensuring that all materials, component parts supplied or used in performance of the service are of a high standard and quality.
(c) Provide sober and honest, competent, experienced, suitably certified and qualified employees that are properly trained, instructed and supervised and will not employ any person to whose employment the Bank takes objection.
(d) Provide upon request identification acceptable to the Bank for all its employees, servants or agents.
(e) Ensure that all health and safety standards under the Bank’s Health and Safety Requirements, the Occupational Safety and Health Act Chap 88:08, and any other statutory provisions and requirements affecting the provision of the Services are complied with.
(f) To take out and maintain such insurances as are necessary to cover its liabilities and other Third Party Risk in respect of this contract, including workmen’s compensation, employer’s liability and public liability and to provide evidence of such insurances upon request.
(g) Nominate a representative or agent (“the Supplier’s Designated Representative) and all information given to the Supplier’s Designated Representative shall be deemed to be given to the Supplier.
(h) Allow the Bank’s Designated Representative access to the areas where the Services are being performed for the purpose of inspection.
(i) Perform the Services in accordance with any directives and requirements reasonably prescribed by the Bank’s Designated Representative.
(j) Submit any relevant Warranty documents to the Bank upon completion of the Services.
(k) Supplier acknowledges that time shall be of the essence: (1) for any times when the Services are to be performed whether given or agreed to by the Supplier; (2) for the length of time that any Services are to take, whether specified in specification document, scope of works or otherwise; or (3) for the completion date or such other date as agreed by the Parties.
(l) Supplier shall not assign or otherwise transfer this Purchase Order in whole or in part, or subcontract any of its obligations under this Purchase Order, except with the prior written consent ...
GENERAL OBLIGATIONS OF THE SUPPLIER. The Supplier shall perform the agreed Services and/or supply the agreed Goods with all due skill, diligence, prudence and foresight which can be expected from a leading supplier skilled and experienced in the field of such Goods or Services and shall comply with all Applicable Laws, quality standards and the Customer's reasonable instructions. The Goods and/or Services shall in all respects conform to the Agreement and shall always be fit for the specific purpose for which the Customer has acquired such Goods or Services. The Goods shall be delivered and/or the Services shall be performed in accordance with the agreed time schedule and pursuant any service levels agreed. Should the Services and/or Goods differ from the aforesaid requirements in any manner, the Supplier's delivery of the Services and/or the Goods shall be considered defective.
GENERAL OBLIGATIONS OF THE SUPPLIER. The Supplier will provide the Service to the Merchant for the purpose of transmitting Merchant’s ecommerce payment trans- actions to agreed card payment acquirers and other payment method providers. For the sake of clarity it is noted that the Service does not comprise any transfer of funds. The Supplier shall ensure that, where the Service involves pro- cessing of payment card data, the Service meets the certificate and security requirements specified by card organisations and the authorities, including the PCI DSS (Payment Card Industry - Data Security Standard). The Service is available 24 hours a day for the transmission of ecommerce payment transactions. The Supplier will endeavour to provide availability of 99,5 %. The Supplier shall not be responsible for the functionality or availability of third party services, e.g. telecommunication ser- vices or services of card payment acquirers and other payment method providers. The Supplier shall provide support to the Merchant as specified from time to time on the Supplier’s website. Support may be subject to separate charge. The Supplier is entitled to interrupt the use of the Service if necessary due to maintenance, security breach, repair or devel- opment of the Service or if there is another justified reason for an interruption. The Supplier notifies the Merchant of any inter- ruption in the use of the Service in advance, if possible. The Supplier informs the Merchant of significant changes to the Service that require changes to the Merchant’s ecom- merce solution integration with the Service thirty (30) days prior to the change taking effect. The Merchant undertakes to update its ecommerce solution within the time limit specified by the Supplier. The Merchant is responsible for its own costs in respect of changes to its own systems, as well as for the imple- mentation and testing thereof.
