Common use of Implementation of Master Agreement‌ Clause in Contracts

Implementation of Master Agreement‌. 3.2.1 Any of the Companies may at any time and from time to time during the term of this Master Agreement, require the Supplier to provide Services and/or Deliverables by issuing a statement of work in the form set out in Schedule 6 (“Form of Statement of Work”) which:‌ (i) sets out the particulars of Services and Deliverables to be provided and such other relevant particulars envisaged in the Form of Statement of Work; and (ii) the fees for Services and Deliverables shall be based on the payment terms, subject to any applicable discounts, as set out in Part 9 of Schedule 3. 3.2.2 The Supplier acknowledges that this Master Agreement does not oblige any Company to issue any statement of work, enter into a Statement of Work with the Supplier, or to procure any services or deliverables from the Supplier. 3.2.3 All Statements of Work issued by Company must be accepted by the Supplier: The Supplier must accept all Statements of Work issued by such Company to the Supplier in accordance with Clause 3.2.1 above and the Supplier hereby agrees that it shall be bound to the terms of each of such Statement of Work. Each such Statement of Work shall be deemed to be a separate agreement between the Supplier and such Company in terms described under Clause 3.3.2 below, that comes into effect and is valid and enforceable as of the “Commencement Date” (as defined in such Statement of Work). Strictly as an administrative matter, the Supplier undertakes to sign and return such issued Statement of Work promptly upon receipt of such Statement of Work. Any changes, variations or other amendments made by the Supplier to the terms listed in such issued statement of work shall be subject to such Company’s written acceptance. 3.2.4 ALPS may issue Statements of Work on behalf of Company: References to Statements of Work issued by any Company under this Clause 3.2 shall be deemed to include references to Statements of Work issued by ALPS on behalf of such Company.

Implementation of Master Agreement‌. 3.2.1 Any of the Companies may at any time and from time to time during the term of this Master Agreement, require the Supplier to supply and deliver selected equipment and quantities of the Master Equipment, and/or to provide Services and/or Deliverables by the Maintenance Services, by‌ issuing a statement Statement of work Work in the form set out in Schedule 6 (“Form of Statement of Work”) which:‌which: (i) sets out the particulars of such equipment and quantities to be supplied and delivered and such other relevant particulars envisaged in the Form of Statement of Work; (ii) the pricing for the selected equipment and quantities of the Master Equipment shall be based on unit prices, subject to any applicable discounts, as set out in Schedule 3; (iii) sets out the particulars of such Maintenance Services and Deliverables to be provided and such other relevant particulars envisaged in the Form of Statement of Work; and (iiiv) the fees pricing for Services and Deliverables Other Costs shall be based on subject to the payment terms, subject to any applicable discounts, as requirements or guidelines set out in Part 9 of Schedule 35 for the relevant Company. 3.2.2 The Supplier acknowledges that this Master Agreement does not oblige any Company to issue any statement Statement of workWork, enter into a Statement of Work with the Supplier, or to purchase any Master Equipment or procure any services or deliverables Maintenance Services from the Supplier. 3.2.3 All Statements of Work issued by the Company must be accepted by the Supplier: The Supplier must accept all Statements of Work issued by such Company to the Supplier in accordance with Clause 3.2.1 above and the Supplier hereby agrees that it shall be bound to by the terms of each of such Statement Statements of Work. Each such Statement of Work shall be deemed to be a separate agreement between the Supplier and such Company in terms described under Clause 3.3.2 below, that comes into effect and is valid and enforceable as of the “Commencement Statement of Work Date” (as defined in such Statement of Work). Strictly as an administrative matter, the Supplier undertakes to sign and return such issued Statement of Work promptly upon receipt of such Statement of Work. Any changes, variations or other amendments made by the Supplier to the terms listed in such issued statement Statement of work Work shall be subject to such Company’s written acceptance. 3.2.4 ALPS may issue Statements of Work on behalf of the Company: References to Statements of Work issued by any Company under this Clause 3.2 shall be deemed to include references to Statements of Work issued by ALPS on behalf of such Company.

Implementation of Master Agreement‌. 3.2.1 Any of the Companies may at any time and from time to time during the term of this Master Agreement, require the Supplier to provide Services consign, sell or loan (as the case may be), manufacture (where applicable), supply and deliver selected products and quantities of the Master Products and/or Deliverables Master Equipment by issuing a statement Statement of work Work in the form set out in Schedule 6 (“Form of Statement of Work”) which:‌ (i) sets out the particulars of Services such products or equipment and Deliverables quantities to be provided consigned, sold or loaned (as the case may be), manufactured (where applicable), supplied and delivered and such other relevant particulars envisaged in the Form of Statement of Work; and; (ii) the fees pricing for Services the selected products and Deliverables quantities of the Master Products shall be based on the payment termsunit prices, subject to any applicable discounts, as set out in Part 9 1 of Schedule 3; and (iii) the loan pricing for the selected products and quantities of the Master Equipment shall be based on unit prices, subject to any applicable discounts, as set out in Part 2 of Schedule 3; (iv) pricing for Other Costs shall be subject to the terms, requirements or guidelines set out in Schedule 5 for the relevant Company. 3.2.2 The the Supplier acknowledges that this Master Agreement does not oblige any Company to issue any statement of work, enter into a Statement of Work with the Supplier, or to procure purchase any Master Products or loan any Master Equipment or obtain any services or deliverables from the Supplier. 3.2.3 All Statements of Work issued by Company must be accepted by the Supplier: The Supplier must accept all Statements of Work issued by such Company to the Supplier in accordance with Clause 3.2.1 above and the Supplier hereby agrees that it shall be bound to the terms of each of such Statement statements of Workwork. Each such Statement statements of Work work shall be deemed to be a separate agreement between the Supplier and such Company in terms described under Clause 3.3.2 below, that comes into effect and is valid and enforceable as of the “Commencement Statement of Work Date” (as defined in such Statement statement of Workwork). Strictly as an administrative matter, the Supplier undertakes to sign and return such issued Statement of Work promptly upon receipt of such Statement statement of Workwork. Any changes, variations or other amendments made by the Supplier to the terms listed in such issued statement of work shall be subject to such Company’s written acceptance. 3.2.4 ALPS may issue Statements of Work on behalf of Company: References to Statements statements of Work work issued by any Company under this Clause 3.2 shall be deemed to include references to Statements statements of Work work issued by ALPS on behalf of such Company.

Implementation of Master Agreement‌. 3.2.1 Any of the Companies may at any time and from time to time during the term of this Master Agreement, require the Supplier to provide Services and/or Deliverables by issuing a statement of work in the form set out in Schedule 6 (“Form of Statement of Work”) which:‌ (i) sets out the particulars of Services and Deliverables to be provided and such other relevant particulars envisaged in the Form of Statement of Work; and (ii) the fees for Services and Deliverables shall be based on the payment terms, subject to any applicable discounts, as set out in Part 9 4 of Schedule 3. 3.2.2 The Supplier acknowledges that this Master Agreement does not oblige any Company to issue any statement of work, enter into a Statement of Work with the Supplier, or to procure any services or deliverables from the Supplier. 3.2.3 In the event where services or deliverables that a Company may require are not specified in Schedule 3, the following shall apply: (i) such Company may request the Supplier to submit a quotation with respect to the provision of such other services or deliverables. The Supplier shall submit to the requesting Company a quotation within such reasonable time period as such Company may request, in accordance with the following:‌ (a) the quotation shall be prepared at the cost and expense of the Supplier; (b) the quotation shall be reasonable and consistent with this Master Agreement; and (c) the quotation shall include details of the provision of such services and deliverables (including technical specifications), and details of the relevant fees which shall be reasonable and shall not deviate materially from the prevailing market practice in relation to the fees or rates charged for such services or deliverables and shall also, where applicable, not exceed the rates set out in Part 2j of Schedule 1 (“Standard Rates”) for such services;‌ (ii) such Company is not obliged to accept or proceed with any of the quotations submitted to it pursuant to Clause 3.2.3(i); and (iii) if such Company wishes to appoint the Supplier to provide such services or deliverables set out in the Supplier’s quotation submitted to it pursuant to Clause 3.2.3(i), such Company shall set out in detail in a statement of work based substantially on the Form of Statement of Work, the particulars of such services or deliverables and such other particulars pertaining to each of Company’s and the Supplier’s respective obligations with respect thereto. 3.2.4 All Statements of Work issued by Company must be accepted by the Supplier: The Supplier must accept all Statements of Work issued by such Company to the Supplier in accordance with Clause 3.2.1 above and the Supplier hereby agrees that it shall be bound to the terms of each of such Statement of Work. Each such Statement of Work shall be deemed to be a separate agreement between the Supplier and such Company in terms described under Clause 3.3.2 below, that comes into effect and is valid and enforceable as of the “Commencement Date” (as defined in such Statement of Work). Strictly as an administrative matter, the Supplier undertakes to sign and return such issued Statement of Work promptly upon receipt of such Statement of Work. Any changes, variations or other amendments made by the Supplier to the terms listed in such issued statement of work shall be subject to such Company’s written acceptance. 3.2.4 3.2.5 ALPS may issue Statements of Work on behalf of Company: References to Statements of Work issued by any Company under this Clause 3.2 shall be deemed to include references to Statements of Work issued by ALPS on behalf of such Company.

Implementation of Master Agreement‌. 3.2.1 Any of the Companies may at any time and from time to time during the term of this Master Agreement, require the Supplier to provide Services and/or Deliverables manufacture (where applicable), supply and deliver selected products and quantities of the Master Products by issuing a statement a‌ Statement of work Work in the form set out in Schedule 6 (“Form of Statement of WorkWork ”) which:‌which: (i) sets out the particulars of Services such products and Deliverables quantities to be provided manufactured (where applicable), supplied and delivered and such other relevant particulars envisaged in the Form of Statement of Work; and; (ii) the fees pricing for Services the selected products and Deliverables quantities of the Master Products shall be based on the payment termsunit prices, subject to any applicable discounts, as set out in Part 9 of Schedule 3; and (iii) pricing for Other Costs shall be subject to the terms, requirements or guidelines set out in Schedule 5 for the relevant Company. 3.2.2 The Supplier acknowledges that this Master Agreement does not oblige any Company to issue any statement Statement of workWork, enter into a Statement of Work with the Supplier, or to procure purchase any Master Products or obtain any services or deliverables from the Supplier. 3.2.3 In the event where deliverables or services that a Company may require are not specified in Schedule 3, the following shall apply: (i) such Company may request the Supplier to submit a quotation with respect to the supply and delivery of such other deliverables or services. The Supplier shall submit to the requesting Company a quotation within such reasonable time period as such Company may request, in accordance with the following:‌ (a) the quotation shall be prepared at the cost and expense of the Supplier; (b) the quotation shall be reasonable and consistent with this Master Agreement; and (c) the quotation shall include details of the supply and delivery of such deliverables (including technical specifications) and services; (ii) such Company is not obliged to accept or proceed with any of the quotations submitted to it pursuant to Clause 3.2.3(i); and (iii) if such Company wishes to appoint the Supplier to provide such deliverables or services set out in the Supplier’s quotation submitted to it pursuant to Clause 3.2.3(i), such Company shall set out in detail in a Statement of Work based substantially on the Form of Statement of Work, the particulars of such deliverables or services and such other particulars pertaining to each of the Company’s and the Supplier’s respective obligations with respect thereto.‌ 3.2.4 All Statements Statement of Work issued by Company must be accepted by the Supplier: The Supplier must accept all Statements Statement of Work Works issued by such Company to the Supplier in accordance with Clause 3.2.1 above and the Supplier hereby agrees that it shall be bound to by the terms of each of such Statement of WorkWorks. Each such Statement of Work shall be deemed to be a separate agreement between the Supplier and such Company in terms described under Clause 3.3.2 below, that comes into effect and is valid and enforceable as of the “Commencement Statement of Work Date” (as defined in such Statement of WorkWork ). Strictly as an administrative matter, the Supplier undertakes to sign and return such issued Statement of Work promptly upon receipt of such Statement of Work. Any changes, variations or other amendments made by the Supplier to the terms listed in such issued statement Statement of work Work shall be subject to such Company’s written acceptance. 3.2.4 ALPS may issue Statements of Work on behalf of Company: 3.2.5 References to Statements of Work issued by any Company under this Clause 3.2 shall be deemed to include references to Statements Statement of Work Works issued by ALPS on behalf of such Company.