Personal Nature of Services Sample Clauses

Personal Nature of Services. The services performed by the Consultant have been personally rendered by the Consultant, and no one acting for or on behalf of the Consultant.
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Personal Nature of Services. (a) The Provided Services to be provided to each party hereunder are personal in nature. Neither party may assign or encumber this Agreement or any of its rights or obligations hereunder or delegate or subcontract any performance or other obligation hereunder without the prior written consent of the other party. (b) The parties agree that matters which Xxxxxxxx X. Xxxxxx will work on are confidential to the respective party and that he shall be entitled to preserve the confidentiality of the attorney client relationship with each. The parties further acknowledge that their respective lines of business are not competitive and there is no conflict of interest or corporate opportunity created with respect to or owed to the other party as a result of his performance of the duties as chief legal officer and general counsel to each.
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Personal Nature of Services. (a) The Provided Services to be provided by each party hereunder are personal in nature. Neither party may assign or encumber this Agreement or any of its rights or obligations hereunder or delegate or subcontract any performance or other obligation hereunder without the prior written consent of the other party. (b) If a party, in performing any Provided Services hereunder, in its reasonable judgment deems it to be expedient or appropriate to use the services of consultants, professionals, independent contractors and other third parties (including without limitation law firms or accounting firms) to perform in whole or in part any of such Provided Services, the performing party shall first request the written approval of the other party to use the services of such third party. The performing party shall not use the services of such third party without the other party’s written consent, which may be withheld in the other party’s sole discretion. The parties shall use their reasonable commercial efforts to cause all invoices with respect to the fees and expenses of third party service providers to be sent directly to the party for whom such services were performed, and (regardless of the addressee of the invoice) that party shall pay such fees and expenses directly.
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Personal Nature of Services. It is mutually understood that Consultant will perform the Services personally and that no other person shall be retained by Consultant to perform the Services except on written approval of Xxxxxxxx. Consultant further agrees that this Agreement is not assignable by him without the written consent of Xxxxxxxx. Nothing herein contained shall prevent Consultant, should he so elect, from assigning this Agreement to a professional corporation in which he is the majority shareholder, provided that all Services shall be provided by the Consultant herein designated personally.
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Personal Nature of Services. The services to be rendered by the Executive to the Company under this Agreement are personal in nature and, therefore, the Executive may not delegate any part of his duties with the Company nor assign his rights or any obligation under this Agreement.
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Personal Nature of Services. It is understood that the Services contemplated by this Agreement shall be performed personally by Little and that no other person shall be retained by Little to perform Services except upon advance written approval of Remington.
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Personal Nature of Services. It is understood and agreed by the parties hereto that the personal services of Xxxxxx are an integal part of this Agreement. In the event that Xxxxxx is no longer affiliated with ASTER or is unable to provide the technical services specified herein, Xxxxxx agrees not to compete with EPI directly or indirectly as an officer, employee, inventor, investor, owner or otherwise or the ART for a period of three (3) years after the separation from service in any market in which EPI does business. Additionally, in the event that Xxxxxx is no longer affiliated with ASTER or is unable to perform the technical services specified herein, EPI shall have the right to decrease the royalties payable to ASTER as follows: (a) in the event that Xxxxxx cannot perform due to death or disability during the first four (4) years of this Agreement, EPI shall only be required to pay ASTER fifty percent (50%) of the Monthly Royalties referred to in Article 2 hereof, for the remainder of this agreement. (b) in the event that Xxxxxx cannot perform due to death or disability during any time after the first four (4) years of the Agreement EPI shall only be required to pay ASTER seventy five percent (75%) of the Monthly Royalties referred to in Artilcle 2 hereof, for the remainder of this agreement. (c) after the first ten (10) years of the Agreement, EPI shall be required to pay full royalties to ASTER, regardless of whether Xxxxxx performs personal services or not. (d) in the event that Xxxxxx cannot perform due to any reason other than death or disability during the first two (2) years of this Agreement, EPI shall only be required to pay ASTER twenty five percent (25%) of the royalties, referred to in Article 2 hereof, for the remainder of this agreement. (e) in the event Xxxxxx cannot perform due to any reason other then death or disability during any time after the first two (2) years but before the first four (4) years of this Agreement, EPI shall only be required to pay ASTER fifty percent (50%) of the royalties referred to in Article 2 hereof, for the remainder of this agreement (f) in the event Xxxxxx cannot perform due to any reason other than death or disability during any time after the first four (4) years but before the first ten (10) years of this Agreement, EPI shall only be required to pay ASTER seventy-five percent (75%) of the Royalties referred to in Article 2 hereof, for the remainder of this agreement. Further, the royalty in effect at the time immediately after the...
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Related to Personal Nature of Services

  • Nature of Services The Individual Contractor shall perform the services as described in the Terms of References which form an integral part of this Contract and are attached hereto as Annex I in the following Duty Station(s): .

  • Nature of Service 3.1 ISO-NE and the NYISO shall, to the maximum extent each deems consistent with the safe and proper operation of its system, the furnishing of economical, dependable and satisfactory services by its participants, and the obligations of its participants to other parties, make available to the other Party when a system Emergency exists on the other Party's system, Emergency Energy from its system's available generating capability in excess of the system’s load requirements (i.e., load requirements alone, not load plus reserve requirements) up to the transfer limits in use between the two Balancing Authority Areas. Emergency Energy is provided in cases of emergency outages of generating units, transmission lines or other equipment, or to meet other sudden and unforeseen circumstances such as forecast errors, or to provide sufficient Operating Reserve. Normally, a Party requests Emergency Energy from the other Party as a last resort, when market-based real-time energy transactions are not available, or not available in a timely fashion in order to maintain its ten-minute reserve requirement. At the time the Emergency Energy sale is being initiated, the Party delivering such Emergency Energy shall describe the Emergency Energy transaction as being one of the following: (1) “delivered out of ten-minute reserve”; (2) “delivered out of thirty-minute reserve” where such a delivery could reasonably be expected to be recalled if the Party delivering the Emergency Energy needed the generation for a reserve pick-up or other Emergency; or (3) “delivered above and beyond ten-minute and thirty-minute reserves” where the Party delivering such Emergency Energy is normally expected to be able to continue delivering the energy following a reserve pick-up. 3.2 The Parties are participants in the NPCC and are expected to comply with NPCC Criteria, Guides and Procedures. Such NPCC Criteria, Guides and Procedures include “Emergency Operation Criteria” (Document A-3), which describes the basic factors to be considered by a Balancing Authority Area in formulating plans and procedures to be followed in an Emergency. A principle of operation in this NPCC Criteria is that upon receiving a request for assistance to mitigate an Emergency, a Balancing Authority Area would provide “maximum reasonable assistance” to a neighboring Balancing Authority Area. Such reasonable assistance would not normally require the shedding of firm load. 3.3 Normally, the Party experiencing or anticipating an Emergency would request Emergency Energy from the other Party in accordance with this Schedule and applicable NPCC Criteria, Guides and Procedures after all market-based real-time transactions have been scheduled, unless there is an immediate need for such Emergency Energy in order to maintain system Reliability. 3.4 In the event a Party is unable to provide Emergency Energy to the other when needed, but there is energy available from a Third Party Balancing Authority Area supplier, the Party will use reasonable efforts to acquire and transmit such energy to the other Party where feasible.

  • Nature of Services Provided The Provider has agreed to provide the following digital educational services described in Exhibit “A”.

  • COMMERCIAL REUSE OF SERVICES The member or user herein agrees not to replicate, duplicate, copy, trade, sell, resell nor exploit for any commercial reason any part, use of, or access to 's sites.

  • Use of Services Subject to the terms of this Agreement, Stripe grants you a worldwide, non-exclusive, non-transferable, non-sublicensable, royalty-free license during the Term to access the Documentation, and access and use the Stripe Technology, as long as your access and use is (a) solely as necessary to use the Services; (b) solely for your business purposes; and (c) in compliance with this Agreement and the Documentation.

  • Supply of Services 7.1 Supplier shall provide the Services to Purchaser in accordance with the Order in all material respects using reasonable care and skill. 7.2 Supplier shall use reasonable endeavours to meet any performance dates for the Services specified in the Order but any dates shall be estimates only and time shall not be of the essence for the performance of the Services. 7.3 Supplier shall have the right to make any changes to the Services which are necessary to comply with any applicable law or safety requirements or which do not materially affect the nature or quality of the Services. 7.4 Purchaser shall: (a) ensure that the terms of Order are complete and (if submitted by Purchaser) the service specification are complete and accurate; (b) co-operate with Supplier in all matters relating to the Services; (c) provide Supplier, its employees, agents, consultants and subcontractors with access to Purchaser’s premises, machinery and other facilities as reasonably required by Supplier to provide the Services; and (d) provide Supplier with such information and materials as Supplier may reasonably require to supply the Services, and ensure that such information is accurate in all material respects. 7.5 If Supplier’s performance of any of its obligations in respect of the Services is prevented or delayed by an any act or omission by Purchaser or failure by Purchaser to performs its obligations (“Purchaser Default”) Supplier shall without limiting its other rights or remedies have the right to suspend performance of the Services until Purchaser remedied Purchaser Default and relieves Supplier from its obligations to the extent the Customer Default prevents or delays Supplier’s performance. Purchaser shall indemnify Supplier against all liabilities costs, losses and expenses which Supplier may incur by reason of Purchaser Default. 7.6 Where the Services consist of any experimental or developmental work, the results supplied or recommendations made under the Services are given in good faith within the limitations of the data available, but no warranty, expressed or implied, is given as to the ability of Supplier to achieve a specific outcome, nor the accuracy of results obtained. 7.7 Any claims by Purchaser which is based on defect in the Services shall be notified to Supplier within twenty-one (21) days of the services being performed and promptly after discovery of defect or failure. The sole and exclusive remedy of Purchaser for such defect hereunder shall be the re-performance or re- fund, at Supplier’s option, of any defective or non-conforming Services.

  • Personal Services No employee shall be required to perform services of a personal nature.

  • Scope of Services The specific scope of work for each job shall be determined in advance and in writing between TIPS Member, Member’s design professionals and Vendor. It is permitted for the TIPS Member to provide a general scope description, but the awarded vendor should provide a written scope of work, and if applicable, according to the TIPS Member’s design Professional as part of the proposal. Once the scope of the job is agreed to, the TIPS Member will issue a PO and/or an Agreement or Contract with the Job Order Contract Proposal referenced or as an attachment along with bond and any other special provisions agreed by the TIPS Member. If special terms and conditions other than those covered within this solicitation and awarded Agreements are required, they will be attached to the PO and/or an Agreement or Contract and shall take precedence over those in this base TIPS Vendor Agreement.

  • DEPENDENT PERSONAL SERVICES 1. Subject to the provisions of Articles 16, 18 and 19, salaries, wages and other similar remuneration derived by a resident of a Contracting State in respect of an employment shall be taxable only in that State unless the employment is exercised in the other Contracting State. If the employment is so exercised, such remuneration as is derived therefrom may be taxed in that other State. 2. Notwithstanding the provisions of paragraph 1, remuneration derived by a resident of a Contracting State in respect of an employment exercised in the other Contracting State shall be taxable only in the first-mentioned State if: a) the recipient is present in the other State for a period or periods not exceeding in the aggregate 183 days in any twelve-month period commencing or ending in the tax year concerned, and b) the remuneration is paid by, or on behalf of, an employer who is not a resident of the other State, and c) the remuneration is not borne by a permanent establishment or a fixed base which the employer has in the other State. 3. Notwithstanding the preceding provisions of this Article, remuneration derived in respect of an employment exercised aboard a ship or aircraft operated in international traffic by a resident of a Contracting State, may be taxed in that State.

  • Continuity of Services A. The Contractor recognizes that the service(s) to be performed under this Contract are vital to the State and must be continued without interruption and that, upon Contract expiration, a successor, either the State or another contractor, may continue them. The Contractor agrees to: Furnish phase-in training; and Exercise its best efforts and cooperation to effect an orderly and efficient transition to a successor. B. The Contractor shall, upon the State's written notice: Furnish phase-in, phase-out services for up to sixty (60) days after this Contract expires; and Negotiate in good faith a plan with a successor to determine the nature and extent of phase-in, phase-out services required. The plan shall specify a training program and a date for transferring responsibilities for each division of work described in the plan, and shall be subject to the State's approval. The Contractor shall provide sufficient experienced personnel during the phase-in, phase-out period to ensure that the services called for by this Contract are maintained at the required level of proficiency. C. The Contractor shall allow as many personnel as practicable to remain on the job to help the successor maintain the continuity and consistency of the services required by this Contract. The Contractor also shall disclose necessary personnel records and allow the successor to conduct on-site interviews with these employees. If selected employees are agreeable to the change, the Contractor shall release them at a mutually agreeable date and negotiate transfer of their earned fringe benefits to the successor. D. The Contractor shall be reimbursed for all reasonable phase-in, phase-out costs (i.e., costs incurred within the agreed period after contract expiration that result from phase-in, phase-out operations).

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