Provision and Purchase of DS3 System Services Sample Clauses

Provision and Purchase of DS3 System Services. 3.1 Duty to provide DS3 System Services in accordance with the applicable Operating Parameters 3.1.1 In consideration of the Company’s agreement to pay the DS3 System Services Payments to the Service Provider on the terms and subject to the conditions of this Agreement, the Service Provider shall at all times during the term of, and subject to, this Agreement maintain, repair, fuel and operate the Providing Unit as required by Good Industry Practice and any legal requirements in order to provide the Relevant DS3 System Services in accordance with the applicable Operating Parameters. 3.1.2 The Service Provider shall reasonably endeavour not to issue or allow to remain outstanding an Availability Notice, a Technical Parameters Notice or an Additional Grid Code Characteristics Notice which declares the Availability, applicable Technical Parameters or additional technical data (respectively) of a Providing Unit at levels or values inferior to those that the Providing Unit could achieve at that time except: (i) during periods of Scheduled Outage or forced outage or otherwise with the consent of the Company; (ii) where necessary to avoid an imminent risk of injury to persons or material damage to property (including the Providing Unit); (iii) where it is not lawful for the Service Provider to operate the Providing Unit; (iv) to the extent that the Service Provider is affected by Force Majeure; or (v) in the event of a test of the Providing Unit under OC10 of the Grid Code or an Operational Test under OC8 of the Grid Code, provided that this Clause 3.1.2 shall not require the Service Provider to declare levels or values better than those specified in Schedule 9. 3.2 Compliance with the Grid Code, Distribution Code and Protocol 3.2.1 The Service Provider shall, during the term of this Agreement, comply with the Grid Code,Distribution Code and the Protocol as appropriate as it relates to the provision of the DS3 System Services, (including declaring to the Company any inability to comply with the applicable Operating Parameters), subject to any derogations granted to the Service Provider by the Regulatory Authority.
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Provision and Purchase of DS3 System Services. 3.1 In this clause 3 "relevant provision" in relation to any matter or act which the Service Provider is obliged to procure in favour of the Company under this Agreement, means any provision under the Generating Unit Agreement or Power Station Agreement related to or connected with the same or similar matter or act. 3.2 Where under this Agreement the Service Provider is required to "procure" any matter or act such obligation shall be construed only as requiring the Service Provider to exercise such rights as are available to it under the Generating Unit Agreement or Power Station Agreement to ensure, to the extent possible, given those rights, that the Providing Unit Operator complies with the relevant provision (including without limitation to the generality of the foregoing, applying any consequences provided for in the Generating Unit Agreement or Power Station Agreement against the Providing Unit Operator for non-compliance with the relevant provision) provided that nothing in this clause 3.2 shall require the Service Provider: 3.2.1 to exercise any rights of termination it may have under the Generating Unit Agreement or the Power Station Agreement; or 3.2.2 to exercise any right under the Generating Unit Agreement or the Power Station Agreement where it has reasonable grounds for believing that such exercise would put it in breach of Condition 70 of the Supply Licence (Obligation on Economic Purchasing by Power Procurement Business) provided that immediately upon the Service Provider forming that view it shall notify the Company in writing of that fact (with detailed reasoning as to why it believes such breach is likely to arise) and the Parties shall meet and discuss in good faith whether the Service Provider should exercise its rights and/or how such rights should be exercised (including without limitation how such rights could be exercised to avoid any breach of Condition 70 of the Supply Licence). If the Parties cannot agree whether or not such rights should be exercised and/or the manner of their exercise either Party shall be entitled to refer the dispute to the Regulatory Authority for determination and the Parties shall comply with any determination made by the Regulatory Authority. 3.3 Duty to provide DS3 System Services in accordance with the applicable Operating Parameters 3.3.1 In consideration of the Company’s agreement to pay the DS3 System Services Payments to the Service Provider on the terms and subject to the conditions of this Agree...

Related to Provision and Purchase of DS3 System Services

  • Provision of Multiple Services If the Sub-Advisor shall have provided both investment advisory services under subparagraph (a) and investment management services under subparagraph (b) of paragraph (1) for the same portion of the investments of the Portfolio for the same period, the fees paid to the Sub-Advisor with respect to such investments shall be calculated exclusively under subparagraph (b) of this paragraph 4.

  • Network Services Local Access Services In lieu of any other rates and discounts, Customer will pay fixed monthly recurring local loop charges ranging from $1,200 to $2,000 for TDM-based DS-3 Network Services Local Access Services at 2 CLLI codes mutually agreed upon by Customer and Company.

  • Implementation Services Vendor shall provide the Implementation Services, if any, described in Exhibit A. The Services Fees for any Implementation Services shall be described in Exhibit A.

  • Hospice Services Services are available for a Member whose Attending Physician has determined the Member's illness will result in a remaining life span of six months or less.

  • Transition Services Agreement Seller shall have executed and delivered the Transition Services Agreement.

  • Provision of the Services The Supplier acknowledges and agrees that the Customer relies on the skill and judgment of the Supplier in the provision of the Services and the performance of its obligations under this Call Off Contract. The Supplier shall ensure that the Services: comply in all respects with the description of the Services in Call Off Schedule 2 ( Services) or elsewhere in this Call Off Contract; and are supplied in accordance with the provisions of this Call Off Contract (including the Call Off Tender) and the Tender. The Supplier shall perform its obligations under this Call Off Contract in accordance with: all applicable Law; Good Industry Practice; the Standards; the Security Policy; the ICT Policy (if so required by the Customer); and the Supplier's own established procedures and practices to the extent the same do not conflict with the requirements of Clauses 7.1.3(a) to 7.1.3(e). The Supplier shall: at all times allocate sufficient resources with the appropriate technical expertise to supply the Deliverables and to provide the Services in accordance with this Call Off Contract; subject to Clause 22.1 (Variation Procedure), obtain, and maintain throughout the duration of this Call Off Contract, all the consents, approvals, licences and permissions (statutory, regulatory contractual or otherwise) it may require and which are necessary for the provision of the Services; ensure that any services recommended or otherwise specified by the Supplier for use by the Customer in conjunction with the Deliverables and/or the Services shall enable the Deliverables and/or the Services to meet the requirements of the Customer; ensure that the Supplier Assets will be free of all encumbrances (except as agreed in writing with the Customer); ensure that the Services are fully compatible with any Customer Property or Customer Assets described in Call Off Schedule 4 (Implementation Plan) (or elsewhere in this Call Off Contract) or otherwise used by the Supplier in connection with this Call Off Contract; minimise any disruption to the Sites and/or the Customer's operations when providing the Services; ensure that any Documentation and training provided by the Supplier to the Customer are comprehensive, accurate and prepared in accordance with Good Industry Practice; co-operate with the Other Suppliers and provide reasonable information (including any Documentation), advice and assistance in connection with the Services to any Other Supplier and, on the Call Off Expiry Date for any reason, to enable the timely transition of the supply of the Services (or any of them) to the Customer and/or to any Replacement Supplier; assign to the Customer, or if it is unable to do so, shall (to the extent it is legally able to do so) hold on trust for the sole benefit of the Customer, all warranties and indemnities provided by third parties or any Sub-Contractor in respect of any Deliverables and/or the Services. Where any such warranties are held on trust, the Supplier shall enforce such warranties in accordance with any reasonable directions that the Customer may notify from time to time to the Supplier; provide the Customer with such assistance as the Customer may reasonably require during the Call Off Contract Period in respect of the supply of the Services; deliver the Services in a proportionate and efficient manner; ensure that neither it, nor any of its Affiliates, embarrasses the Customer or otherwise brings the Customer into disrepute by engaging in any act or omission which is reasonably likely to diminish the trust that the public places in the Customer, regardless of whether or not such act or omission is related to the Supplier’s obligations under this Call Off Contract; and gather, collate and provide such information and co-operation as the Customer may reasonably request for the purposes of ascertaining the Supplier’s compliance with its obligations under this Call Off Contract. An obligation on the Supplier to do, or to refrain from doing, any act or thing shall include an obligation upon the Supplier to procure that all Sub-Contractors and Supplier Personnel also do, or refrain from doing, such act or thing. This Clause 8 shall apply if any Services have been included in Annex 1 of Call Off Schedule 2 (Services).

  • Web Services Our Web Services are designed to enable you to easily establish a presence on the Internet. Our Web Hosting and Design is composed of our Web Hosting and Design Publishing Component and other miscellaneous components. These components may be used independently or in conjunction with each other.

  • Voice Services In lieu of any other rates and discounts, Customer will pay fixed per-minute rates ranging from $0.000 to $0.000 for the following Voice Services: Domestic Voice Service: Domestic Outbound Voice Service, including Calling Card and Domestic Inbound Voice Service based on origination and termination type. Data Services:

  • GENERAL SERVICE DESCRIPTION Service Provider currently provides active medical, pharmacy(Rx) and dental administration for coverages provided through Empire and Anthem (medical), Medco(Rx), MetLife(dental) and SHPS (FSA) (Empire, Anthem, Medco, MetLife and SHPS collectively, the “Vendors”) for its U.S. Active, Salaried, Eligible Employees (“Covered Employees”). Service Provider shall keep the current contracts with the Vendors and the ITT CORPORATION SALARIED MEDICAL AND DENTAL PLAN (PLAN NUMBER 502 EIN 00-0000000) and the ITT Salaried Medical Plan and Salaried Dental Plan General Plan Terms (collectively, the “Plans”) and all coverage thereunder in full force through December 31, 2011 for Service Recipient’s Covered Employees. All claims of Service Recipient’s Covered Employees made under the Plans and incurred on or prior to December 31, 2011 the (“2011 Plan Year”) will be adjudicated in accordance with the current contract and Service Provider will continue to take such actions on behalf of Service Recipient’s Covered Employees as if such employees are employees of Service Provider. All medical, dental, pharmacy and FSA claims of Service Recipient’s Covered Employees made under the Plans (the “Claims”) will be paid by the Vendors on behalf of the Service Provider. Service Recipient will pay Service Provider for coverage based on 2011 budget premium rates previously set for the calendar year 2011 and described in the “Pricing” section below. Service Recipient will pay Service Provider monthly premium payments for this service, for any full or partial months, based on actual enrollment for the months covered post-spin using enrollments as of the first (1st) calendar day of the month, commencing on the day after the Distribution Date. Service Recipient will prepare and deliver to Service Provider a monthly self xxxx containing cost breakdown by business unit and plan tier as set forth on Attachment A, within five (5) Business Days after the beginning of each calendar month. The Service Recipient will be required to pay the Service Provider the monthly premium payments within ten (10) Business Days after the beginning of each calendar month. A detailed listing of Service Recipient’s employees covered, including the Plans and enrollment tier in which they are enrolled, will be made available to Service Provider upon its reasonable request. Service Provider will retain responsibility for executing funding of Claim payments and eligibility management with Vendors through December 31, 2013. Service Provider will conduct a Headcount True-Up (as defined below) of the monthly premiums and establish an Incurred But Not Reported (“IBNR”) claims reserve for Claims incurred prior to December 31, 2011 date, but paid after that date, and conduct a reconciliation of such reserve. See “Headcount True-Up” and “IBNR Reconciliation” sections under Additional Pricing for details.

  • Autism Services This plan covers the following services for the treatment of autism spectrum disorders. • Applied behavior analysis when provided and/or supervised by an individual licensed by the state in which the service is rendered. See the Summary of Medical Benefits for the amount that you pay. • Physical therapy, occupational therapy, and speech therapy services when rendered as part of the treatment of autism spectrum disorder. A benefit limit will not apply to these services. • Psychological and psychiatric services, and prescription drugs are also covered. See Behavioral Health Services and Prescription Drugs and Diabetic Equipment or Supplies for additional information. Coverage for autism spectrum disorders does not affect any obligation of a school district, a state or other governmental entity to provide services to an individual under an individualized family service plan, an individualized education program, or similar services required under state or federal law. Services related to autism that are furnished by school personnel are not covered under this plan.

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