Purchase Orders and Subcontracts Sample Clauses

Purchase Orders and Subcontracts. Contractor shall furnish to Owner a copy of each Contractor Subcontract with an aggregate value equal to or exceeding fifty thousand Dollars ($50,000.00) entered into by Contractor within 14 days following Contractor entering into such Contractor Subcontract. Such copy is for informational purposes only and Owner shall not have any liability with respect thereto, including the terms and condition (or lack thereof) of such Contractor Subcontract. Thereafter, Contractor shall furnish to Owner a copy of any amendment or supplement to any such Contractor Subcontract within 14 days after entering into such amendment or supplement. Contractor shall also provide to Owner a list of all Contractor Subcontracts that it is a party to for Contractor Equipment and Materials that are incorporated into the Project. Such list will identify the Subcontractor and describe that portion of the Work provided by such Subcontractor. Such list will be delivered within 30 days of the Full Notice to Proceed and shall be periodically updated by Contractor through Final Completion.

Purchase Orders and Subcontracts. All material purchase orders and subcontracts issued by the Contractor under this Agreement shall provide, in form and substance reasonably acceptable to General Contractor, that in the event this Agreement is terminated, upon tender by the General Contractor or its designee of the Contractor's performance to any Subcontractor, such purchase order or subcontract shall continue in full force and effect in favor of the General Contractor or such designee, as appropriate.

Purchase Orders and Subcontracts. Contractor’s purchase orders, subcontracts and similar purchase forms in connection with the Project and any Contract with a Subcontractor (collectively, the “Subcontracts”) shall include the terms and provisions required to be included pursuant to the Contract Payments to Subcontractors. Contractor shall be solely responsible for paying each Subcontractor and any other Person to whom any amount is due from Contractor for services, Equipment, materials or supplies in connection with the Project. Prior to any such payment, Contractor shall ensure that such Equipment, materials and supplies have been received, inspected and approved and that such services have been properly performed.

Purchase Orders and Subcontracts. Consistent with the provisions of Section 2.10.5, Contractor shall use the Procurement Documents in connection with the Work. Owner shall have the right to review and approve the Procurement Documents and Subcontracts valued in excess of $[ * * * ]* or which are associated with a critical plant component, as identified by Owner to Contractor from time to time, such approval not to be unreasonably withheld or delayed. Contractor and Owner shall meet and attempt to develop a framework of material terms and conditions. If such terms and conditions are included in any Procurement Document or Subcontract substantially in the form attached as Appendix S, such document shall not be subject to further approval by Owner; provided, however, that in each event Owner shall have the right to review and approve risk mitigation measures (including without limitation liquidated damages schedules) in each Subcontract or Procurement Document in excess of $[ * * * ]*. If Owner has not expressly approved or rejected the terms of a specific Procurement Document or Subcontract within [ * * * ]* Business Days after delivery of such document by Contractor, then that Procurement Document or Subcontract shall be deemed approved as submitted. Contractor will provide Owner with copies of all Subcontracts and the Procurement Documents relating to the Facility.

Purchase Orders and Subcontracts. 16 4.3. PAYMENTS TO SUBCONTRACTORS..............................................................................16 4.4. NO PRIVITY WITH SUBCONTRACTORS..........................................................................16

Purchase Orders and Subcontracts. Except as otherwise expressly agreed or directed by Owner, Contractor will ensure that each Subcontractor with whom Contractor has a direct contract is bound to Contractor to the same extent that Contractor is bound to Owner hereunder. Contractor will use in connection with the Work such Contractor-prepared purchase orders, contracts, subcontracts, material requisitions, terms and conditions and similar purchasing forms as are generally used from time to time by Contractor, however, these forms shall be designed to facilitate an Open Book analysis of underlying costs related to the Work. As a condition to Final Completion, Contractor will provide Owner with copies of all purchase orders, contracts, subcontracts and material requisitions relating to such System (unpriced for any Work being performed on a lump sum pricing method). Contractor shall purchase the DCS equipment and software on the terms and conditions for purchase of same by Owner pursuant to the Master Agreement between Mirant Services LLC and Invensys Systems, Inc dated Xxxxx 00, 0000, (xxx “DCS Master Agreement”) a copy of which was provided to Contractor prior to the Effective Date. Contractor’s responsibility to Owner under this Agreement for the DCS equipment shall be equal to but no higher than the obligations of the DCS Contractor for the DCS Equipment under the DCS Master Agreement.

Purchase Orders and Subcontracts. Contractor's purchase orders, subcontracts and similar purchase forms in connection with the Project shall comply with the applicable requirements of this Agreement (including without limitation the requirements set forth in Sections 2.4 and 15.3 hereof). All purchase orders and subcontracts for the Equipment specified in Appendix U hereto shall contain a recommended spare parts list and a price list (which shall be binding to the extent reasonably feasible for a period of two years from the Guaranteed Provisional Acceptance Date) covering all spare and replacement parts pertaining to the subject matter of such purchase order or subcontract. Contractor shall use all reasonable efforts to require that any contract with Subcontractors which is in excess of $250,000 in cost include a reasonable limitation on the amount of any xxxx-up which such Subcontractor can include in Scope Change Orders.

Purchase Orders and Subcontracts. Contractor shall furnish to PSGC a copy of each Contractor Subcontract with an aggregate value equal to or exceeding **** dollars ($****) entered into by Contractor within thirty (30) Days following Contractor entering into such Contractor Subcontract. Such copy is for informational purposes only and PSGC shall not have any liability with respect thereto, including the terms and condition (or lack thereof) of such Contractor Subcontract. Thereafter, Contractor shall furnish to PSGC a copy of any amendment or supplement to any such Contractor Subcontract within thirty (30) Days after entering into such amendment or supplement. Contractor shall also provide to PSGC a list of all Contractor Subcontracts that it is a party to for Contractor Equipment and Materials that are incorporated into the Facility. Such list will identify the Subcontractor and describe that portion of the Work provided by such Subcontractor. Such list will be delivered within one hundred twenty (120) Days of Full Notice to Proceed and shall be periodically updated by Contractor through Final Completion.

Related to Purchase Orders and Subcontracts

Purchase Orders Unless otherwise authorized in writing by the Commissioner, no Product is to be delivered or furnished by Contractor until transmittal of an official Purchase Order from the Authorized User. Unless terminated or cancelled pursuant to the authority vested in the Commissioner, Purchase Orders shall be effective and binding upon the Contractor when placed in the mail or electronically transmitted prior to the termination of the contract period, addressed to the Contractor at the address for receipt of orders set forth in the Contract or in the Contract Award Notification. All Purchase Orders issued pursuant to Contracts let by the Commissioner must bear the appropriate Contract number and, if necessary, required State approvals. As deemed necessary, the Authorized User may confirm pricing and other Product information with the Contractor prior to placement of the Purchase Order. The State reserves the right to require any other information from the Contractor which the State deems necessary in order to complete any Purchase Order placed under the Contract. Unless otherwise specified, all Purchase Orders against Centralized Contracts will be placed by Authorized Users directly with the Contractor and any discrepancy between the terms stated on the vendor’s order form, confirmation or acknowledgment, and the Contract terms shall be resolved in favor of the terms most favorable to the Authorized User. Should an Authorized User add written terms and conditions to the Purchase Order that conflict with the terms and conditions of the Contract, the Contractor has the option of rejecting the Purchase Order within five business days of its receipt but shall first attempt to negotiate the additional written terms and conditions in good faith with the Authorized User, or fulfill the Purchase Order. Notwithstanding the above, the Authorized User reserves the right to dispute any discrepancies arising from the presentation of additional terms and conditions with the Contractor. If, with respect to an Agency Specific Contract let by the OGS Commissioner, a Purchase Order is not received by the Contractor within two weeks after the issuance of a Contract Award Notification, it is the responsibility of the Contractor to request in writing that the appropriate Authorized User forward a Purchase Order. If, thereafter, a Purchase Order is not received within a reasonable period of time, the Contractor shall promptly notify in writing the appropriate purchasing officer in OGS. Failure to timely notify such officer may, in the discretion of the OGS Commissioner and without cost to the State, result in the cancellation of such requirement by the OGS Commissioner with a corresponding reduction in the Contract quantity and price.

Work Orders If the Contract is for indefinite quantities of Services, as specified in the Signature Document, all Work will be performed in accordance with properly executed Work Orders.

Task Orders A. Some tasks and Services will be assigned to the Consultant through issuance of Task Orders. After the tasks and Services are identified and communicated to the Consultant by Valley Water Project Manager, Consultant will prepare a proposed Task Order (see Standard Consultant Agreement, Appendix Three Task Order Template). The proposed Task must identify the following: 1) Description of the services, including deliverables; 2) The total Not-to-Exceed Fees for Consultant to complete the services, including estimated number of hours per assigned staff to complete the services; 3) Proposed staff that will be assigned to complete the services, including resumes if not previously provided to Valley Water’s Project Manager; 4) Estimated cost of each other direct cost and reimbursable expense, including any applicable fees; 5) Schedule for completing the services; and 6) Copies of applicable state and federal permits required to complete the services, unless previously provided to Valley Water. B. Consultant agrees that the Not-to-Exceed Fees specified in a proposed Task Order will be the product of a good faith effort in exercising its professional judgment. After an agreement has been reached on the negotiable items, the finalized Task Order will be signed by both Valley Water’s authorized representative referenced in the Standard Consultant Agreement, Appendix One Additional Legal Terms (Appendix One), and Consultant’s authorized representative. C. Consultant must not commence performance of work or services on a Task Order until it has been approved by Valley Water’s authorized representative and Notice to Proceed has been issued by Valley Water Project Manager. No payment will be made for any services performed prior to approval or after the period of performance of the Task Order. The period of performance for Task Orders will be in accordance with dates specified in the Task Order. No Task Order will be written which extends beyond the expiration date of this Agreement. The total amount payable by Valley Water for an individual Task Order will not exceed the amount agreed to in the Task Order.

PURCHASE ORDERS AND INVOICING All invoices shall at a minimum, include the items listed below and any additional information identified in the Authorized User RFQ and resulting Authorized User Agreement:  Contract Number;  Contractor/Reseller Name;  NYS Vendor ID;  Manufacturer Part Number (SKU);  Product Name;  Product Description;  Quantity;  NYS Net Price for each Product;  Specific designation of special price(s) which may be better than the NYS Net Contract Price; and  Invoice Total.

Customer Contracts 6.2.1 The Redistributor should ensure that its contracts with its Customers give it all necessary rights to control and monitor Data use. 6.2.2 The Redistributor is obliged to make the contents of this Schedule available to its customers.

Stop Work Orders A. The JBE may, at any time, by Notice to Contractor, require Contractor to stop all or any part of the Services for a period up to ninety (90) days after the Notice is delivered to Contractor, and for any further period to which the parties may agree (“Stop Work Order”). The Stop Work Order shall be specifically identified as such and shall indicate it is issued under this provision. Upon receipt of the Stop Work Order, Contractor shall immediately comply with its terms and take all reasonable steps to minimize the incurrence of costs allocable to the Services covered by the Stop Work Order during the period of stoppage. Within ninety (90) days after a Stop Work Order is delivered to Contractor, or within any extension of that period to which the parties shall have agreed, the JBE shall either (i) cancel the Stop Work Order; or (ii) terminate the Services covered by the Stop Work Order as provided for in this Agreement. B. If a Stop Work Order issued under this provision is canceled or the period of the Stop Work Order or any extension thereof expires, Contractor shall resume the performance of Services. The JBE shall make an equitable adjustment in the delivery schedule, the Contract Amount, or both, and the Agreement shall be modified, in writing, accordingly, if: i. The Stop Work Order results in an increase in the time required for, or in Contractor’s cost properly allocable to the performance of any part of this Agreement; and ii. Contractor requests an equitable adjustment within thirty (30) days after the end of the period of stoppage; however, if the JBE decides the facts justify the action, the JBE may receive and act upon a proposal submitted at any time before final payment under this Agreement. C. The JBE shall not be liable to Contractor for loss of profits because of a Stop Work Order issued under this provision.

SUBCONTRACTORS AND SUPPLIERS The Commissioner reserves the right to reject any proposed Subcontractor or supplier for bona fide business reasons, including, but not limited to: the company failed to solicit New York State certified minority- and women-owned business enterprises as required in prior OGS Contracts; the fact that such Subcontractor or supplier is on the New York State Department of Labor’s list of companies with which New York State cannot do business; the Commissioner’s determination that the company is not qualified or is not responsible; or the fact that the company has previously provided unsatisfactory work or services.

ASSIGNMENT AND SUBCONTRACTORS Provider shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the prior written consent of the DISTRICT, which may be withheld by the DISTRICT in its sole and absolute discretion for any reason. Nothing contained herein shall prevent Provider from employing independent associates, subcontractors, and sub consultants as Provider may deem appropriate to assist in the performance of services herein, subject to the prior written approval of the DISTRICT. Any attempted assignment, sublease, or transfer in violation of this Agreement shall be null and void, and of no force and affect. Any attempted assignment, sublet, or transfer in violation of this Agreement shall be grounds for the DISTRICT, in its sole discretion, to terminate the Agreement.

Customers and Suppliers Except as set forth in the Disclosure Memorandum with specific reference to this Section, as of the date hereof, no customer which individually accounted for more than 1% of the gross revenues of the Company and all its Subsidiaries during the 12 month period preceding the date hereof, and no supplier of the Company and all its Subsidiaries, has canceled or otherwise terminated, or made any written threat to the Company or any Subsidiary to cancel or otherwise terminate, its relationship with the Company or any Subsidiary, or has at any time on or after July 3, 1998 decreased materially its services or supplies to the Company and all its Subsidiaries in the case of any such supplier, or its usage of the services or products of the Company and all its Subsidiaries in the case of any such customer, and to the knowledge of the Company no such supplier or customer intends to cancel or otherwise terminate its relationship with the Company or any Subsidiary or to decrease materially its services or supplies to the Company and all its Subsidiaries or its usage of the services or products of the Company and all its Subsidiaries, as the case may be. From and after the date hereof, no customer which individually accounted for more than 5% of the gross revenues of the Company and all its Subsidiaries during the 12 month period preceding the Closing Date, has canceled or otherwise terminated, or made any written threat to the Company to cancel or otherwise terminate, for any reason, including without limitation the consummation of the transactions contemplated hereby, its relationship with the Company and all Subsidiaries, and no such customer intends to cancel or otherwise terminate its relationship with the Company and all its Subsidiaries or to decrease materially its usage of the services or products of the Company and all its Subsidiaries. Neither the Company nor any Subsidiary has breached, so as to provide a benefit to the Company or any Subsidiary that was not intended by the parties, any agreement with, or engaged in any fraudulent conduct with respect to, any customer or supplier of the Company or any Subsidiary. The Disclosure Memorandum with specific reference to this Section, sets forth the dates of each audit conducted since January 1, 1995 by each material supplier of the Company and its Subsidiaries and summaries of the results of such audits.

Service Orders Service Order shall state the Customer’s minimum committed term of the Services arising thereunder from the date that such Services are made available to the Customer (“Initial Term”); if the Initial Term is not expressly stated in the Service Order, the Initial Term of the Services shall be deemed to be for a twelve (12) month term from the date that the Services are made available to the Customer. Unless a Party notifies the other Party of its intention not to renew the Services at least sixty (60) days prior the end of the Initial Term or then current term (“Term”), the Services shall automatically renew for subsequent twelve (12) month terms under the same terms and conditions except that the Fees may be adjusted to reflect Aptum’s then current pricing for such Services. Cancellation of any Service Order or a particular Service thereunder must be made by way of a cancellation request in writing or through a service ticket in accordance with the applicable Product Terms.

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