Requirements and Process Clause Samples
The "Requirements and Process" clause defines the specific obligations, standards, and procedures that parties must follow under the agreement. It typically outlines what deliverables or actions are expected, the steps to be taken to fulfill these requirements, and any timelines or documentation needed to demonstrate compliance. By clearly specifying both what must be done and how it should be accomplished, this clause ensures that all parties have a shared understanding of their responsibilities, reducing the risk of misunderstandings or disputes over performance.
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Requirements and Process. From time-to-time, Symetra may solicit a response from prospective providers to perform services that are outside the scope of the Services (“Out-of-Scope Service(s)”). At its own cost and expense, ACS shall submit a response (“Out-of-Scope Work Order”) to any such Out-of-Scope Services request that complies with the terms of this Section within ten (10) Business Days after ACS’ receipt of Symetra’s request, or, if the scope of the Out-of-Scope Services is such that ten (10) Business Days would be insufficient, within a mutually agreed period of time. ACS’ proposed fees for performing each Out-of-Scope Work Order shall be quoted in the manner requested by Symetra in its Out-of-Scope Services request (e.g., fixed or time-and-materials at rates that do not exceed the Service Rates), with full transparency respecting any particular pricing elements to the extent requested by Symetra and not prohibited by ACS’ contracts with applicable Third Parties. For the avoidance of doubt, “full transparency” shall mean that ACS will provide the following pricing elements: hardware, software (licensing and maintenance to be shown separately), labor, Third Party professional services, management fees, one-time and recurring costs, and pass-through fees. Each such response shall be in writing and shall contain the following items and be in conformance with the process set forth herein: (a) ACS’ response to Symetra’s description and specifications for the Out-of-Scope Services, including all services to be performed, categories of personnel (and number of personnel within each category) required to complete the Out-of-Scope Services, and an implementation plan; (b) the amount, schedule, and method of payment; (c) the timeframe for performance; (d) completion and acceptance criteria; and (e) any proposed SLRs for new services that would result from the Out-of-Scope Services. If Symetra selects ACS as its provider with respect to the Out-of-Scope Work Order, the obligations of ACS with respect to the Out-of-Scope Services shall be deemed Other Services under this Agreement, and the Out-of-Scope Services and the Out-of-Scope Work Order shall be governed by all the terms and conditions of this Agreement.
Requirements and Process. A Participant may voluntarily withdraw from this Agreement (“Withdrawing Participant”) by providing two (2) years’ advance written notice to NCPA and the other Participants. Upon the mutual agreement of two or more Participants, the Withdrawing Participant may assign some or all of its Subscription Percentage share of its Eligible Gas Purchases to another Participant (“Adjusting Participant”) willing to assume the Withdrawing Participant’s Subscription Percentage, if such withdrawal and assignment does not violate any applicable credit support conditions contained in any of the relevant agreements to which the Withdrawing Participant and/or the Adjusting Participant is a party to. The Withdrawing Participant shall provide to NCPA the applicable assignment agreement between the Withdrawing Participant and the Adjusting Participant(s) regarding any such assignments and NCPA shall reflect the change in its Deal Capture System recording the new allocation of Subscription Percentages.
Requirements and Process. A Financial Participant may voluntarily withdraw from this Financial Addendum (“Withdrawing Financial Participant”) and still remain a Participant in the Agreement by providing two (2) years’ advance written notice to NCPA and the other Financial Participants. Upon the mutual agreement of two or more Financial Participants, the Withdrawing Financial Participant may assign some or all of its Financial Transaction Subscription Percentage in one or more of its Financial Transactions to one or more Financial Participants (each, an “Adjusting Financial Participant”) willing to assume the Withdrawing Financial Participant’s Financial Transaction Subscription Percentage, provided that such withdrawal and assignment does not violate of any applicable credit support conditions contained in any of the relevant agreements to which the Withdrawing Financial Participant and/or the Adjusting Financial Participant is party. The Withdrawing Financial Participant shall provide to NCPA the applicable agreements between the Withdrawing Financial Participant and the Adjusting Financial Participant(s) Exhibit C regarding any such assignments and NCPA shall reflect the change in its Deal Capture System, recording the new allocation of Financial Transaction Subscription Percentages.
Requirements and Process. A Participant may voluntarily withdraw from this Agreement by providing two (2) years’ advance written notice to NCPA and the other Participants. Notwithstanding the aforementioned, such Withdrawing Participant’s liability pursuant to Section 14.3.2 will not be eliminated or reduced after Withdrawing Participant formally withdraws unless Withdrawing Participant no longer has a Subscription Percentage in an outstanding Contract Transaction, or Withdrawing Participant has assigned all its outstanding Contract Transaction Subscription Percentage to an Adjusting Participant. If Withdrawing Participant has no Subscription Percentage in an outstanding Contract Transaction or has otherwise assigned all its outstanding Contract Transaction Subscription Percentage to an Adjustment Participant, such Withdrawing Participant shall continue to be considered a non-defaulting Participant with no outstanding Contract Transactions for the purposes of Section 14.3.2 from the time Withdrawing Participant provides two (2) years’ advance written notice of its intent to withdraw from this Agreement to the time that Participant formally withdraws. Upon the mutual agreement of two or more Participants, the Withdrawing Participant may assign all, or a portion of, its Subscription Percentage share of its Contract Transactions to an Adjusting Participant, if such withdrawal and assignment does not violate any applicable credit support conditions contained in any of the relevant agreements to which the Withdrawing Participant and/or Adjusting Participant is a party. The Withdrawing Participant shall provide to NCPA the applicable assignment agreement between the Withdrawing Participant and the Adjusting Participant(s) regarding any such assignments and NCPA shall reflect the change in its Deal Capture System recording the new allocation of Subscription Percentages.