Responsibilities of the Supplier. 3.1 Notwithstanding the foregoing, the Supplier does not warrant that the Client's use of the Managed Services will be:
(a) free from faults, interruptions or errors;
(b) available one hundred percent (100%) of the time.
3.2 In relation to the Managed Services specifically and notwithstanding the Supplier’s obligations under paragraph 2.1 of this Schedule 1, the Supplier shall:
(a) staff the Supplier support desk with a team of skilled individuals (whether subcontracted or not);
(b) maintain a team skilled in the platform and with knowledge of the systems developed to deliver the solution; maintain a comprehensive IT service management solution, with integrated knowledge base and how-to guides to reduce the time to issue resolution;
(c) undertake a regular account review, to discuss the Client’s service needs and ensure that the Agreement is in alignment with its needs;
(d) use commercially reasonable endeavours to follow the instructions of the Client and will remain courteous during any communications with Client personnel; and
(e) provide the Client with reasonable co-operation in relation to the Agreement.
3.3 The Supplier shall be under no obligation to provide the Managed Services to the Client in the following circumstances (unless specified under the Statement of Work);
(a) unauthorised use of the Services by the Client or use otherwise than in accordance with the Agreement;
(b) providing the Managed Services outside Normal Business Hours unless otherwise agreed between the Parties in writing;
(c) providing any other services not covered herein;
(d) training; and
(e) providing the Managed Services to the Client where such support would have been unnecessary if the Client had implemented update(s) and upgrade(s) supplied or offered to the Client.
3.4 The Supplier does not and cannot control the flow of data to or from its network and other portions of the internet. Such flow depends in large part on the performance of internet services provided or controlled by third parties. At times, actions or omissions of such third parties can impair or disrupt connections to the internet (or portions thereof). Whilst the Supplier will use reasonable efforts to take all actions it deems appropriate to remedy and avoid such events, the Supplier cannot guarantee that such events will not occur. Accordingly, the Supplier disclaims any and all liability resulting from or related to such events.
Responsibilities of the Supplier. (a) The Supplier will work and act in an ethical manner demonstrating integrity, professionalism, accountability, transparency and continuous improvement.
(b) The Supplier will facilitate and administer the marketing and sales aspects of the Program as outlined in this Agreement – including Schedules A and B.
(c) The Supplier will execute the engagement plan set out in Schedules A and B and will refine that plan over the course of the Term, and as reasonably requested by Xxxxx.
(d) The Supplier acknowledges that Articles 1-11, Schedules A and B will be posted on xxx.xxxxxxxxxxxxxxxx.xx.
(e) The Supplier will provide prompt cooperation to Canoe and its representatives to ensure that the Program is effective and responsive to Members.
(f) The Supplier will manage the transition of Members into the Program, and will take commercially reasonable efforts to ensure a prompt and seamless transition.
(g) During the Term, the Supplier will continually provide Members with the Program Pricing for all Goods/Services.
(h) The Supplier will communicate directly with Members regarding low stock levels, major discounts, and other time sensitive subject matter.
(i) The Supplier will inform Canoe of important developments within the industry that affect the Program or the Goods/Services.
(j) The Supplier will maintain the insurance required under Section 11.3 at all times during the Term.
(k) The Supplier will provide the insurance documents, sales report and pay the administrative fee as required by Canoe on time.
Responsibilities of the Supplier. 4.1 The Supplier must at all times during the term of this Agreement:
(a) remain listed on the NSW Health Register of Medical Locum Agencies;
(b) comply with all requirements of the Policy and the Medical Locum Agency Requirements, including any changes or updates to the Policy and the Medical Locum Agency Requirements of which the Supplier is advised in writing by the NSW Ministry of Health from time to time;
(c) ensure that Locum Medical Officers consent to the Customer notifying the Supplier of the matters referred to in clause 3.2(d) of this Agreement;
(d) provide the Services diligently and with all reasonable skill and care expected in the provision of such Services and in accordance with all representations and warranties as to the Supplier’s experience and ability expressly or impliedly made by reference to:
(i) its application for inclusion on the NSW Health Register of Medical Locum Agencies;
(ii) this Agreement;
(iii) by law; or
(iv) any and all information, documents, forms and the like submitted by the Supplier to the NSW Ministry of Health and/or to any third party auditor body accredited with Joint Accreditation System of Australia & New Zealand (XXX-ANZ) for the purposes of inclusion on the NSW Health Register of Medical Locum Agencies;
(e) ensure that its agreements with Locum Medical Officers include a requirement that where a Locum Medical Officer is unable to work a shifts or shifts in a Confirmed Order for any reason, the Locum Medical Officer must advise the Customer’s Medical Workforce Unit and/or the Supplier as soon as possible.
4.2 The parties agree that for the purpose of providing the Services the Supplier is required to obtain information from third parties (including but not limited to health professional registration bodies) and that it shall not be liable for any errors or inaccuracies contained in such information, provided that the Supplier acts with reasonable skill and care in obtaining and considering such information prior to passing it on to the Customer.
Responsibilities of the Supplier. 5.1. The supplier undertakes to comply with GDPR and other applicable legislations regarding the processing of personal data and to stay informed of current law. The supplier's more specific technical and organizational security measures taken to protect the processed personal data, and the purpose and intended effect of these are described in Vetevi AB's personal data policy; xxx.xxxxx-xxxxxxxxx.xx/xxxxxxxxxxxxxxxxxx/
5.2. The supplier has the customer's permission to access the customer's data and personal data in ESTER’s computer support and in its logs for troubleshooting, operational control, and support, as well as to investigate misuse or intrusion/breach, if it necessary to provide the service and if other less intrusive measures have been exhausted. This applies only to information about the users of the ESTER licenses, not information about the clients who are assessed and saved in ESTER's computer support. The supplier has no right to access information about clients in ESTER's computer support, including personal data about these persons, see; www.ester- xxxxxxxxx.xx/xxxxxxxxxxxxxxxxxx/
5.3. The supplier shall provide the customer with information so that the customer can meet the requirements (Article 30.
1) of a current list of the processing of personal data conducted by the supplier. What kind of information this concerns is clear in Article
30.1 GDPR, see; xxx.xxxxx-xxxxxxxxx.xx/xxxxxxxxxxxxxxxxxx/
5.4. In addition, the supplier is allowed to process personal data provided by the customer's staff in connection with the registration/activation of an ESTER license. Such personal information is for example information about name, workplace, e-mail address and other notes in order to provide the customer with the services offered by ESTER; xxx.xxxxx-xxxxxxxxx.xx/xxxxxxxxxxxxxxxxxx/ 5.5. In order to ensure that the customer is able to comply with constitutional requirements for proper control of the protection of personal data, the supplier shall process personal data on equipment physically located in Sweden or within the EU. The supplier shall ensure that this requirement is fullfilled when using a sub-contracted personal data assistant.
5.6. The customer is entitled at their own expense or through third parties to investigate that the supplier complies with this agreement. The supplier shall then provide the customer representatives with the necessary assistance. The customer or its representatives shall have the right to inspection or the l...
Responsibilities of the Supplier. (1) Supplier will notify Biex of any site inspections that involve Product or other products manufactured by Supplier. Supplier will make available inspection reports as requested by Biex.
(2) Supplier will not rework any Product or change any raw materials or method of producing, processing or testing any Product, or change any subcontractor for, or site of manufacture of any Product, or any component thereof, without written authorization from Biex.
(3) Supplier agrees to cooperate with any FDA or other agency inspections involving Product. An inspection that requires in excess of 20 hours will be invoiced to Buyer at [*******] per hour for each hour over 20 hours, except to the extent the time incurred is attributable to Seller deficiencies.
(4) Supplier will maintain and document environmental controls as required in Biex's and Supplier's documentation.
(5) Supplier will maintain records of cGMP and other quality assurance records for at least three years, or such longer period as is required by law, following termination of this Agreement.
(6) Supplier will be responsible for calibration traceability on Supplier equipment.
Responsibilities of the Supplier. (a) The Supplier will facilitate and administer the marketing and sales aspects of the Program as outlined in this Agreement – including Schedule A (Program Details), the Proposal and the RFP.
(b) The Supplier will execute the marketing plan set out in Schedule A (Program Details) and its Proposal and will refine that plan over the course of the Term, and as reasonably requested by CANOE.
(c) The Supplier will provide prompt cooperation to CANOE and its representatives to ensure that the Program is effective and responsive to Members.
(d) The Supplier will manage the transition of Members into the Program and will take commercially reasonable efforts to ensure a prompt and seamless transition.
(e) During the Term, the Supplier will continually provide Members with the Program Pricing for all Goods/Services.
(f) The Supplier will ensure that its Program Pricing is uploaded in the [Name of online portal] Member portal for Member access.
(g) The Supplier will communicate directly with CANOE regarding low stock levels, major discounts, and other time sensitive subject matter.
(h) The Supplier will inform CANOE of important developments within the industry that affect the Program or the Goods/Services.
(i) The Supplier will maintain the insurance required under Schedule A (Program Details at all times during the Term.
Responsibilities of the Supplier. 1) The Supplier affirms that its employees and any contractors, also technical experts and consultants, meet the standards of qualification and technical and professional competence necessary for the achievement / running of the contract objectives.
2) The supplier will ensure that all relevant national labor laws are observed.
3) Employees of the supplier, its contractors or anyone else working for Supplier in the execution of the contract or otherwise, are not employees of CHIP. XXXX is not liable for any claims of death, bodily injury, disability, damage to property or any other hazards which an employee of the supplier may suffer in connection with the execution of the project. Where legally required to do so, the supplier will obtain and maintain all appropriate workmen’s compensation and liability.
Responsibilities of the Supplier. 3.1 Notwithstanding the foregoing, the Supplier does not warrant that the Customer's use of the Managed Services will be:
(a) free from faults, interruptions or errors;
(b) available one hundred percent (100%) of the time.
Responsibilities of the Supplier. 3.1 STI will manufacture and acquire system components from sources and test them as a complete system at STI or other designated, qualified facilities in the U.S. or E.U. Countries before shipment to South Africa. This will not include batteries, which will be purchased directly by the OEM unless otherwise provided herein.
3.2 STI will provide over-view training for the Dealership employee(s) that will visit the STI facilities in Tarpon Springs, Florida. This training will provide the Dealership employee(s) with a clear understanding of the arrangement and function of the STI system and an example of how a complete installation looks and operates. The Dealership will be provided an Installation Manual that will serve as an example for the dealer to follow. If, upon completion of this over-view training, the Dealership agrees he has received adequate training to perform installations on his own, this will complete the responsibility of STI for providing training. If, however, the Dealership wishes further training for personnel STI will provide an engineer to supervise and train the Dealership employee(s) during the first installation in a new vessel configuration, factory installation, in a Dealership vessel at the Dealership facility in South Africa or the U.S. The STI engineer will not perform the actual installation but will direct and instruct the Dealership employee(s). The Dealership will be responsible for the cost of transportation, food, and lodging for STI employee(s) involved in such training, whether in South Africa or at the Dealership facilities in the U.S. as detailed in Schedule "B". The STI engineer will also, at this time, take notes, measurements, and photographs for the purpose of customizing an Installations Manual for the vessel and will provide this manual to the Dealership, in hard copy and electronic forms. These notes, measurements, and photographs will also be used by STI to customize future orders for the Dealership with the goal of aiding in the Dealership installation process.
3.3 To reduce installation time, STI will develop a standardized system appropriate to each boat model of Dealership and its subsidiaries in which the STI EPS is to be installed. The standardized system will include cables and harnesses with electrical connectors in place, where appropriate for the components involved. It is recognized that for some components it may be more efficient to cut wires to length and connect them during the installation proce...
Responsibilities of the Supplier. 5.1 The Supplier agrees to:
5.1.1 make the Licensed Material available to the Institution and Authorised Users from the start of the Subscription Period;
5.1.2 use all reasonable efforts to make the Licensed Material available to the Institution and Authorised Users 24 hours a day (except when routine maintenance is carried out), and to restore access to the Licensed Material as soon as possible after any interruption or suspension of the service; provide technical support for eBook administrators during service hours (Mon-Fri 0800-2000 excluding bank holidays). Typically resolve 95% of queries immediately or within 24 hours of receipt; use all reasonable efforts to ensure that the relevant server or servers have adequate capacity and bandwidth to support the usage of the Institution; provide electronic product documentation to the Institution free of charge. The Supplier will allow copies of all documentation to be made and distributed by the Institution to Authorised Users provided it is either duplicated in full, or a proper ownership acknowledgement is included; implement the industry standards as set out in Schedule 3; and
