Supplier’s Responsibilities. 3.1 Supplier shall deliver the Goods and provide the Services: 3.1.1 in accordance with the applicable laws and regulations; 3.1.2 in accordance with the Contract (including by providing any nec- xxxxxx documentation) and all Customer instructions; 3.1.3 free from defects and from any rights of third parties; and 3.1.4 fit for any particular purpose specified in the Contract or, in ab- sence thereof, fit for the purposes for which such Goods and/or Ser- vices would ordinarily be used. 3.2 Supplier shall ensure that the Goods are packed according to indus- try standards and any applicable laws and regulations, in a manner ad- equate to preserve and protect the Goods, and sufficient to enable safe unloading and inspection at the relevant Delivery Location. 3.3 When Customer (or a Customer Affiliate at a relevant Delivery Lo- cation) identifies quality related issues on the part of Supplier, Cus- tomer (or Customer Affiliate) will notify Supplier thereof. Notwith- standing other remedies available to Customer under the Contract, Cus- tomer may instruct Supplier to undertake at Supplier’s risk and expense an analysis into the root cause(s) of the quality related issues; such anal- ysis being undertaken and reported to Customer within ten (10) calen- dar days of the notification of the quality related issue(s). Customer reserves the right to undertake an audit (carried out by Customer’s nominated personnel, which may include third party experts or Cus- tomer Affiliate staff) of Supplier based on the results of the root cause analysis or where Supplier fails to comply with this Clause. Supplier shall also pro-actively advise Customer if it becomes aware of any quality related issues that may affect the Goods and/or Services, and the provisions of this Clause 3.3 shall otherwise apply as if the issue had been notified by Customer. 3.4 Customer may issue Variation Orders to Supplier, and Supplier shall carry out such Variation Orders. If any Variation Order causes an increase or decrease in the cost of, or the time required for the perfor- xxxxx of, any Services or Goods, an equitable adjustment shall be made in the purchase price and/or Delivery schedule in writing. Any Supplier claim for adjustment under this Clause will be deemed waived unless asserted within thirty (30) calendar days from Supplier’s receipt of the Variation Order. Variation Orders requested by Supplier only become effective after written confirmation by Customer. 3.5 Supplier must not suspend the Delivery of any Goods or the provi- sion of any Services. 3.6 Supplier assumes full and exclusive responsibility for any occupa- tional accident that occurs, or disease that affects, its employees and its subcontractors in relation to the provision of the Goods and/or Services. 3.7 Supplier is solely and exclusively responsible for any claims and/or lawsuits filed by its employees and/or subcontractors, and shall, with- out any limitations, defend, indemnify and hold Customer (and any rel- evant Customer Affiliate) harmless from and against any claim, pro- ceeding, action, fine, loss, cost, damages and expenses arising out of or relating to any such claims and/or lawsuits, and any noncompliance with legislation, regulations, codes of practice, guidance and other re- quirements of any relevant government or governmental agency appli- cable to Supplier, its employees or subcontractors. Supplier undertakes to appear in court at its own cost if requested by Customer, acknowl- edging its status as sole and exclusive employer, and to provide Cus- tomer (and/or any relevant Customer Affiliate) with all requested doc- umentation and information necessary to ensure proper legal defence of Customer or its Affiliates in court. 3.8 Customer is authorized to make, or procure the making of, any pay- ments due to Supplier’s employees and subcontractors providing Goods and/or Services under the Contract, in order to avoid lawsuits, liens or encumbrances. Such payments may be made through withhold- ing Supplier’s credits, offsetting or in any other way. Supplier shall provide any support requested by Customer with regard to such pay- ments and indemnify and hold harmless Customer and its Affiliates for any payments made.
Appears in 3 contracts
Samples: General Terms and Conditions for Purchase of Goods and/or Services, General Terms and Conditions for Purchase of Goods and/or Services, General Terms and Conditions for Purchase of Goods and/or Services
Supplier’s Responsibilities. 3.1 Supplier shall deliver the Goods and provide the Services:
3.1.1 in accordance with the applicable laws and regulations;
3.1.2 in accordance with the Contract (including by providing any nec- xxxxxx necessary documentation) and all Customer instructions;
3.1.3 free from defects and from any rights of third parties; and
3.1.4 fit for any particular purpose specified in the Contract or, in ab- sence absence thereof, fit for the purposes for which such Goods and/or Ser- vices Services would ordinarily be used.
3.2 . Supplier shall ensure that the Goods are packed according to indus- try industry standards and any applicable laws and regulations, in a manner ad- equate adequate to preserve and protect the Goods, and sufficient to enable safe unloading and inspection at the relevant Delivery Location.
3.3 . When Customer (or a Customer Affiliate at a relevant Delivery Lo- cationLocation) identifies quality related issues on the part of Supplier, Cus- tomer Customer (or Customer Affiliate) will notify Supplier thereof. Notwith- standing Notwithstanding other remedies available to Customer under the Contract, Cus- tomer Customer may instruct Supplier to undertake at Supplier’s risk and expense an analysis into the root cause(s) of the quality related issuesissued; such anal- ysis analysis being undertaken and reported to Customer within ten (10) calen- dar calendar days of the notification of the quality related issue(s). Customer reserves the right to undertake an audit (carried out by Customer’s nominated personnel, which may include third party experts or Cus- tomer Customer Affiliate staff) of Supplier based on the results of the root cause analysis or where Supplier fails to comply with this Clause. Supplier shall also pro-actively proactively advise Customer if it becomes aware of any quality related issues that may affect the Goods and/or Services, and the provisions of this Clause 3.3 shall otherwise apply as if the issue had been notified by Customer.
3.4 . Customer may issue Variation Orders to Supplier, and Supplier shall carry out such Variation Orders. If any Variation Order causes an increase or decrease in the cost of, or the time required for the perfor- xxxxx performance of, any Services or Goods, an equitable adjustment shall be made in the purchase price and/or or Delivery schedule in writing. Any Supplier claim for adjustment under this Clause will be deemed waived unless asserted within thirty five (305) calendar days from Supplier’s receipt of the Variation Order. Variation Orders requested by Supplier only become effective after written confirmation by Customer.
3.5 . Supplier must not suspend or delay the Delivery of any Goods or the provi- sion provision of any Services.
3.6 . Supplier assumes full and exclusive responsibility for any occupa- tional occupational accident that occurs, or disease that affects, its employees and its subcontractors in relation to the provision of the Goods and/or Services.
3.7 . Supplier is solely and exclusively responsible for any claims and/or lawsuits filed by its employees and/or subcontractors, and shall, with- out without any limitations, defend, indemnify and hold Customer (and any rel- evant relevant Customer Affiliate) harmless from and against any claim, pro- ceedingproceeding, action, fine, loss, cost, damages and expenses arising out of or relating to any such claims and/or lawsuits, and any noncompliance with legislation, regulations, codes of practice, guidance and other re- quirements requirements of any relevant government or governmental agency appli- cable applicable to Supplier, its employees or subcontractors. Supplier undertakes to appear in court at its own cost if requested by Customer, acknowl- edging acknowledging its status as sole and exclusive employer, and to provide Cus- tomer Customer (and/or any relevant Customer Affiliate) with all requested doc- umentation documentation and information necessary to ensure proper legal defence of Customer or its Affiliates in court.
3.8 . Customer is authorized to make, or procure the making of, any pay- ments payments due to Supplier’s employees and subcontractors providing Goods and/or Services under the Contract, in order to avoid lawsuits, liens or encumbrances. Such payments may be made through withhold- ing withholding Supplier’s credits, offsetting or in any other way. Supplier shall provide any support requested by Customer with regard to such pay- ments payments and indemnify and hold harmless Customer and its Affiliates for any payments made.
Appears in 1 contract
Samples: General Terms and Conditions for Purchase of Goods and/or Services
Supplier’s Responsibilities. 3.1 Supplier shall deliver the Goods and provide the Services:
3.1.1 in accordance with the applicable laws and regulations;
3.1.2 in accordance with the Contract (including by providing any nec- xxxxxx documentation) and all Customer instructions;
3.1.3 free from defects and from any rights of third parties; and.
3.1.4 fit for any particular purpose specified in the Contract or, in ab- sence absence thereof, fit for the purposes for which such Goods and/or Ser- vices Services would ordinarily be used.
3.2 Supplier shall ensure that the Goods are packed according to indus- try industry standards and any applicable laws and regulations, in a manner ad- equate adequate to preserve and protect the Goods, and sufficient to enable safe unloading and inspection at the relevant Delivery Location.
3.3 When Customer (or a Customer Affiliate at a relevant Delivery Lo- cation) identifies quality related issues on the part of Supplier, Cus- tomer (or Customer Affiliate) will notify Supplier thereof. Notwith- standing Notwithstanding other remedies available to Customer under the Contract, Cus- tomer Customer may instruct Supplier to undertake at Supplier’s risk and expense an analysis into the root cause(s) of the quality related issues; such anal- ysis analysis being undertaken and reported to Customer within ten (10) calen- dar calendar days of the notification of the quality related issue(s). Customer reserves the right to undertake an audit (carried out by Customer’s nominated personnel, which may include third party experts or Cus- tomer Affiliate staff) of Supplier based on the results of the root cause analysis or where Supplier fails to comply with this Clause. Supplier shall also pro-actively advise Customer if it becomes aware of any quality related issues that may affect the Goods and/or Services, and the provisions of this Clause 3.3 shall otherwise apply as if the issue had been notified by Customer.
3.4 Customer may issue Variation Orders to Supplier, and Supplier shall carry out such Variation Orders. If any Variation Order causes cause an increase or decrease in the cost of, or the time required for the perfor- xxxxx performance of, any Services or Goods, an equitable adjustment shall be made in the purchase price and/or Delivery schedule in writing. Any Supplier claim for adjustment under this Clause will be deemed waived unless asserted within thirty (30) calendar days from Supplier’s receipt of the Variation Order. Variation Orders requested by Supplier only become effective after written confirmation by Customer.
3.5 Supplier must not suspend the Delivery of any Goods or the provi- sion provision of any Services.
3.6 Supplier assumes full and exclusive responsibility for any occupa- tional occupational accident that occurs, or disease that affects, occurred to its employees and its subcontractors in relation to the provision of the Goods and/or Services.
3.7 Supplier is solely and exclusively responsible for any claims and/or lawsuits filed by its employees and/or subcontractors, and shall, with- out without any limitations, defend, indemnify and hold Customer (and any rel- evant Customer Affiliate) harmless from and against any claim, pro- ceedingproceeding, action, fine, loss, cost, damages and expenses arising out of or relating to any such claims and/or lawsuits, and any noncompliance with legislation, regulations, codes of practice, guidance and other re- quirements requirements of any relevant government or governmental agency appli- cable applicable to Supplier, its employees or subcontractors. Supplier undertakes to appear in court at its own cost if requested by Customer, acknowl- edging acknowledging its status as sole and exclusive employer, and to provide Cus- tomer (and/or any relevant Customer Affiliate) with all requested doc- umentation documentation and information necessary to ensure proper legal defence of Customer or its Affiliates in court.
3.8 Customer is authorized to make, or procure the making of, make any pay- ments payments due to Supplier’s employees and subcontractors providing Goods and/or Services under the Contract, in order to avoid lawsuits, liens or encumbrances. Such payments may be made through withhold- ing withholding Supplier’s credits, offsetting or in any other way. Supplier shall provide any support requested by Customer with regard to such pay- ments payments and indemnify and hold harmless Customer and its Affiliates for any payments made.
Appears in 1 contract
Samples: General Terms and Conditions for Purchase of Goods and/or Services
Supplier’s Responsibilities. 3.1 Supplier shall deliver the Goods and provide the Services:
3.1.1 in accordance with the applicable laws and regulations;
3.1.2 in accordance with the Contract (including by providing any nec- xxxxxx necessary documentation) and all Customer instructions;
3.1.3 free from defects and from any rights of third parties; and
3.1.4 fit for any particular purpose specified in the Contract or, in ab- sence absence thereof, fit for the purposes for which such Goods and/or Ser- vices Services would ordinarily be used.
3.2 Supplier shall ensure that the Goods are packed according to indus- try industry standards and any applicable laws and regulations, in a manner ad- equate adequate to preserve and protect the Goods, and sufficient to enable safe unloading and inspection at the relevant Delivery Location.
3.3 When Customer (or a Customer Affiliate at a relevant Delivery Lo- cationLocation) identifies quality related issues on the part of Supplier, Cus- tomer Customer (or Customer Affiliate) will notify Supplier thereof. Notwith- standing Notwithstanding other remedies available to Customer under the Contract, Cus- tomer Customer may instruct Supplier to undertake at Supplier’s 's risk and expense an analysis into the root cause(s) of the quality related issues; such anal- ysis analysis being undertaken and reported to Customer within ten (10) calen- dar calendar days of the notification of the quality related issue(s). Customer reserves the right to undertake an audit (carried out by Customer’s 's nominated personnel, which may include third party experts or Cus- tomer Customer Affiliate staff) of Supplier based on the results of the root cause analysis or where Supplier fails to comply with this Clause. Supplier shall also pro-actively advise Customer if it becomes aware of any quality related issues that may affect the Goods and/or Services, and the provisions of this Clause 3.3 shall otherwise apply as if the issue had been notified by Customer.
3.4 Customer may issue Variation Orders to Supplier, and Supplier shall carry out such Variation Orders. If any Variation Order causes an increase or decrease in the cost of, or the time required for the perfor- xxxxx performance of, any Services or Goods, an equitable adjustment shall be made in the purchase price and/or Delivery schedule in writing. Any Supplier claim for adjustment under this Clause will be deemed waived unless asserted within thirty (30) calendar days from Supplier’s 's receipt of the Variation Order. Variation Orders requested by Supplier only become effective after written confirmation by Customer.
3.5 Supplier must not suspend the Delivery of any Goods or the provi- sion provision of any Services.
3.6 Supplier assumes full and exclusive responsibility for any occupa- tional occupational accident that occurs, or disease that affects, its employees and its subcontractors in relation to the provision of the Goods and/or Services.
3.7 Supplier is solely and exclusively responsible for any claims and/or lawsuits filed by its employees and/or subcontractors, and shall, with- out without any limitations, defend, indemnify and hold Customer (and any rel- evant relevant Customer Affiliate) harmless from and against any claim, pro- ceedingproceeding, action, fine, loss, cost, damages and expenses arising out of or relating to any such claims and/or lawsuits, and any noncompliance with legislation, regulations, codes of practice, guidance and other re- quirements requirements of any relevant government or governmental agency appli- cable applicable to Supplier, its employees or subcontractors. Supplier undertakes to appear in court at its own cost if requested by Customer, acknowl- edging acknowledging its status as sole and exclusive employer, and to provide Cus- tomer Customer (and/or any relevant Customer Affiliate) with all requested doc- umentation documentation and information necessary to ensure proper legal defence of Customer or its Affiliates in court.
3.8 Customer is authorized to make, or procure the making of, any pay- ments payments due to Supplier’s 's employees and subcontractors providing Goods and/or Services under the Contract, in order to avoid lawsuits, liens or encumbrances. Such payments may be made through withhold- ing withholding Supplier’s 's credits, offsetting or in any other way. Supplier shall provide any support requested by Customer with regard to such pay- ments payments and indemnify and hold harmless Customer and its Affiliates for any payments made.
Appears in 1 contract
Samples: Purchase Agreement
Supplier’s Responsibilities. 3.1 Supplier shall deliver the Goods and provide the Services:
3.1.1 in accordance with the applicable laws and regulations;
3.1.2 in accordance with the Contract (including by providing any nec- xxxxxx necessary documentation) and all Customer instructions;
3.1.3 free from defects and from any rights of third parties; and
3.1.4 fit of the agreed quality and suitable for any particular purpose specified the use stipulated in the Contract or, in ab- sence absence thereof, fit for the purposes use which is customary for which such Goods and/or Ser- vices would ordinarily be usedServices and which the Customer can expect.
3.2 Supplier shall ensure that the Goods are packed according to indus- try industry standards and any applicable laws and regulations, in a manner ad- equate adequate to preserve and protect the Goods, Goods and sufficient to enable safe unloading and inspection at the relevant Delivery Location.
3.3 When Customer (or a Customer Affiliate at a relevant Delivery Lo- cation) identifies quality related issues on the part of Supplier, Cus- tomer (or Customer Affiliate) will notify Supplier thereof. Notwith- standing Without prejudice to other remedies available to Customer under the Contract, Cus- tomer Customer may instruct Supplier to undertake at Supplier’s risk and expense an analysis into the root cause(s) of the quality related issues; such anal- ysis analysis being undertaken and reported to Customer within ten (10) calen- dar days of calendar days, calculated from the notification of time the quality related issue(s)information was provided by the Customer. Customer reserves the right to undertake an audit (carried out by Customer’s nominated personnel, which may include third party experts or Cus- tomer Affiliate staff) of Supplier based on the results of the root cause analysis or where Supplier fails to comply with this Clause. Supplier shall also pro-actively advise Customer if it becomes aware of any quality related issues that may affect the Goods and/or Services, and the provisions of this Clause 3.3 shall otherwise apply as if the issue had been notified by Customer.
3.4 Customer may issue Variation Orders to SupplierSupplier in writing, and Supplier shall carry out such Variation Orders. If any Variation Order causes an increase or decrease in the cost of, or the time required for the perfor- xxxxx of, performance of any Services or Goods, an equitable adjustment shall be made in the purchase price and/or Delivery schedule will be made in writing. Any If no such agreement is achieved between Supplier claim for adjustment under this Clause will be deemed waived unless asserted and Customer within thirty (30) calendar days from Supplier’s receipt a reasonable period of time, Customer may nevertheless instruct the performance of such Variation Order. The Parties afterwards shall agree on the consequences as provided hereinbefore. Supplier shall carry out a variation only upon receipt of a written Variation Orders requested Order by Supplier only become effective after written confirmation Customer and continues to be bound by Customerthe other provisions of the Contract.
3.5 Unless otherwise provided by law or by the Contract, Supplier must not suspend the Delivery of any Goods or the provi- sion provision of any Services.
3.6 Supplier assumes full and exclusive responsibility for Where the SET GTC allocate rights to Customer or any occupa- tional accident of its (relevant) Affiliates, such clause is not intended to extend Supplier’s obligations, but to reflect that occursa Customer’s Affiliate maybe the beneficiary of a Contract or may otherwise be relevant. Where the SET GTC require Customer to act (e.g.: to respond, to notify, to test etc.), Customer is entitled to have this carried out by a Customer’s Affiliate or disease that affects, its employees and its subcontractors in relation to the provision of the Goods and/or Servicesa third party.
3.7 Supplier is solely and exclusively responsible for any claims and/or lawsuits filed by its employees and/or subcontractorssubcontractors in connection with the performance of the Contract, and – unless caused by Customer’s gross negligence or intentional act – Supplier shall, with- out without any limitations, defend, indemnify and hold Customer (and any rel- evant Customer relevant Customer’s Affiliate) harmless from and against any claim, pro- ceedingproceeding, action, fine, loss, cost, damages and expenses arising out of or relating to any such claims and/or lawsuits, and any noncompliance with legislation, regulations, codes of practice, guidance and other re- quirements requirements of any relevant government or governmental agency appli- cable applicable to Supplier, its employees or subcontractorsSubcontractors. Supplier undertakes to appear in court at its own cost if requested by Customer, acknowl- edging acknowledging its status as sole and exclusive employer, and to provide Cus- tomer Customer (and/or any relevant Customer Customer’s Affiliate) with all requested doc- umentation documentation and information necessary to ensure proper legal defence defense of Customer or its relevant Affiliates in court. The preceding sentence shall not apply if the liability or damage was caused by Customer’s gross negligence or intentional act.
3.8 Customer is authorized to make, or procure the making of, any pay- ments payments due to Supplier’s employees and subcontractors Subcontractors providing Goods and/or Services under the Contract, in order to avoid lawsuits, liens or encumbrances. Such payments may be made through withhold- ing withholding Supplier’s credits, offsetting or in any other way. Supplier shall provide any support requested by Customer with regard to such pay- ments payments and indemnify and hold harmless Customer and its relevant Affiliates for any payments made.
Appears in 1 contract
Supplier’s Responsibilities. 3.1 Supplier shall deliver the Goods and provide the Services:
3.1.1 in accordance with the applicable laws and regulations;
3.1.2 in accordance with the Contract (including by providing any nec- xxxxxx documentation) and all Customer instructions;
3.1.3 free from defects and from any rights of third parties;
3.1.4 in accordance with all Customer instructions, including but with- out limitation to its health, safety and environmental requirements and policies specified therein and/or under www.hitachiabb-power- xxxxx.xxx – Hitachi ABB Power Grids en España – Portal de Proveedores; and
3.1.4 3.1.5 fit for any particular purpose specified in the Contract or, in ab- sence thereof, fit for the purposes for which such Goods and/or Ser- vices would ordinarily be used.
3.2 Supplier shall ensure that the Goods are packed according to indus- try standards and any applicable laws and regulations, in a manner ad- equate to preserve and protect the Goods, and sufficient to enable safe unloading and inspection at the relevant Delivery Location.
3.3 When Customer (or a Customer Affiliate at a relevant Delivery Lo- cation) identifies quality related issues on the part of Supplier, Cus- tomer (or Customer Affiliate) will notify Supplier thereof. Notwith- standing other remedies available to Customer under the Contract, Cus- tomer may instruct Supplier to undertake at Supplier’s risk and expense an analysis into the root cause(s) of the quality related issues; such anal- ysis being undertaken and reported to Customer within ten (10) calen- dar days of the notification of the quality related issue(s). Customer reserves the right to undertake an audit (carried out by Customer’s nominated personnel, which may include third party experts or Cus- tomer Affiliate staff) of Supplier based on the results of the root cause analysis or where Supplier fails to comply with this Clause. Supplier shall also pro-actively advise Customer if it becomes aware of any quality related issues that may affect the Goods and/or Services, and the provisions of this Clause 3.3 shall otherwise apply as if the issue had been notified by Customer.
3.4 Customer may issue Variation Orders to Supplier, and Supplier shall carry out such Variation Orders. If any Variation Order causes an increase or decrease in the cost of, or the time required for the perfor- xxxxx of, any Services or Goods, an equitable adjustment shall be made in the purchase price and/or Delivery schedule in writing. Any Supplier claim for adjustment under this Clause will be deemed waived unless asserted within thirty (30) calendar days from Supplier’s receipt of the Variation Order. Variation Orders requested by Supplier only become effective after written confirmation by Customer.
3.5 Supplier must not suspend the Delivery of any Goods or the provi- sion of any Services.
3.6 Supplier assumes full and exclusive responsibility for any occupa- tional accident that occurs, or disease that affects, its employees and its subcontractors in relation to the provision of the Goods and/or Services.
3.7 Supplier is solely and exclusively responsible for any claims and/or lawsuits filed by its employees and/or subcontractors, and shall, with- out any limitations, defend, indemnify and hold Customer (and any rel- evant Customer Affiliate) harmless from and against any claim, pro- ceeding, action, fine, loss, cost, damages and expenses arising out of or relating to any such claims and/or lawsuits, and any noncompliance with legislation, regulations, codes of practice, guidance and other re- quirements of any relevant government or governmental agency appli- cable to Supplier, its employees or subcontractors. Supplier undertakes to appear in court at its own cost if requested by Customer, acknowl- edging its status as sole and exclusive employer, and to provide Cus- tomer (and/or any relevant Customer Affiliate) with all requested doc- umentation and information necessary to ensure proper legal defence of Customer or its Affiliates in court.
3.8 Customer is authorized to make, or procure the making of, any pay- ments due to Supplier’s employees and subcontractors providing Goods and/or Services under the Contract, in order to avoid lawsuits, liens or encumbrances. Such payments may be made through withhold- ing Supplier’s credits, offsetting or in any other way. Supplier shall provide any support requested by Customer with regard to such pay- ments and indemnify and hold harmless Customer and its Affiliates for any payments made.
Appears in 1 contract
Samples: General Terms and Conditions for Purchase of Goods and/or Services