Suspension of MSRC's Obligation to Provide Resources Sample Clauses

Suspension of MSRC's Obligation to Provide Resources. MSRC may suspend its obligation to provide Resources in whole or in part under this Agreement for a Spill Event upon written notice to the Covered Entity if and to the extent MSRC reasonably determines such suspension is necessary to protect MSRC’s material interests as a result of the occurrence and continuation of any of the following: (a) a Covered Entity instructs MSRC to act under this Agreement in a manner which would be illegal, unsafe, or in violation of or breach this Agreement in any material respect, (b) a Force Majeure Event, (c) the unavailability of Responder Immunity, (d) the unavailability of subcontractors essential to enable MSRC to provide requested Resources, or (e) the existence of other similar circumstances beyond MSRC’s reasonable control that materially adversely affect MSRC’s ability to perform as contemplated under this Agreement and that MSRC is unable with reasonable diligence to timely resolve or overcome. MSRC’s suspension under this Section 5.01 of its obligation to provide specific Resources will not affect MSRC’s obligation to provide any other Resources. To the maximum extent practicable, except as otherwise provided in Section 11.01, MSRC will provide the notice of suspension at least three (3) days’ prior to the effective date of such suspension.
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Suspension of MSRC's Obligation to Provide Resources. MSRC may suspend its obligation to provide Resources in whole or in part under this Agreement upon written notice to the COMPANY if and to the extent MSRC reasonably determines such suspension is necessary to protect MSRC’s material interests as a result of the occurrence and continuation of any of the following: (a) safety, security or health issues arise which, in MSRC’s sole discretion, raise concerns as to the safety, security or health of MSRC or subcontractor personnel or endanger MSRC or subcontractor equipment; (b) the COMPANY instructs MSRC to act under this Agreement in a manner which would be illegal, unsafe, or in violation or breach of this Agreement in any material respect; (c) the COMPANY fails to demonstrate Financial Responsibility under Section 6.1, provide payment security as requested pursuant to Section 6.2(d), or advance working capital as requested pursuant to Section 6.3; (d) an “Event of Default” (as defined herein at Section 11.2(a)); (e) a Force Majeure Event (defined as delays to, or impracticabilities or impossibilities of, performance by MSRC or its subcontractors caused by: acts of God; any circumstances arising out of war, threatened act of war or warlike operations, acts of terrorism, sabotage or piracy, or the consequences thereof; riots, civil commotion, blockades or embargoes; epidemics; earthquakes, landslides, floods or other extraordinary weather conditions; strikes, lockouts or other industrial action (unless limited to the employees of the party seeking to invoke force majeure); fire, accident or explosion except where caused by the negligence of the party seeking to invoke force majeure; or any other similar cause beyond the reasonable control of the party seeking to invoke force majeure); (f) the expiration or other unavailability of Responder Immunity protections that were available to MSRC at the time of the Initial Call-Out Notice; (g) the unavailability of subcontractors essential to enable MSRC to provide a required Resource; (h) in the case of a response outside the United States, the Resources are required for a subsequent response in the United States, or the Resources are required to return to maintain the validity of the Response Plan of another customer within the Operational Area, or the authorities in the country of use fail to provide appropriate oversight or direction of response activities; (i) in the case of a response to a Hazardous Substance spill, the Resources are required for a subsequent res...
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Related to Suspension of MSRC's Obligation to Provide Resources

  • Obligation to Provide Information Each party’s obligation to provide information shall be as follows: (a) TAM shall cause the Subadviser to be kept fully informed at all times with regard to the securities owned by the Fund, its funds available, or to become available, for investment, and generally as to the condition of the Fund’s affairs. TAM shall furnish the Subadviser with such other documents and information with regard to the Fund’s affairs as the Subadviser may from time to time reasonably request. (b) The Subadviser, at its expense, shall supply the Board, the officers of the Trust and TAM with all information and reports reasonably required by them and reasonably available to the Subadviser relating to the services provided by the Subadviser hereunder, including such information the Fund’s Chief Compliance Officer reasonably believes necessary for compliance with Rule 38a-1 under the 1940 Act.

  • Agreement to Provide Services Xxxxxxx Sachs hereby engages the Contract Underwriter, and the Contract Underwriter hereby agrees, to provide the following Services: (a) establish and maintain (or assist the Company in establishing and maintaining) relationships with owners of Contracts who are its customers or customers of other broker-dealers with whom it has entered into agreements to sell the Contracts (“Selling Dealers”); (b) provide Contract owners with “personal services” (within the meaning of NASD Conduct Rule 2830(b)(9)); (c) assist in the preparation of advertisements and other sales literature for the Contracts that describes or discusses the Funds; (d) provide sales compensation to representatives of the Contract Underwriter; (e) pay money to Selling Dealers for any of the foregoing purposes; and (f) perform any additional services primarily intended to result in the distribution of the Contracts and the sale of the Service Shares to the Company.

  • Duty to Provide Secure Data The Contractor will maintain the security of State of Florida data including, but not limited to, a secure area around any displayed visible data. The Contractor will also comply with all HIPAA requirements and any other state and federal rules and regulations regarding security of information.

  • Authorization to Perform Services The Consultant is not authorized to perform any services or incur any costs whatsoever under the terms of this Agreement until receipt of a written Notice to Proceed from the City.

  • Service Provider’s Obligations 3.1 The Service Provider shall perform its obligations under this Agreement in a reasonable and timely manner in accordance with the provisions of this Agreement. 3.2 The Service Provider shall provide the Client with such information and advice in connection with the Services and the provision thereof as the Client may, from time to time, reasonably require both before and during the provision of the Services. 3.3 The Service Provider shall use reasonable endeavours to keep the Client informed of any special requirements (including, but not limited to, legislative requirements) applicable to the rendering of the Services. To the extent necessary and appropriate, the Service Provider shall promptly take steps to comply with any such requirements. These steps shall not otherwise alter this Agreement in any way, subject to each Party’s right to request a meeting to review such changes.

  • Subcontracting for the Provision of Services (a) The parties acknowledge that, subject to the provisions of the Enabling Legislation, the HSP may subcontract the provision of some or all of the Services. For the purposes of this Agreement, actions taken or not taken by the subcontractor, and Services provided by the subcontractor, will be deemed actions taken or not taken by the HSP, and Services provided by the HSP. (b) When entering into a subcontract the HSP agrees that the terms of the subcontract will enable the HSP to meet its obligations under this Agreement. Without limiting the foregoing, the HSP will include a provision that permits the Funder or its authorized representatives, to audit the subcontractor in respect of the subcontract if the Funder or its authorized representatives determines that such an audit would be necessary to confirm that the HSP has complied with the terms of this Agreement. (c) Nothing contained in this Agreement or a subcontract will create a contractual relationship between any subcontractor or its directors, officers, employees, agents, partners, affiliates or volunteers and the Funder. (d) When entering into a subcontract, the HSP agrees that the terms of the subcontract will enable the HSP to meet its obligations under the FLSA.

  • STATEMENT OF SERVICES TO BE PROVIDED The Parties agree to cooperate to provide necessary and authorized services and resources in accordance with the terms of this Contract. Specific services provided are described in Attachment A – Statement of Work.

  • Modification of Services Credit Union reserves the right to modify the Service from time to time without making prior notice to Member, provided, however, that Credit Union will give you at least thirty (30) days notice prior to making any modifications to the Service that would materially alter their functionality.

  • Routing for Operator Services and Directory Assistance Traffic For a Verizon Telecommunications Service dial tone line purchased by CBB for resale pursuant to the Resale Attachment, upon request by CBB, Verizon will establish an arrangement that will permit CBB to route the CBB Customer’s calls for operator and directory assistance services to a provider of operator and directory assistance services selected by CBB. Verizon will provide this routing arrangement in accordance with, but only to the extent required by, Applicable Law. Verizon will provide this routing arrangement pursuant to an appropriate written request submitted by CBB and a mutually agreed-upon schedule. This routing arrangement will be implemented at CBB's expense, with charges determined on an individual case basis. In addition to charges for initially establishing the routing arrangement, CBB will be responsible for ongoing monthly and/or usage charges for the routing arrangement. CBB shall arrange, at its own expense, the trunking and other facilities required to transport traffic to CBB’s selected provider of operator and directory assistance services.

  • Data Necessary to Perform Services The Trust or its agent shall furnish to USBFS the data necessary to perform the services described herein at such times and in such form as mutually agreed upon.

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