Common use of Termination or Cessation of Services Clause in Contracts

Termination or Cessation of Services. The Supplier and the Customer hereby acknowledge and agree that the termination of the provision of the Services pursuant to this Contract will not give rise to a "relevant transfer" under the Employment Regulations, and that no Staff are intended transfer to the Customer or any Replacement Supplier as a result of the Supplier ceasing to provide the Services. If any contract of employment of any Staff member is found or alleged to have effect as if originally made between the Staff member and the Customer or a Replacement Supplier by virtue of the Employment Regulations, the Customer shall (or shall procure that a Replacement Supplier shall): as soon as reasonably practicable notify the Supplier of such transfer or alleged transfer; give the Supplier two weeks to offer employment to the Staff member concerned or take such steps as the Supplier may determine to resolve the issue; and where the Supplier chooses not to offer such employment within such two week period or the Staff member rejects such offer or the Supplier otherwise fails to resolve the issue, the Customer shall procure the termination of the relevant contract of employment as soon as reasonably practicable and in any event within two weeks of the Supplier's failure to make such offer or the Staff member's rejection of such offer of employment. Subject to the Customer's and/or Replacement Supplier's compliance with the provisions of clause 23.10 above, the Supplier shall indemnify the Customer and any Replacement Supplier in full for and against all claims costs expenses or liabilities whatsoever and howsoever arising incurred or suffered by the Customer or Replacement Supplier in relation to such Staff member, including without limitation all legal expenses and other professional fees (together with any VAT thereon), liabilities arising in relation to any termination of the Staff member's employment under clause 23.10.3 above and the costs of employing such Staff member between the date of any transfer and the date of such termination. The Parties agree that the Contracts (Rights of Third Parties) Act 1999 shall apply to the indemnity set out in clause 23.11 above to the extent necessary that any Replacement Supplier shall have the right to enforce the obligations owed to, and indemnities given to, the Replacement Supplier by the Supplier in its own right pursuant to section 1(1) of that Act.

Appears in 2 contracts

Samples: data.gov.uk, data.gov.uk

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Termination or Cessation of Services. The Supplier and the Customer Contracting Body hereby acknowledge and agree that the termination of the provision of the Services pursuant to this Contract will not give rise to a "relevant transfer" under the Employment Regulations, and that no Staff are intended transfer to the Customer Contracting Body or any Replacement Supplier as a result of the Supplier ceasing to provide the Services. If any contract of employment of any Staff member is found or alleged to have effect as if originally made between the Staff member and the Customer Contracting Body or a Replacement Supplier by virtue of the Employment Regulations, the Customer Contracting Body shall (or shall procure that a Replacement Supplier shall): as soon as reasonably practicable notify the Supplier of such transfer or alleged transfer; give the Supplier two weeks to offer employment to the Staff member concerned or take such steps as the Supplier may determine to resolve the issue; and where the Supplier chooses not to offer such employment within such two week period or the Staff member rejects such offer or the Supplier otherwise fails to resolve the issue, the Customer Contracting Body shall procure the termination of the relevant contract of employment as soon as reasonably practicable and in any event within two weeks of the Supplier's ’s failure to make such offer or the Staff member's rejection of such offer of employment. Subject to the CustomerContracting Body's and/or Replacement Supplier's ’s compliance with the provisions of clause 23.10 above, the Supplier shall on demand indemnify the Customer Contracting Body and any Replacement Supplier in full for and against all claims costs expenses or liabilities whatsoever and howsoever arising incurred or suffered by the Customer Contracting Body or Replacement Supplier in relation to such Staff member, including without limitation all legal expenses and other professional fees (together with any VAT thereon), liabilities arising in relation to any termination of the Staff member's employment under clause 23.10.3 above and the costs of employing such Staff member between the date of any transfer and the date of such termination. The Parties agree that the Contracts (Rights of Third Parties) Act 1999 Xxx 0000 shall apply to the indemnity set out in clause 23.11 above to the extent necessary that any Replacement Supplier shall have the right to enforce the obligations owed to, and indemnities given to, the Replacement Supplier by the Supplier in its own right pursuant to section 1(1) of that Act.

Appears in 1 contract

Samples: data.gov.uk

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Termination or Cessation of Services. The Supplier and the Customer Contracting Body hereby acknowledge and agree that the termination of the provision of the Services pursuant to this Contract will not give rise to a "relevant transfer" under the Employment Regulations, and that no Staff are intended transfer to the Customer Contracting Body or any Replacement Supplier as a result of the Supplier ceasing to provide the Services. If any contract of employment of any Staff member is found or alleged to have effect as if originally made between the Staff member and the Customer Contracting Body or a Replacement Supplier by virtue of the Employment Regulations, the Customer Contracting Body shall (or shall procure that a Replacement Supplier shall): as soon as reasonably practicable notify the Supplier of such transfer or alleged transfer; give the Supplier two weeks to offer employment to the Staff member concerned or take such steps as the Supplier may determine to resolve the issue; and where the Supplier chooses not to offer such employment within such two week period or the Staff member rejects such offer or the Supplier otherwise fails to resolve the issue, the Customer Contracting Body shall procure the termination of the relevant contract of employment as soon as reasonably practicable and in any event within two weeks of the Supplier's ’s failure to make such offer or the Staff member's rejection of such offer of employment. Subject to the CustomerContracting Body's and/or Replacement Supplier's ’s compliance with the provisions of clause 23.10 above, the Supplier shall on demand indemnify the Customer Contracting Body and any Replacement Supplier in full for and against all claims costs expenses or liabilities whatsoever and howsoever arising incurred or suffered by the Customer Contracting Body or Replacement Supplier in relation to such Staff member, including without limitation all legal expenses and other professional fees (together with any VAT thereon), liabilities arising in relation to any termination of the Staff member's employment under clause 23.10.3 above and the costs of employing such Staff member between the date of any transfer and the date of such termination. The Parties agree that the Contracts (Rights of Third Parties) Act 1999 shall apply to the indemnity set out in clause 23.11 above to the extent necessary that any Replacement Supplier shall have the right to enforce the obligations owed to, and indemnities given to, the Replacement Supplier by the Supplier in its own right pursuant to section 1(1) of that Act.

Appears in 1 contract

Samples: Framework Agreement

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