Common use of The Company’s Obligations Clause in Contracts

The Company’s Obligations. 3.1 In consideration of payment of the Service Charge by the Customer, and subject to the terms of this Contract, for the duration of the Service Period the Company shall provide` Jointing Teams to perform the Connection Services. 3.2 The Customer acknowledges and confirms that it has received a copy of the Distribution Safety Rules. The Company shall carry out the Connection Services in accordance with Good Industry Practice, Legislation, the Distribution Safety Rules and the Company’s health and safety policies and procedures listed in Schedule 1. 3.3 During the Service Period the Company shall make the Jointing Teams available to perform the Connection Services for 7 hours per Working Day, between the hours of 8am and 4pm. If the Customer requires the Jointing Teams to be available to perform the Connection Services outside these hours/days or if particular conditions require that they be carried out outside these hours/days this must be agreed separately with the Company by way of a variation in accordance with Clause 5 and the Customer shall be subject to an additional charge for Connection Services performed out of hours calculated using the Rates for Out of Hours Working. 3.4 The Connection Services shall be performed at the Site unless the Company agrees otherwise by way of variation in accordance with Clause 5. 3.5 During the Service Period the Customer shall not request that the Jointing Teams carry out any work or services for the Customer or a third party other than the Connection Services unless such work or services is carried out pursuant to a variation in accordance with Clause 5 or is the subject matter of a separate written agreement between the Company and the Customer. 3.6 The Company gives no guarantee of the volume of the Connection Services that will be completed during the Service Period and shall not be liable for any costs, losses, damages, expenses or claims whatsoever incurred or suffered by the Customer arising from the Company not completing some or all of the Connection Services in accordance with the Indicative Programme or during the Service Period. If the Customer has any reasonable concerns with the productivity of any Jointing Team, as soon as is practicable and in any event within 14 days of the date to which such concerns relate, it shall raise such concerns with the Company in writing together with reasonable supporting evidence. As soon as reasonably practicable following such notification the Parties’ respective Authorised Representatives shall meet to discuss the Customer’s concerns and where appropriate attempt to agree how to address such concerns. The Parties shall use their reasonable endeavours to implement any actions agreed between the Parties’ Authorised Representatives to address the Customer’s concerns with the productivity of any Jointing Team. 3.7 Not less than twenty (20) Working Days before (or such other period as the Parties may agree from time to time) the Customer intends a Jointing Team to carry out a particular task forming part of the Connection Services the Customer shall provide to the Company’s Authorised Person such drawings and other information as the Company’s Authorised Person may require to enable him/her to issue a task instruction to a Jointing Team in connection with the aforementioned task forming part of the Connection Services. The Jointing Teams shall not carry out any task forming part of the Connection Services unless and until the relevant Jointing Team has first received a task instruction relevant to such task from the Authorised Person. The Company’s Authorised Person shall have the sole discretion in deciding where the connection point is and shall issue task instructions to the Jointing Teams accordingly. The Jointing Teams shall carry out the Connection Services in accordance with task instructions issued by the Company’s Authorised Person. For the avoidance of doubt the Customer is not entitled to issue any task instructions to the Jointing Teams. 3.8 If, acting reasonably, in the Company’s opinion the carrying out of ancillary work by the Company is necessary to enable the carrying out of the Connection Services the Company shall notify the Customer of the need for such ancillary work. Any such ancillary work that does not form part of the Connection Services shall only be carried out by the Company pursuant to a variation in accordance with Clause 5. If the Company and the Customer do not agree to such a variation in accordance with Clause 5 within ten (10) Working Days of the Company notifying the Customer of the need for such ancillary work then the Company shall be entitled to cease performance of the Connection Services that are affected by the subject matter of the proposed variation. 3.9 Unless expressly stated in the Contract or agreed in writing between the Parties, the Company shall provide all necessary equipment and materials for carrying out the Connection Services. The Company shall be entitled to charge the Customer for the Materials in accordance with section 4 of Schedule 1. 3.10 The Company shall be entitled to refuse to perform the Connection Services or cease to perform the Connection Services at the Site or part of the Site if in its reasonable opinion the Site or relevant part of the Site is unsafe or unsuitable for the Connection Services to commence or continue. The Company shall notify the Customer of its refusal to work or cessation of work and of the reasons therefor. If the Customer wishes for the Jointing Teams to perform Connection Services at the Site or part of the Site in connection with which the Company has notified the Customer of unsafe or unsuitable conditions the Customer shall first remedy the Site or relevant parts of the Site so that they are no longer unsafe or unsuitable. The Customer shall notify the Company of the remedial work undertaken within five (5) Working Days of the completion of such remedial work (or such other period as the Parties may agree from time to time). Within ten (10) Working Days of receipt of such notice (or such other period as the Parties may agree from time to time) the Company shall inspect the Site or the relevant part of the Site where remedial works have been carried out and if it is satisfied that the Site or part of the Site is now safe and suitable shall notify the Customer of the same in writing. Following the issue of such a notice by the Company the Jointing Teams shall resume the performance of the Connection Services at the Site or relevant part of the Site. The Customer shall pay to the Company its additional Costs of carrying out any inspections pursuant to this Clause 3.10. 3.11 The members of the Jointing Teams shall be selected by the Company in its absolute discretion and from time to time may be replaced by the Company in its absolute discretion. The Customer may at no cost or expense to the Customer at any time require the Company to remove or cause to be removed from the provision of the Connection Services any person engaged on or in connection with the Connection Services if, acting reasonably, the Customer considers that such person poses a risk to health and safety. Any person so removed from the provision of the Connection Services shall not be re-engaged in the provision of the Connection Services without the prior written approval of the Customer such approval shall not be unreasonably withheld or delayed. 3.12 For the avoidance of doubt, the Jointing Teams shall not become employees of the Customer by virtue of anything contained in the Contract.

Appears in 2 contracts

Samples: Provision of Jointing Teams Agreement, Jointing Services Agreement

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The Company’s Obligations. 3.1 In consideration 1. The Company will provide to Multex, in writing, the name, address, fax and e-mail address of payment of the Service Charge by the Customereach User, and subject with instructions regarding what document groups to the terms of this Contract, entitle for the duration of the Service Period the Company shall provide` Jointing Teams to perform the Connection Services. 3.2 The Customer acknowledges and confirms that it has received a copy of the Distribution Safety Ruleseach User. The Company shall carry out the Connection Services in accordance with Good Industry Practice, Legislation, the Distribution Safety Rules designate one contact (and the Company’s health and safety policies and procedures listed in Schedule 1. 3.3 During the Service Period the Company shall make the Jointing Teams available to perform the Connection Services for 7 hours per Working Day, between the hours of 8am and 4pm. If the Customer requires the Jointing Teams to be available to perform the Connection Services outside these hours/days or if particular conditions require that they be carried out outside these hours/days this must be agreed separately with the Company by way of a variation in accordance with Clause 5 and the Customer shall be subject to an additional charge for Connection Services performed out of hours calculated using the Rates for Out of Hours Working. 3.4 The Connection Services shall be performed at the Site unless the Company agrees otherwise by way of variation in accordance with Clause 5. 3.5 During the Service Period the Customer shall not request that the Jointing Teams carry out any work or services one alternate) for the Customer or a third party other than the Connection Services unless such work or services is carried out pursuant purpose of providing entitlement information to a variation in accordance with Clause 5 or is the subject matter of a separate written agreement between the Company and the Customer. 3.6 The Company gives no guarantee of the volume of the Connection Services that will be completed during the Service Period and shall not be liable for any costs, losses, damages, expenses or claims whatsoever incurred or suffered by the Customer arising from the Company not completing some or all of the Connection Services in accordance with the Indicative Programme or during the Service Period. If the Customer has any reasonable concerns with the productivity of any Jointing Team, as soon as is practicable and in any event within 14 days of the date to which such concerns relate, it shall raise such concerns with the Company in writing together with reasonable supporting evidence. As soon as reasonably practicable following such notification the Parties’ respective Authorised Representatives shall meet to discuss the Customer’s concerns and where appropriate attempt to agree how to address such concerns. The Parties shall use their reasonable endeavours to implement any actions agreed between the Parties’ Authorised Representatives to address the Customer’s concerns with the productivity of any Jointing Team. 3.7 Not less than twenty (20) Working Days before (or such other period as the Parties may agree from time to time) the Customer intends a Jointing Team to carry out a particular task forming part of the Connection Services the Customer shall provide to the Company’s Authorised Person such drawings and other information as the Company’s Authorised Person may require to enable him/her to issue a task instruction to a Jointing Team in connection with the aforementioned task forming part of the Connection Services. The Jointing Teams shall not carry out any task forming part of the Connection Services unless and until the relevant Jointing Team has first received a task instruction relevant to such task from the Authorised Person. The Company’s Authorised Person shall have the sole discretion in deciding where the connection point is and shall issue task instructions to the Jointing Teams accordingly. The Jointing Teams shall carry out the Connection Services in accordance with task instructions issued by the Company’s Authorised Person. For the avoidance of doubt the Customer is not entitled to issue any task instructions to the Jointing Teams. 3.8 If, acting reasonably, in the Company’s opinion the carrying out of ancillary work by the Company is necessary to enable the carrying out of the Connection Services the Company shall notify the Customer of the need for such ancillary work. Any such ancillary work that does not form part of the Connection Services shall only be carried out by the Company pursuant to a variation in accordance with Clause 5. If the Company and the Customer do not agree to such a variation in accordance with Clause 5 within ten (10) Working Days of the Company notifying the Customer of the need for such ancillary work then the Company shall be entitled to cease performance of the Connection Services that are affected by the subject matter of the proposed variation. 3.9 Unless expressly stated in the Contract or agreed in writing between the Parties, the Company shall provide all necessary equipment and materials for carrying out the Connection ServicesMultex. The Company shall be solely responsible for determining which Users are to be entitled to charge the Customer for the Materials Additional Services and for individual documents groups. Accordingly, Multex shall only be obligated to entitle or de-entitle a User for the Additional Services if it receives written notification from the designated contact and then only in accordance with section 4 the specific information provided by such contact. Multex shall have no liability arising out of Schedule 1or in connection with any entitlement requests which do not comply with the procedures set forth in this Section. Alternatively, Multex may provide the Company with the ability to entitle the Company's Users on-line, in which case Company shall perform, control and administer all aspects of the entitlements, and Multex shall have no responsibility or liability in connection therewith. 3.10 2. The Company shall be entitled responsible for invoicing and collecting any fee which the Company charges it Users for access to refuse to perform the Connection Services or cease to perform the Connection Services at the Site or part of the Site if in its reasonable opinion the Site or relevant part of the Site is unsafe or unsuitable for the Connection Services to commence or continueCompany Web Site. 3. The Company shall notify will maintain, monitor, and provide for the Customer timely contribution of all Documents contributed by Company to Multex. 4. The Company will keep accurate books and records relating to Users, Passwords and its refusal to work or cessation of work and use of the reasons thereforServices. If IT IS SPECIFICALLY UNDERSTOOD THAT ALL OF THE ADDITIONAL SERVICES TO BE PROVIDED BY MULTEX ARE SET FORTH IN THIS EXHIBIT C, AND THAT NO OTHER SERVICES, SOFTWARE DEVELOPMENT, ENHANCEMENTS, MODIFICATIONS, SUPPORT CUSTOMIZATION OR INTEGRATION ARE INCLUDED IN THE ADDITIONAL SERVICES. EXHIBIT D THIRD PARTY SOFTWARE THIRD PARTY LICENSE REQUIREMENTS FOR END USERS Third Party Software -------------------- Fulcrum Technologies Search tool (the Customer wishes "Fulcrum Software") Third Party Software License Requirements for the Jointing Teams End-Users ------------------------------------------------------- The Company acknowledges that a) title to perform Connection Services at the Site or part and ownership of the Site in connection with which Fulcrum Software and all rights related thereto, including patent, trademark and copyright related thereto are and shall remain the Company has notified the Customer exclusive property of unsafe Fulcrum Technologies, Inc. or unsuitable conditions the Customer shall first remedy the Site or relevant parts of the Site so that they are no longer unsafe or unsuitable. The Customer shall notify the Company of the remedial work undertaken within five (5) Working Days of the completion of such remedial work (or such other period as the Parties may agree from time to time). Within ten (10) Working Days of receipt of such notice (or such other period as the Parties may agree from time to timeits licensees; b) the Company shall inspect only acquire the Site or right to use the relevant part Fulcrum Software in accordance with this Agreement; and c) the Company shall take all necessary steps to ensure that all intellectual property underlying the binary version of the Site where remedial works have been carried out and if it is satisfied that the Site or part of the Site is now safe and suitable shall notify the Customer of the same in writing. Following the issue of such a notice by the Company the Jointing Teams shall resume the performance of the Connection Services at the Site or relevant part of the Site. The Customer shall pay to the Company its additional Costs of carrying out any inspections pursuant to this Clause 3.10Software remains confidential. 3.11 The members of the Jointing Teams shall be selected by the Company in its absolute discretion and from time to time may be replaced by the Company in its absolute discretion. The Customer may at no cost or expense to the Customer at any time require the Company to remove or cause to be removed from the provision of the Connection Services any person engaged on or in connection with the Connection Services if, acting reasonably, the Customer considers that such person poses a risk to health and safety. Any person so removed from the provision of the Connection Services shall not be re-engaged in the provision of the Connection Services without the prior written approval of the Customer such approval shall not be unreasonably withheld or delayed. 3.12 For the avoidance of doubt, the Jointing Teams shall not become employees of the Customer by virtue of anything contained in the Contract.

Appears in 2 contracts

Samples: Agreement for Electronic Distribution Services (Multex Com Inc), Agreement for Electronic Distribution Services (Multex Com Inc)

The Company’s Obligations. 3.1 In consideration of payment of The Company shall: (a) produce and deliver the Service Charge Products in the quantities ordered by Distributor using reasonable efforts to deliver such Products with the lead times agreed to by the Customerparties from time to time, and subject to the terms of this Contract, for the duration of the Service Period the Company shall provide` Jointing Teams not deliver orders more than five (5) business days prior to perform the Connection Servicesrequested ship date without the Distributor's prior written approval; (b) refrain from selling Products to any person other than the Distributor, except as permitted in Section 2 above. 3.2 The Customer acknowledges (c) promptly refer to Distributor all leads, prospects, and confirms that related information which are directed to it has received a copy or which it receives regarding potential purchasers of the Distribution Safety RulesProducts within the Territory; (d) develop and offer a reasonable amount of training and technical assistance to Distributor and its personnel, at locations to be agreed, in the use and operation of the Products (provided, however that the Company will have no obligation to pay travel and entertainment expenses for any of Distributor's employees undergoing such training). (e) ensure that all Products sold to Distributor for resale have all appropriate governmental and regulatory approvals such as FAA/PMA, TSO or STC as required for installation on type certified aircraft or engines. (f) comply with all statutes, laws, ordinances, rules, regulations and any other governmental authority in connection with the manufacture of the Products. The Company shall carry out promptly notify the Connection Services Distributor whenever it receives any notice addressed to it by any governmental entity concerning the application of any new rule, directive, regulation or other governmental requirement concerning the sale of Products in accordance with Good Industry Practicethe Territory. DISTRIBUTION SERVICES AGREEMENT Allixxx Xxxine Company d/b/a Rolls-Roycx Xxxxxxx Xxxe 8 (g) at its own cost and expense, Legislation, procure and maintain in full force and effect during the Distribution Safety Rules and term of this Agreement coverage for Distributor as an additional insured under a Broad Form Vendors Endorsement to the Company’s health 's liability insurance policy and safety policies and procedures listed in Schedule 1. 3.3 During the Service Period the Company shall make the Jointing Teams available to perform the Connection Services for 7 hours per Working Day, between the hours of 8am and 4pm. If the Customer requires the Jointing Teams to be available to perform the Connection Services outside these hours/days or if particular conditions require that they be carried out outside these hours/days this must be agreed separately with the Company by way of a variation in accordance with Clause 5 and the Customer shall be subject to an additional charge for Connection Services performed out of hours calculated using the Rates for Out of Hours Working. 3.4 The Connection Services shall be performed at the Site unless the Company agrees otherwise to waive any right of subrogation against Distributor in this or any other policy of insurance carried by way Company, but only to the extent that Company may be obligated to indemnify Distributor pursuant to Section 15 of variation in accordance with Clause 5the Agreement. 3.5 During the Service Period the Customer shall (h) give Distributor not request that the Jointing Teams carry out less than ninety (90) days prior written notice if any work or services for the Customer or a third party other than the Connection Services unless such work or services is carried out pursuant to a variation in accordance with Clause 5 or is the subject matter of a separate written agreement between the Company and the Customer. 3.6 The Company gives no guarantee of the volume of the Connection Services that Products will be completed during the Service Period and superceded or modified, except in cases involving airworthiness or safety issues, in which case notice shall not be liable for any costs, losses, damages, expenses or claims whatsoever incurred or suffered by the Customer arising from the Company not completing some or all of the Connection Services in accordance with the Indicative Programme or during the Service Period. If the Customer has any reasonable concerns with the productivity of any Jointing Team, given as soon as is practicable and in any event within 14 days of reasonably possible. (i) Commencing on the date to which such concerns relate, it shall raise such concerns with of this Agreement and continuing for so long as Distributor requires the Company in writing together with reasonable supporting evidence. As soon as reasonably practicable following such notification same for the Parties’ respective Authorised Representatives shall meet to discuss the Customer’s concerns and where appropriate attempt to agree how to address such concerns. The Parties shall use their reasonable endeavours to implement any actions agreed between the Parties’ Authorised Representatives to address the Customer’s concerns with the productivity of any Jointing Team. 3.7 Not less than twenty (20) Working Days before (or such other period as the Parties may agree from time to time) the Customer intends a Jointing Team to carry out a particular task forming part of the Connection Services the Customer shall provide to the Company’s Authorised Person such drawings and other information as the Company’s Authorised Person may require to enable him/her to issue a task instruction to a Jointing Team in connection with the aforementioned task forming part of the Connection Services. The Jointing Teams shall not carry out any task forming part of the Connection Services unless and until the relevant Jointing Team has first received a task instruction relevant to such task from the Authorised Person. The Company’s Authorised Person shall have the sole discretion in deciding where the connection point is and shall issue task instructions to the Jointing Teams accordingly. The Jointing Teams shall carry out the Connection Services in accordance with task instructions issued by the Company’s Authorised Person. For the avoidance of doubt the Customer is not entitled to issue any task instructions to the Jointing Teams. 3.8 If, acting reasonably, in the Company’s opinion the carrying out of ancillary work by the Company is necessary to enable the carrying out of the Connection Services the Company shall notify the Customer of the need for such ancillary work. Any such ancillary work that does not form part of the Connection Services shall only be carried out by the Company pursuant to a variation in accordance with Clause 5. If the Company and the Customer do not agree to such a variation in accordance with Clause 5 within ten (10) Working Days of the Company notifying the Customer of the need for such ancillary work then the Company shall be entitled to cease performance of the Connection Services that are affected by the subject matter of the proposed variation. 3.9 Unless expressly stated in the Contract or agreed in writing between the Partiesunder this Agreement, the Company shall provide all necessary equipment and materials for carrying out to Distributor, at no charge to Distributor, the Connection Services. following: (1) The Company shall be entitled to charge the Customer for the Materials in accordance with section 4 of Schedule 1. 3.10 The Company shall be entitled to refuse to perform the Connection Services or cease to perform the Connection Services at the Site or part use of the Site if office space in its reasonable opinion the Site or relevant part of the Site is unsafe or unsuitable for the Connection Services Company's premises that Distributor may from time to commence or continue. The Company shall notify the Customer of its refusal to work or cessation of work and of the reasons therefor. If the Customer wishes for the Jointing Teams to perform Connection Services at the Site or part of the Site time reasonably require in connection with which the Company has notified the Customer of unsafe or unsuitable conditions the Customer shall first remedy the Site or relevant parts of the Site so that they are no longer unsafe or unsuitable. The Customer shall notify the Company of the remedial work undertaken within five (5) Working Days of the completion of such remedial work (or such other period as the Parties may agree from time to time). Within ten (10) Working Days of receipt of such notice (or such other period as the Parties may agree from time to time) the Company shall inspect the Site or the relevant part of the Site where remedial works have been carried out and if it is satisfied that the Site or part of the Site is now safe and suitable shall notify the Customer of the same its performance under this Agreement, together with office support services, excluding computer equipment, reasonably required in writing. Following the issue of such a notice by the Company the Jointing Teams shall resume connection with the performance of the Connection Services activities contemplated hereunder. In its occupancy and use of such resources, Distributor personnel shall at all times abide by and act in accordance with Company's corporate policies applicable at such site; and (2) For use by personnel employed or managed by Distributor on Company's premises, the Site or relevant part reasonable use of the Site. The Customer shall pay to the Company its additional Costs of carrying out any inspections pursuant to this Clause 3.10. 3.11 The members of the Jointing Teams shall be selected by the Company Company's existing telephone system solely in its absolute discretion and from time to time may be replaced by the Company in its absolute discretion. The Customer may at no cost or expense to the Customer at any time require the Company to remove or cause to be removed from the connection with Distributor's provision of the Connection Services any person engaged on or in connection with to Company; provided that Distributor shall reimburse the Connection Services if, acting reasonably, the Customer considers that Company for all charges and costs related to such person poses a risk to health and safety. Any person so removed from the provision of the Connection Services shall not be re-engaged in the provision of the Connection Services without the prior written approval of the Customer such approval shall not be unreasonably withheld or delayeduse. 3.12 For the avoidance of doubt, the Jointing Teams shall not become employees of the Customer by virtue of anything contained in the Contract.

Appears in 1 contract

Samples: Distribution Services Agreement (Aviall Inc)

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The Company’s Obligations. 3.1 In consideration of payment of the Service Charge by the Customer, and subject to the terms of this Contract, for the duration of the Service Period the Company shall provide` provide the Jointing Teams to perform the Connection Services. 3.2 The Customer acknowledges and confirms that it has received a copy of the Distribution Safety Rules. The Company shall carry out the Connection Services in accordance with Good Industry Practice, Legislation, the Distribution Safety Rules and the Company’s health and safety policies and procedures listed in Schedule 1. 3.3 During the Service Period the Company shall use reasonable endeavours to make the Jointing Teams available to perform the Connection Services for 7 hours per Working Day, between the hours of 8am and 4pm. If the Customer requires the Jointing Teams to be available to perform the Connection Services outside these hours/days or if particular conditions require that they be carried out outside these hours/days this must be agreed separately with the Company by way of a variation in accordance with Clause 5 and the Customer shall be subject to an additional charge for Connection Services performed out of hours calculated using the Rates for Out of Hours Working. The Company gives no guarantee that the Jointing Teams will be available or provided at all times during the Service Period. The Company reserves the right to temporarily reduce the number of Jointing Teams in the event of: 3.3.1 planned or unplanned leave; 3.3.2 planned training; 3.3.3 vehicle breakdown; 3.3.4 a force majeure event in accordance with Clause 7;or 3.3.5 where the Company requires the Jointing Teams for its own emergency works in accordance with Clause 8.1; and shall not be liable for any costs, losses, damages, expenses or claims whatsoever incurred or suffered by the Customer arising from any reduction in the number of Jointing Teams, provided that the Customer shall only be required to pay for the actual number of Jointing Teams provided. 3.4 The Connection Services shall be performed at the Site unless the Company agrees otherwise by way of variation in accordance with Clause 5. 3.5 During the Service Period the Customer shall not request that the Jointing Teams carry out any work or services for the Customer or a third party other than the Connection Services unless such work or services is carried out pursuant to a variation in accordance with Clause 5 or is the subject matter of a separate written agreement between the Company and the Customer. 3.6 The Company gives no guarantee of the volume of the Connection Services that will be completed during the Service Period and shall not be liable for any costs, losses, damages, expenses or claims whatsoever incurred or suffered by the Customer arising from the Company not completing some or all of the Connection Services in accordance with the Indicative Programme or during the Service Period. If the Customer has any reasonable concerns with the productivity of any Jointing Team, as soon as is practicable and in any event within 14 days of the date to which such concerns relate, it shall raise such concerns with the Company in writing together with reasonable supporting evidence. As soon as reasonably practicable following such notification the Parties’ respective Authorised Representatives shall meet to discuss the Customer’s concerns and where appropriate attempt to agree how to address such concerns. The Parties shall use their reasonable endeavours to implement any actions agreed between the Parties’ Authorised Representatives to address the Customer’s concerns with the productivity of any Jointing Team. 3.7 Not less than twenty (20) Working Days before (or such other period as the Parties may agree from time to time) the Customer intends a Jointing Team to carry out a particular task forming part of the Connection Services the Customer shall provide to the Company’s Authorised Person such drawings and other information as the Company’s Authorised Person may require to enable him/her to issue a task instruction to a Jointing Team in connection with the aforementioned task forming part of the Connection Services. The Jointing Teams shall not carry out any task forming part of the Connection Services unless and until the relevant Jointing Team has first received a task instruction relevant to such task from the Authorised Person. The Company’s Authorised Person shall have the sole discretion in deciding where the connection point is and shall issue task instructions to the Jointing Teams accordingly. The Jointing Teams shall carry out the Connection Services in accordance with task instructions issued by the Company’s Authorised Person. For the avoidance of doubt the Customer is not entitled to issue any task instructions to the Jointing Teams. 3.8 For each Site, the Company’s Authorised Person shall have the sole discretion in deciding on the minimum level of traffic management in connection with the Connection Services and shall notify the Customer in writing of the same in advance of the scheduled date for the Connection Services to be carried at the relevant Site. 3.9 If, acting reasonably, in the Company’s opinion the carrying out of ancillary work by the Company is necessary to enable the carrying out of the Connection Services the Company shall notify the Customer of the need for such ancillary work. Any such ancillary work that does not form part of the Connection Services shall only be carried out by the Company pursuant to a variation in accordance with Clause 5. If the Company and the Customer do not agree to such a variation in accordance with Clause 5 within ten (10) Working Days of the Company notifying the Customer of the need for such ancillary work then the Company shall be entitled to cease performance of the Connection Services that are affected by the subject matter of the proposed variation. 3.9 3.10 Unless expressly stated in the Contract or agreed in writing between the Parties, the Company shall provide all necessary equipment and materials for carrying out the Connection Services. The Company shall be entitled to charge the Customer for the Materials in accordance with section 4 of Schedule 1. 3.10 3.11 The Company shall be entitled to refuse to perform the Connection Services or cease to perform the Connection Services at the Site or part of the Site if in its reasonable opinion the Site or relevant part of the Site is unsafe or unsuitable for the Connection Services to commence or continue. The Company shall notify the Customer of its refusal to work or cessation of work and of the reasons therefor. If the Customer wishes for the Jointing Teams to perform Connection Services at the Site or part of the Site in connection with which the Company has notified the Customer of unsafe or unsuitable conditions the Customer shall first remedy the Site or relevant parts of the Site so that they are no longer unsafe or unsuitable. The Customer shall notify the Company of the remedial work undertaken within five (5) Working Days of the completion of such remedial work (or such other period as the Parties may agree from time to time). Within ten (10) Working Days of receipt of such notice (or such other period as the Parties may agree from time to time) the Company shall inspect the Site or the relevant part of the Site where remedial works have been carried out and if it is satisfied that the Site or part of the Site is now safe and suitable shall notify the Customer of the same in writing. Following the issue of such a notice by the Company the Jointing Teams shall resume the performance of the Connection Services at the Site or relevant part of the Site. The Customer shall pay to the Company its additional Costs of carrying out any inspections pursuant to this Clause 3.10. 3.11 3.12 The members of the Jointing Teams shall be selected by the Company in its absolute discretion and from time to time may be replaced by the Company in its absolute discretion. The Customer may at no cost or expense to the Customer at any time require the Company to remove or cause to be removed from the provision of the Connection Services any person engaged on or in connection with the Connection Services if, acting reasonably, the Customer considers that such person poses a risk to health and safety. Any person so removed from the provision of the Connection Services shall not be re-engaged in the provision of the Connection Services without the prior written approval of the Customer such approval shall not be unreasonably withheld or delayed. 3.12 3.13 For the avoidance of doubt, the Jointing Teams shall not become employees of the Customer by virtue of anything contained in the Contract.

Appears in 1 contract

Samples: Jointing Teams Agreement

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