TRANSFER OF UNDERTAKING Sample Clauses

TRANSFER OF UNDERTAKING. 46.1 The Parties recognise that the TUPE Regulations apply in respect of the award of the Contract and that for the purposes of those Regulations the undertaking concerned, or each relevant part of the undertaking, shall transfer to the Contractor on the Commencement of the Contract Period in respect of that undertaking or relevant part of the undertaking. 46.2 The Contractor shall indemnify the Authority against any claim made against the Authority at any time by any person currently or previously employed by the Authority or by the Contractor for breach of contract, loss of office, unfair dismissal, redundancy, loss of earnings or otherwise (and all damages, penalties, awards, legal costs, expenses and any other liabilities incurred by the Authority) resulting from any act or omission of the Contractor after the commencement of the Contract Period, except where such claim arises as a result of any breach of obligations (whether contractual, statutory, at common law or otherwise) by the Authority arising or accruing before the Commencement of the Contract Period. 46.3 The Contractor shall indemnify the Authority from and against any cost (including reasonable legal costs), claim, liability, demand, expense or other legal recourse arising out of or in connection with any claim by any person or any appropriate representative of that person relating to any failure by the Contractor to comply with the obligations of Regulation 13 of the TUPE Regulations. 46.4 The Contractor shall comply with the TUPE Regulations, all Codes of Practice, Statements of Practice and/or other relevant guidance on workforce matters relating to public sector service contracts and shall indemnify the Authority from and against any cost (including reasonable legal costs), claim, liability, demand, expense or other legal recourse arising out of or in connection with any claim by any person or any appropriate representative of that person relating to any failure by the Contractor to comply with the TUPE Regulations and/or any such relevant Code of Practice, Statement of Practice or other guidance.

TRANSFER OF UNDERTAKING. 11.1.1 Application of clause Clause 12.1 applies in the event that the Employer proposes to restructure (as defined in section 69OI of the Employment Relations Act 2000), and the work you perform may or will be performed for or by a new employer. 11.1.2 Employer’s obligations The Employer will: (a) schedule talks with the new employer (b) tell you about the upcoming talks and the intended timeframes (c) tell you what will generally be discussed (d) arrange for representatives of the Employer to engage in the talks with the new employer (e) subject to any statutory, commercial confidence or privacy issues, give the new employer all information about affected employees, including details of terms and conditions of employment (f) encourage the new employer to offer all affected employees jobs with generally the same or better terms and conditions (g) report back to you on the outcome of the meetings to the extent they relate to you. 11.1.3 If transfer of employment does not occur (a) Whether you are offered ongoing employment, and on what terms and conditions, will ultimately be the decision of the new employer. (b) If you do not transfer to the new employer, the Employer will determine what entitlements (if any) are available to you after discussion with you, such as: (i) whether there are any options available to remain in employment with the Employer (ii) your redundancy entitlements under this Agreement (if any), and what this could mean for you, including notice arrangements (iii) whether the Employer can offer any additional support to you, eg a reference. (c) The Employer will consider your comments and confirm in writing the outcome of these discussions to you.

TRANSFER OF UNDERTAKING. 51.1. The Contractor shall indemnify the Authority against any claim made against the Authority at any time by any person currently or previously employed by the Authority or by the Contractor for breach of contract, loss of office, unfair dismissal, redundancy, loss of earnings or otherwise (and all damages, penalties, awards, legal costs, expenses and any other liabilities incurred by the Authority) resulting from any act or omission of the Contractor after the commencement of the Contract Period, except where such claim arises as a result of any breach of obligations (whether contractual, statutory, at common law or otherwise) by the Authority arising or accruing before the Commencement of the Contract Period. 51.2. The Contractor shall indemnify the Authority from and against any cost (including reasonable legal costs), claim, liability, demand, expense or other legal recourse arising out of or in connection with any claim by any person or any appropriate representative of that person relating to any failure by the Contractor to comply with the obligations of Regulation 10 of the TUPE Regulations.

TRANSFER OF UNDERTAKING. 22.1 The Parties recognise that the Transfer of Undertakings (Protection of Employment) Regulations 2006 (the "2006 Regulations") apply in respect of the award of this Agreement and that for the purposes of the 2006 Regulations the undertaking concerned, or any relevant part of the undertaking, shall transfer to the Provider on the Commencement Date. 22.2 The Provider shall comply with the requirements of the 2006 Regulations in respect of the key personnel identified in Schedule 1 (Services) who will have been employed in the undertaking, or relevant part of the undertaking, immediately before its transfer to the Provider 22.3 The Provider shall indemnify the Commissioner against any claim made against the Commissioner at any time by any of the key personnel for breach of contract, loss of office, unfair dismissal, redundancy, loss of earnings or otherwise (and all damages, penalties, awards, legal costs, expenses and other liabilities incurred by the Commissioner) resulting from any act or omission of the Provider on or after the Commencement Date, except where such claim arises as a result of any breach of obligations (whether contractual, statutory, at common law or otherwise) by the Commissioner arising or accruing before the Commencement Date.

TRANSFER OF UNDERTAKING. No employee has transferred or will as a result of any obligation binding on the Company transfer into the employment of the Company by virtue of the Transfer of Undertakings (Protection of Employment) Regulations 2006

TRANSFER OF UNDERTAKING. 5.13.1. The Contractor shall indemnify the Secretariat against any claim made against the Secretariat at any time by any person currently or previously employed by the Secretariat or by the Contractor for breach of contract, loss of office, unfair dismissal, redundancy, loss of earnings or otherwise (and all damages, penalties, awards, legal costs, expenses and any other liabilities incurred by the Secretariat) resulting from any act or omission of the Contractor after the commencement of the Contract, except where such claim arises as a result of any breach of obligations (whether contractual, statutory, at common law or otherwise) by the Secretariat.

TRANSFER OF UNDERTAKING. The Council and the Provider agree that where the identity of the Provider is changed pursuant to the expiration or termination of this Contract, then the change may constitute a Relevant Transfer.

TRANSFER OF UNDERTAKING. In the event of the Company going into voluntary liquidation for the purpose of amalgamation or reconstruction of transferring the whole or any substantial part of its business to any other company, the Executive shall not for that reason, or by reason of any consequent termination of the Employment, have any claim for damages or otherwise for breach of this Agreement so long as the Executive shall be offered employment on terms overall no less favourable than those contained in this Agreement by any company succeeding to the whole or any part of the business of the Company.

TRANSFER OF UNDERTAKING. 40.1 Where reasonably requested to do so either Party shall provide all relevant and up to date information in connection with the Transfer of Undertakings (Protection of Employment) regulations TUPE as the requesting Party may require. 40.2 The Party providing information under Clause 40.1 shall not unreasonably withhold or delay the provision of information requested and shall not knowingly do or omit to do anything that may adversely affect an orderly transfer of responsibility for provision of the Services. 40.3 The Provider shall indemnify the Contracting Authority and/or any successor provider against all reasonable costs, expenses and liabilities incurred as a result of any claim made by any employee of the Provider transferred under TUPE in relation to the expiry or termination of this Agreement or any IPA in respect of their employment with the Provider, or any breach of TUPE Regulations by the Provider, provided that the Provider shall in any such case be given the opportunity at its own cost to defend or settle any such claim. 40.4 Where the expiry or termination of this Agreement or any IPA results in any transfer of any employee of the Provider (or any subcontractor of the Provider), the Contracting Authority shall as a condition of the Agreement in respect of the successor service procure an indemnity from the successor provider against all reasonable costs, expenses and liabilities incurred as a result of any claim made by any such employee in respect of their employment with the successor provider, or any breach of TUPE Regulations by the successor provider, provided that the successor provider shall in any such case be given the opportunity at its own cost to defend or settle any such claim.

TRANSFER OF UNDERTAKING. If upon change of ownership of the establishment an employee enters the service of the new owner or continues his employment in the establishment his service with the previous employer shall be deemed to be continued, where business is sold as a going concern.