Use of Third Parties. Except as may be expressly agreed to in writing by the State Entity, Contractor shall not subcontract, assign, delegate or otherwise permit anyone other than Contractor or Contractor's personnel to perform any of Contractor's obligations under this Contract or any of the work subsequently assigned under this Contract. No subcontract which Contractor enters into with respect to performance of obligations or work assigned under the Contract shall in any way relieve Contractor of any responsibility, obligation or liability under this Contract and for the acts and omissions of all subcontractors, agents, and employees. All restrictions, obligations and responsibilities of the Contractor under the Contract shall also apply to the subcontractors. Any contract with a subcontractor must also preserve the rights of the State Entity. The State Entity shall have the right to request the removal of a subcontractor from the Contract for good cause.
Use of Third Parties. The Agency acknowledges that the Contractor may contract with third parties for the performance of any of the Contractor’s obligations under this Contract. The Contractor shall notify the Agency in writing of all subcontracts relating to Deliverables to be provided under this Contract prior to the time the subcontract(s) become effective. The Agency reserves the right to review and approve all subcontracts. The Contractor may enter into these contracts to complete the project provided that the Contractor remains responsible for all Deliverables provided under this Contract. All restrictions, obligations and responsibilities of the Contractor under this Contract shall also apply to the subcontractors and the Contractor shall include in all of its subcontracts a clause that so states. The Agency shall have the right to request the removal of a subcontractor from the Contract for good cause.
Use of Third Parties. Grantee may enter into contracts or subcontracts for the provision or delivery of services related to the Project. Any such contract or subcontract shall be in writing and shall in no way alter the terms and conditions of this Agreement. All contracts or subcontracts shall be subject to the terms and conditions of this Agreement. No, contractor, subcontract, or other delegation of work shall relieve or discharge Grantee from any obligation, provision, or liability under this Agreement. Grantee shall remain responsible for such performance and shall be fully responsible and liable for all acts or omissions of any Grantee Contractors or Grantee Personnel. Any action of a Grantee Contractor or Grantee Personnel, which, if done by Grantee, would constitute a breach of this Agreement, shall be deemed a breach by Grantee and have the same legal effect. The term “Grantee” as used in this Agreement shall, unless the context clearly requires to the contrary, be deemed to include Grantee Contractors and Grantee Personnel. Grantee shall be solely responsible and liable for any and all payments that may be due Grantee Contractors and Grantee Personnel pursuant to any contract or subcontract. Grantee shall indemnify and hold harmless the State, the Office, and any officers, directors, employees, officials, and agents of either of the foregoing from and against any and all claims, demands, liabilities, suits, actions, damages, losses, taxes, penalties, costs and expenses of every kind and nature whatsoever arising out of, resulting from, or in any way related to Grantee’s breach of any contract or subcontract into which it enters, including Grantee’s failure to pay any and all amounts due to any Grantee Contractor or Grantee Personnel. If Grantee fails, neglects, or refuses to pay promptly, as due, any claim for labor or services furnished to Grantee or any Grantee Contractor or Grantee Personnel in connection with the Project, the Office may pay such claim and charge the amount of the payment against funds due or to become due Grantee under this Agreement. The payment of a claim in such manner shall not relieve Grantee or its surety from any obligation with respect to any unpaid claims. All contracts or subcontracts shall contain provisions which allow the Office or its designee to access books, documents, and records and for inspections of work of Grantee Contractors or Personnel, as required of Grantee herein.
Use of Third Parties. BMS may retain Third Parties to perform Development activities subject to the terms of this Agreement. Any such Third Parties performing Development activities hereunder shall be subject to confidentiality and non-use obligations consistent with those set forth in this Agreement. BMS shall remain responsible and liable for the performance by its Affiliates or permitted Third Party contractors of those of its obligations under this Agreement that it (sub)licenses or delegates to an Affiliate or Third Party contractor.
Use of Third Parties. DIR may elect to solicit and receive bids from third parties to perform any New Services. If DIR elects to use third parties to perform New Services, (i) such New Services shall not be deemed "Services" under the provisions of this Agreement and (ii) Service Provider shall cooperate with such third parties as provided in Section 4.5.
Use of Third Parties. Service Recipient understands that certain Services may be provided to it by Service Provider in accordance with this Section 2.7 and pursuant to agreements between Service Provider and various Third Parties. To the extent not prohibited by a Third Party and with Service Recipient’s consent not to be unreasonably withheld, conditioned, or delayed, Service Provider will coordinate the provision of Services by the Third Party to Service Recipient and Service Recipient will reasonably cooperate with any Third Party providing Services on behalf of Service Provider in order to facilitate the provision and receipt of such Services.
Use of Third Parties. (a) The parties agree that the Delegating Party and/or the Reporting Party may utilise the services of a Third Party Service Provider to facilitate the provision, processing or submission of Relevant Data or other performance by the Delegating Party or the Reporting Party of its obligations under this Agreement (including but not limited to any service, platform, system, interface or other technology developed by any such Third Party Service Provider for such purpose). If the Reporting Party appoints a Third Party Service Provider, it will, upon request, provide the Delegating Party with the information of such appointment as soon as reasonably practicable. Where the Reporting Party has discretion in selecting a Third Party Service Provider, it will use reasonable care in the selection of the Third Party Service Provider.
(b) Where the Third Party Service Provider is an HSBC Affiliate, the Reporting Party shall procure that the Third Party Service Provider shall comply with the requirements set out in Section 7(a) of these Delegated Reporting Provisions as if references therein to the Reporting Party are to that Third Party Service Provider; further, provided that the remaining provisions of Section 7 (Liability) and the provisions of Section 9 (Indemnity) of these Delegated Reporting Provisions and Section 1 (Confidentiality Waiver) of the General Provisions apply, they shall extend to the services provided by the Third Party Service Provider.
(c) Where both the Delegating Party and the Reporting Party (and/or a Reporting Party Affiliate, as applicable) use the same Platform and where the operator of that Platform provides a service under which it will report on behalf of the Delegating Party and the Reporting Party (and/or a Reporting Party Affiliate, as applicable) any of the Required Details to a Relevant Trade Repository, the Reporting Party may require the Delegating Party, and the Delegating Party agrees, to use that service to report those details, and to sign all such documents and do all such other acts and things as the Platform or the Reporting Party may require in order for the Delegating Party to use that service. All the Required Details that a Platform undertakes to report to a Relevant Trade Repository on behalf of the Delegating Party and the Reporting Party (and/or a Reporting Party Affiliate, as applicable) do not form part of the Relevant Data.
(d) In accordance with the Procedures Manual, the Reporting Party may require the Delegating...
Use of Third Parties. Either Party shall have the right to use the services of any Third Party to perform its obligations under the Research Plan to the extent that such Third Party is specifically approved in the Research Plan or otherwise approved by the JRC, provided that any permitted Third Party must have entered into a written agreement with such Party that includes terms and conditions (i) protecting and limiting use and disclosure of Confidential Information comparable to the requirements under this Agreement and (ii) requiring the Third Party and its personnel to assign to such Party all right, title and interest in and to any intellectual property (and intellectual property rights) created or conceived in connection with performance of subcontracted activities that if such activities had been performed by such Party, would be subject to a license granted by such Party to the other Party hereunder. Each Party shall remain at all times fully liable for its responsibilities under this Agreement.
Use of Third Parties. Your use of services, equipment, software, servers, systems, materials, suppliers or resources of third parties will not affect or limit your obligations under this Agreement. Any third party You retain, engage, pay, or in any use in connection with any transactions arising out of or relating to this Agreement are solely your responsibility. Thus, if any third party You engage, retain or use violates any Operating Regulation or Data Security Regulation while performing any service, taking any action, or failing to take any action arising out of or relating to this Agreement or any transaction contemplated by this Agreement, You are fully and solely responsible for that violation.
Use of Third Parties. 4.2.1 DIR (and DIR Customer) Right of Use
(a) Notwithstanding anything to the contrary contained in this Agreement, Successful Respondent acknowledges and agrees that:
(i) this is not a requirements contract and DIR and the DIR Customers shall not be required to obtain their requirements for any of the Services from Successful Respondent; and
(ii) Successful Respondent is not the exclusive provider to DIR or the DIR Customers of any of the Services and DIR and the DIR Customers may at any time themselves and/or through third parties (each, a "DIR Contractor") provide and/or obtain any services (including services to supplement, replace, or render unnecessary the Services).
(b) Nothing in this Agreement shall be construed or interpreted as limiting DIR's right or ability to add or delete DIR Customers, or DIR's or any DIR Customer's right or ability during the Term to change requirements, move parts of Services in and out of scope, or to increase or decrease their demand for Services. To the extent DIR or a DIR Customer obtains from DIR Contractors, or provides to itself, any of the Services, the Charges and Termination Charges, if any, shall be adjusted downward in accordance with Exhibit 2 Financial Provisions and Pricing, to the extent applicable, or equitably adjusted downward in proportion to the portion of the Services that Successful Respondent shall not be providing to the extent that Exhibit 2 Financial Provisions and Pricing does not provide for such reduction. Such equitable adjustments shall include, if applicable, the unrecovered amounts set forth in Exhibit 2 Financial Provisions and Pricing in proportion to the portion of the Services that Successful Respondent shall not be providing; provided, however, that such unrecovered amounts have been incurred by Successful Respondent in good faith and with a reasonable expectation of providing the Services pursuant to this Agreement.
(c) DIR may elect to solicit and receive bids from third parties to perform any New Services. If DIR elects to use third parties to perform New Services:
(i) such New Services shall not be deemed "Services" under the provisions of this Agreement; and
(ii) Successful Respondent shall cooperate with such third parties as provided in MSA Section 4.2
