VARIATION TO THE SERVICES Sample Clauses

VARIATION TO THE SERVICES. 5.1 Mosscliff shall carry out and perform any variation to the Services required for the management of the Project that is reasonably requested from time to time by the Company. A variation to the Services will include any change, addition, omission or substitution to the Services or the alteration of the kind or standard of the Services which may be requested other than as a result of any negligent or wrongful act or omission of Mosscliff, but shall not include any variation pursuant to the Company’s rights under clause 5.5 of this Agreement. 5.2 If Mosscliff shall at any time be requested to perform a service that it believes to be a variation, it shall before carrying out the variation give to the Company a written estimate of the fee for the variation, including the basis for its calculation (the “Estimate”) (taking into account any reduction in work or other expense which might also occur as a result of the circumstances giving rise to the variation) as soon as practicable and in any event within ten (10) Business Days of the variation being requested. 5.3 Upon receipt of the Estimate the Company shall, at its discretion: (a) seek additional information relating to the Estimate; (b) confirm the Estimate, in which case Mosscliff shall perform the variation as part of the Services and the Fees shall be adjusted accordingly; (c) withdraw the request; or (d) dispute the Estimate, in which case the Parties shall seek to agree the Estimate and change the Fees. If no agreement can be reached within twenty (20) Business Days of receipt of the Estimate, the variation shall not proceed and the Company shall be free to procure the variation from another source. 5.4 The Parties agree that the terms of Schedule 1 are intended to cover the scope of the Services where Mosscliff is the provider of the EPC and O&M Agreement services to the Company. In the event that the EPC and O&M Agreement services are to be provided by a third party, the Parties shall review the scope of Schedule 1 and agree revisions to it in good faith. Should the Parties fail to agree this Agreement may be terminated in accordance with clause 10.3 of this Agreement. The provisions of this clause 5.4 are without prejudice to and shall not apply to any variation of the scope of Schedule 1 pursuant to the Company’s rights under clause 5.5 of this Agreement. 5.5 the Company may upon written notice to Mosscliff cause the Commercial Back Office Services to be excluded from the Services, provided that ...
Sample 1Sample 2Sample 3
AutoNDA by SimpleDocs
VARIATION TO THE SERVICES. 17.1 The Company may at any time issue a Variation Order and the Consultant must carry out the Services as varied by such Variation Order as if the Services were originally defined in this Agreement to be the Services as varied. 17.2 If the Consultant becomes aware that a service is required which is additional to the Services, or that there is a need to vary the Services, the Consultant must immediately notify the Company in writing giving details of the nature and extent of the variation. 17.3 Subject to clauses 17.4 and 17.5, the Company and Consultant must agree in writing the scope and extent of the Variation before the Consultant carries out the varied Services. 17.4 Where the Company issues a Variation Order in respect of a Head Contract Variation, clause 17.3 will not apply and the Consultant must carry out the varied Services as directed in such Variation Order. 17.5 The Company may require the Consultant to provide a quotation for a proposed Variation before it issues a Variation Order for that Variation (Variation Quotation). 17.6 The Consultant must provide the Variation Quotation to the Company as soon as practicable after receipt of the Company’s request, and at its own cost. 17.7 A Variation Quotation must include particulars of the effect (if any) on the Contract Sum and the Program for the completion of the Services. 17.8 A Variation is to be valued by agreement between the Company and the Consultant. Failing agreement, the Company will determine a reasonable value using the rates set out in Schedule B, where applicable. All payments for Variations must be claimed and made in accordance with clauses 19.0. 17.9 Despite any other provision of this Agreement, the Company is not liable to pay for any Variation unless the scope and extent of the Variation has been agreed in accordance with clause 17.3.
Sample 1Sample 2
VARIATION TO THE SERVICES. The Consultant shall include in the Notice details of how the Consultant considers that the instruction or direction constitutes a Variation, and also details of the estimated impact upon the Programme and cost of the Services for such matters. The Consultant shall provide full supporting evidence with the Notice. Within fourteen (14) days of receipt of the Notice the Client shall either issue a Variation Notice, or cancel the instruction or direction, or state by issue of a further Notice why the Client considers the instruction, direction or circumstance does not constitute a Variation to the Services, and where the Client fails to respond to the Consultant with either a Variation Notice or a further Notice within such period, he shall be deemed to have notified the Consultant that the instruction, direction or circumstance does not constitute a Variation to the Services. In such case the Consultant shall comply with and be bound by such further Notice unless the Consultant refers the matter as a Dispute under Clause 10 [Disputes and Arbitration] within seven (7) days of receipt of such further Notice or (where the Client fails to respond to the Consultant's initial Notice) upon the expiry of the fourteen (14) day period referred to above.
Sample 1
VARIATION TO THE SERVICES. (a) Either Yonder or the Client may request a meeting to discuss a variation in the Services and/or fees and charges payable under these Terms and, if either party does so, authorised representatives of each of Yonder and the Client must meet as soon as practicable, and not later than thirty
Sample 1
VARIATION TO THE SERVICES. The Company shall carry out and perform any variation to the Services required as requested from time to time by the Council. A variation to the Services will include any change, addition, omission or substitution to the Services or the alteration of the kind or standard of the Services which may be requested other than as a result of any negligent or wrongful act or omission of the Company.
Sample 1
VARIATION TO THE SERVICES. You may at any time request us to vary the Services provided to You or to provide additional Services (Amended Services). Where any request for Amended Services is received, we will provide a Proposal detailing: i. the scope of the proposed Amended Services; ii. our estimated fees and reasonably identifiable costs for the Amended Services; iii. any special terms and conditions referable to the provision of the Amended Services; and iv. any other information we think reasonably necessary in connection with the proposed provision of the Amended Services. On Your acceptance of a Proposal for Amended Services, the terms of that Proposal will become part of Your Services Agreement and we will commence providing the Amended Services in accordance with that agreement. We will not be obliged to provide any Amended Services unless and until You have accepted the relevant Proposal. You agree that we may be entitled to charge You fees at our standard hourly rates from time to time: i. where You request us to commence any Amended Services prior to Your acceptance of the relevant Proposal, from the time that work commences; or ii. with Your agreement, where significant work is required to be undertaken to scope the proposed Amended Services or determine the manner in which the proposed Amended Services may be provided. We may at any time give notice to You that we: i. wish to vary the Services provided to You, or recommend additional Services to You; or
Sample 1
VARIATION TO THE SERVICES. The Management Services Company shall carry out and perform any variation to the Services required for the implementation of the Project requested from time to time by the Project Companies. A variation to the Services will include any change, addition, omission or substitution to the Services or the alteration of the kind or standard of the Services which may be requested other than as a result of any negligent or wrongful act or omission of the Management Services Company. If the Management Services Company shall at any time be requested to perform a service that it believes to be a variation, it shall before carrying out the variation give to the Project Companies a written estimate of the fee for the variation (the “Estimate”) (taking into account any reduction in work or other expense which might also occur as a result of the circumstances giving rise to the variation) within twenty (20) Business Days of the variation being requested. Upon receipt of the Estimate the Project Companies shall either: seek additional information relating to the Estimate; confirm the Estimate, in which case the Management Services Company shall perform the variation as part of the Services and the Fee shall be adjusted accordingly; withdraw the request; or dispute the Estimate, in which case the Parties shall seek to agree the Estimate and change to the Fee. If no agreement can be reached within twenty (20) Business Days of receipt of the Estimate, the variation shall not proceed and the Project Companies shall be free to procure the variation from another source.
Sample 1
AutoNDA by SimpleDocs

Related to VARIATION TO THE SERVICES

  • Changes to the Services We provide Services in a multi- user environment and must therefore reserve the right to modify and discontinue Services. We may modify a Service at any time without degrading its functionality or security features For current subscriptions, we may degrade the functionality of a Service or discontinue a Service only in case of (i) legal requirements; (ii) changes in the Services imposed by Siemens’ subcontractors; (iii) the termination of our relationship with a provider of software and/or services used by us which are material for the provision of such Service; (iv) lack of customer acceptance; and/or (v) security risks. We will notify you of any material degradation of functionality or the discontinuation of a Service and the effective date at least 80 days prior to such change, and you may terminate the modified Service 30 days prior to the change effective date. In the event of such termination or discontinuation of a Service, we will refund any prepaid amounts for the applicable Service on a pro-rata basis for the remaining Subscription Term. We do not maintain prior versions of a Service.

  • B1 The Services The Contractor shall supply the Services during the Contract Period in accordance with the Authority’s requirements as set out in the Specification and the provisions of the Contract in consideration of the payment of the Contract Price. The Authority may inspect and examine the manner in which the Contractor supplies the Services at the Premises during normal business hours on reasonable notice.

  • Access to the Services ID’s for access to Vendor Core Research and Analyst Inquiry may not be shared. Access to the Services is restricted to the number of named individuals (each a “Licensed User”) as identified in the Customer Purchase Order.

  • Use of the Services 1.1 We will make the Oracle services listed in Your order (the “Services”) available to You pursuant to this Agreement and Your order. Except as otherwise stated in this Agreement or Your order, You have the non- exclusive, worldwide, limited right to use the Services during the period defined in Your order, unless earlier terminated in accordance with this Agreement or Your order (the “Services Period”), solely for Your internal business operations. You may allow Your Users (as defined below) to use the Services for this purpose, and You are responsible for their compliance with this Agreement and Your order. 1.2 The Service Specifications describe and govern the Services. During the Services Period, we may update the Services and Service Specifications (with the exception of the Data Processing Agreement as described below) to reflect changes in, among other things, laws, regulations, rules, technology, industry practices, patterns of system use, and availability of Third Party Content (as defined below). Oracle updates to the Services or Service Specifications will not materially reduce the level of performance, functionality, security or availability of the Services during the Services Period of Your order. 1.3 You may not, and may not cause or permit others to: (a) use the Services to harass any person; cause damage or injury to any person or property; publish any material that is false, defamatory, harassing or obscene; violate privacy rights; promote bigotry, racism, hatred or harm; send unsolicited bulk e-mail, junk mail, spam or chain letters; infringe property rights; or otherwise violate applicable laws, ordinances or regulations; (b) perform or disclose any benchmarking or availability testing of the Services; (c) perform or disclose any performance or vulnerability testing of the Services without Oracle’s prior written approval, or perform or disclose network discovery, port and service identification, vulnerability scanning, password cracking or remote access testing of the Services; or (d) use the Services to perform cyber currency or crypto currency mining ((a) through (d) collectively, the “Acceptable Use Policy”). In addition to other rights that we have in this Agreement and Your order, we have the right to take remedial action if the Acceptable Use Policy is violated, and such remedial action may include removing or disabling access to material that violates the policy.

  • Compensation to the Sub-Adviser For the services to be provided by the Sub-Adviser pursuant to this Agreement, the Adviser will pay the Sub-Adviser, and the Sub-Adviser agrees to accept as full compensation therefor, a sub-advisory fee at the rate specified in Schedule B which is attached hereto and made part of this Agreement. The fee will be calculated based on the average daily value of the Assets under the Sub-Adviser's management and will be paid to the Sub-Adviser monthly. Except as may otherwise be prohibited by law or regulation (including any then current SEC staff interpretation), the Sub-Adviser may, in its discretion and from time to time, waive a portion of its fee.

  • Information to the Union 16-5.1 The Board shall make available to the Union upon request and with reasonable time to respond any reasonable information, statistics, and records which are relevant to negotiations, grievances, or necessary for the proper and legitimate enforcement of the terms of this Agreement. A copy of the annual Audit and Budget shall be sent to the Union President when available. 16-5.2 The President shall be furnished a copy of the agenda of every Board meeting three (3) days in advance of each regular meeting and notice of a special meeting as well as resolutions duly adopted at the last meeting. 16-5.3 Form 31 and all supplements thereto and the public school budget prescribed by the Commissioner of Education under the provisions of Section 26, Chapter 7 of Title 16, General Laws of 1956, as amended, shall be delivered to the Union President no later than ten (10) days after the filing of such reports with the Department of Education. A copy of the itemized annual budget shall be delivered to the President of the Union within ten (10) days after approval by the Board. 16-5.4 Two (2) copies of any and all notices sent to teachers by the Board or by any of its administrative agents shall be sent to the Union Office. Also, two (2) copies of any and all job postings by the Board or by any of its administrative agents shall be sent to the Union office.

  • Consideration to the Company In consideration of the grant of the Option by the Company, the Participant agrees to render faithful and efficient services to the Company or any Subsidiary. Nothing in the Plan or this Agreement shall confer upon the Participant any right to continue in the employ or service of the Company or any Subsidiary or shall interfere with or restrict in any way the rights of the Company and its Subsidiaries, which rights are hereby expressly reserved, to discharge or terminate the services of the Participant at any time for any reason whatsoever, with or without Cause, except to the extent expressly provided otherwise in a written agreement between the Company or a Subsidiary and the Participant.

  • SERVICES TO THE COMPANY In consideration of the Company’s covenants and obligations hereunder, Indemnitee will serve or continue to serve as an officer, director, advisor, key employee or in any other capacity of the Company, as applicable, for so long as Indemnitee is duly elected or appointed or retained or until Indemnitee tenders his or her resignation or until Indemnitee is removed. The foregoing notwithstanding, this Agreement shall continue in full force and effect after Indemnitee has ceased to serve as a director, officer, advisor, key employee or in any other capacity of the Company, as provided in Section 17. This Agreement, however, shall not impose any obligation on Indemnitee or the Company to continue Indemnitee’s service to the Company beyond any period otherwise required by law or by other agreements or commitments of the parties, if any.

  • Provision of the Services The Supplier acknowledges and agrees that the Customer relies on the skill and judgment of the Supplier in the provision of the Services and the performance of its obligations under this Call Off Contract. The Supplier shall ensure that the Services: comply in all respects with the description of the Services in Call Off Schedule 2 ( Services) or elsewhere in this Call Off Contract; and are supplied in accordance with the provisions of this Call Off Contract (including the Call Off Tender) and the Tender. The Supplier shall perform its obligations under this Call Off Contract in accordance with: all applicable Law; Good Industry Practice; the Standards; the Security Policy; the ICT Policy (if so required by the Customer); and the Supplier's own established procedures and practices to the extent the same do not conflict with the requirements of Clauses 7.1.3(a) to 7.1.3(e). The Supplier shall: at all times allocate sufficient resources with the appropriate technical expertise to supply the Deliverables and to provide the Services in accordance with this Call Off Contract; subject to Clause 22.1 (Variation Procedure), obtain, and maintain throughout the duration of this Call Off Contract, all the consents, approvals, licences and permissions (statutory, regulatory contractual or otherwise) it may require and which are necessary for the provision of the Services; ensure that any services recommended or otherwise specified by the Supplier for use by the Customer in conjunction with the Deliverables and/or the Services shall enable the Deliverables and/or the Services to meet the requirements of the Customer; ensure that the Supplier Assets will be free of all encumbrances (except as agreed in writing with the Customer); ensure that the Services are fully compatible with any Customer Property or Customer Assets described in Call Off Schedule 4 (Implementation Plan) (or elsewhere in this Call Off Contract) or otherwise used by the Supplier in connection with this Call Off Contract; minimise any disruption to the Sites and/or the Customer's operations when providing the Services; ensure that any Documentation and training provided by the Supplier to the Customer are comprehensive, accurate and prepared in accordance with Good Industry Practice; co-operate with the Other Suppliers and provide reasonable information (including any Documentation), advice and assistance in connection with the Services to any Other Supplier and, on the Call Off Expiry Date for any reason, to enable the timely transition of the supply of the Services (or any of them) to the Customer and/or to any Replacement Supplier; assign to the Customer, or if it is unable to do so, shall (to the extent it is legally able to do so) hold on trust for the sole benefit of the Customer, all warranties and indemnities provided by third parties or any Sub-Contractor in respect of any Deliverables and/or the Services. Where any such warranties are held on trust, the Supplier shall enforce such warranties in accordance with any reasonable directions that the Customer may notify from time to time to the Supplier; provide the Customer with such assistance as the Customer may reasonably require during the Call Off Contract Period in respect of the supply of the Services; deliver the Services in a proportionate and efficient manner; ensure that neither it, nor any of its Affiliates, embarrasses the Customer or otherwise brings the Customer into disrepute by engaging in any act or omission which is reasonably likely to diminish the trust that the public places in the Customer, regardless of whether or not such act or omission is related to the Supplier’s obligations under this Call Off Contract; and gather, collate and provide such information and co-operation as the Customer may reasonably request for the purposes of ascertaining the Supplier’s compliance with its obligations under this Call Off Contract. An obligation on the Supplier to do, or to refrain from doing, any act or thing shall include an obligation upon the Supplier to procure that all Sub-Contractors and Supplier Personnel also do, or refrain from doing, such act or thing. This Clause 8 shall apply if any Services have been included in Annex 1 of Call Off Schedule 2 (Services).

  • Confirmation to the Company If acting as sales agent hereunder, the Agent will provide written confirmation to the Company no later than the opening of the Trading Day next following the Trading Day on which it has placed Shares hereunder setting forth the number of shares sold on such Trading Day, the corresponding Sales Price and the Issuance Price payable to the Company in respect thereof.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!