Vessels (A) All of the vessels described in the Registration Statement, the General Disclosure Package and the Prospectus, except for the Contracted Vessels (each of which a Subsidiary has contracted to acquire), are owned directly by Subsidiaries); each of the vessels listed on Schedule F-1 (the “Owned Vessels”) hereto has been duly registered as a vessel under the laws and regulations and flag of the jurisdiction set forth opposite its name on Schedule F-1 in the sole ownership of the Subsidiary set forth opposite its name on Schedule F-1 and no other action is necessary to establish and perfect such entity’s title to and interest in such vessel as against any charterer or third party; each such Subsidiary has good title to the applicable Owned Vessel, free and clear of all mortgages, pledges, liens, security interests and claims and all defects of the title of record except for those liens arising under Credit Facilities, each as disclosed in the Registration Statement, the General Disclosure Package and the Prospectus, and such other encumbrances which would not, in the aggregate, result in a Material Adverse Effect; and each such Owned Vessel is in good standing with respect to the payment of past and current taxes, fees and other amounts payable under the laws of the jurisdiction where it is registered as would affect its registry with the ship registry of such jurisdiction except for failures to be in good standing which would not, in the aggregate, result in a Material Adverse Effect. Upon delivery to and acceptance by the relevant Subsidiary under the MoAs and the Newbuilding Contracts described in the Registration Statement, General Disclosure Package and Prospectus, each of the vessels listed on Schedule F-2 hereto and specified as being under contract (the “Contracted Vessels”) for delivery to and acceptance by a Subsidiary will be duly registered as a vessel under the laws of the jurisdiction set forth opposite its name on Schedule F-2, or under the laws of a generally accepted shipping industry flag jurisdiction, in the sole ownership of the Subsidiary set forth opposite its name on Schedule F-2, on such date, each such Subsidiary will have good title to the applicable Contracted Vessel, free and clear of all mortgages, pledges, liens, security interests, claims and all defects of the title of record, except for any mortgages, pledges, liens, security interests or claims arising from any financing arrangement which the Company or Subsidiary may enter to finance the acquisition of the Contracted Vessel and except such encumbrances which would not, in the aggregate, result in a Material Adverse Effect; and each such Contracted Vessel will be in good standing with respect to the payment of past and current taxes, fees and other amounts payable under the laws of the jurisdiction where it is registered as would affect its registry with the ship registry of such jurisdiction.
(B) Each Owned Vessel is, and the Company will use reasonable commercial efforts to ensure that each Contracted Vessel will be, operated in compliance with the rules, codes of practice, conventions, protocols, guidelines or similar requirements or restrictions imposed, published or promulgated by any Governmental Authority, classification society or insurer applicable to the respective vessel (collectively, “Maritime Guidelines”) and all applicable international, national, state and local conventions, laws, regulations, orders, Governmental Licenses and other requirements (including, without limitation, all Environmental Laws), except where such failure to be in compliance would not have, individually or in the aggregate, a Material Adverse Effect. The Company and each applicable Subsidiary are, and with respect to the Contracted Vessels will be, qualified to own or lease, as the case may be, and operate such vessels under all applicable international, national, state and local conventions, laws, regulations, orders, Governmental Licenses and other requirements (including, without limitation, all Environmental Laws) and Maritime Guidelines, including the laws, regulations and orders of each such vessel’s flag state, except where such failure to be so qualified would not have, individually or in the aggregate, a Material Adverse Effect.
(C) Each Owned Vessel is, and each Contracted Vessel will be, classed by any of Lloyd’s Register of Shipping, American Bureau of Shipping, Det Norske Veritas or a classification society which is a full member of the International Association of Classification Societies and each Owned Vessel is, and the Company will use reasonable commercial efforts to ensure each Contracted Vessel will be, in class with valid class and trading certificates, without any overdue recommendations.
Passengers THE CARRIER shall be liable for damages resulting from death or bodily injury to a Passenger by the sole reason that the act which caused the damages took place on board the aircraft or during boarding or deboarding the aircraft.
Loading RPMG shall schedule the loading and shipping of all outbound corn oil purchased hereunder, but all labor and equipment necessary to load trucks and rail cars and other associated costs shall be supplied and borne by Producer without charge to RPMG. Producer shall handle the corn oil in a good and workmanlike manner in accordance with RPMG’s written requirements and normal industry practice. Producer shall maintain the truck and rail loading facilities in safe operating condition in accordance with normal industry standards and shall visually inspect all trucks and rail cars to assure (i) cleanliness so as to avoid contamination, and (ii) that such trucks and railcars are in a condition suitable for transporting the corn oil. RPMG and RPMG’s agents shall have adequate access to the Ethanol Facility to load Producer’s corn oil on an industry standard basis that allows RPMG to economically market Producer’s corn oil. RPMG’s employees shall follow all reasonable safety rules and procedures promulgated by Producer and provided to RPMG reasonably in advance and in writing. Producer shall supply product description tags, certificates of analysis, bills of lading and/or material safety data sheets that are applicable to all shipments. In the event that Producer fails to provide the labor, equipment and facilities necessary to meet RPMG’s loading schedule, Producer shall be responsible for all costs and expenses, including without limitation actual demurrage and wait time, incurred by RPMG resulting from or arising in connection with Producer’s failure to do so.
Outages 9.7.1.1 Outage Authority and Coordination. Interconnection Customer and Transmission Owner may each in accordance with Good Utility Practice in coordination with the other Party and Transmission Provider remove from service any of its respective Interconnection Facilities, System Protection Facilities, Network Upgrades, System Protection Facilities or Distribution Upgrades that may impact the other Party’s facilities as necessary to perform maintenance or testing or to install or replace equipment. Absent an Emergency Condition, the Party scheduling a removal of such facility(ies) from service will use Reasonable Efforts to notify one another and schedule such removal on a date and time mutually acceptable to the Parties. In all circumstances, any Party planning to remove such facility(ies) from service shall use Reasonable Efforts to minimize the effect on the other Parties of such removal.
Shipments The Vendor shall ship, deliver or provide ordered products or services within a commercially reasonable time after the receipt of the order from the TIPS Member. If a delay in said delivery is anticipated, the Vendor shall notify TIPS Member as to why delivery is delayed and shall provide an estimated time for completion of the order. TIPS or the requesting entity may cancel the order if estimated delivery time is not acceptable or not as agreed by the parties.
Flextime
(a) For the purpose of this agreement, flextime means the hours worked by an employee, or group of employees, who are given authority by the Employer to:
(1) choose their starting and finishing times; and
(2) choose their length of workday within a stated maximum number of hours, subject to meeting the required annual hours of work in accordance with this agreement, through a specified averaging period.
(b) The full-time employee on flextime who has a day of absence, whether with or without pay, will be deemed to be absent for the agreed upon hours, providing at least the agreed upon hours are required to complete the averaging period. If less than the agreed upon hours are required to complete the averaging period, such number of hours will be deemed to be the hours of absence.
(c) The averaging period for employees on flextime will be two pay periods.
(d) The workday for those employees on flextime will not exceed 10 hours.
Extra Hours For the purpose of Clause 20.13, extra hours means any hours available to be worked in excess of an employee’s regular schedule. The Corporation shall determine the extra hours it requires in each circumstance, and offer such hours to employees working in that Post Office in accordance with the provisions of this Clause.
(a) On each occasion that extra hours are to be worked, opportunities to work the extra hours are to be offered to employees who notify the Postmaster beforehand of their availability, on the basis of the first opportunity to the employee who works the greatest number of regularly scheduled hours per week, last opportunity to the employee who works the least number of regularly scheduled hours per week.
(b) Where two (2) or more employees are working the same number of hours per week, the opportunity shall be first offered to the employee with the longest continuous employment in that Post Office save that an employee who was formerly full-time and whose hours were reduced in accordance with Clause 12.05(a)(i) shall have priority.
(i) In the application of this Clause, it is understood that a Part-Time Assistant shall be granted an opportunity to work extra hours provided that the extra hours do not conflict with her regular schedule, and provided she does not work more than eight (8) hours per day, or forty (40) hours per week.
(ii) Subject to Clause 20.13(c)(i) the Part-Time Assistant who is granted the first opportunity to work extra hours should, while the opportunity lasts, end up working a total number of hours that is not less than the total number of hours worked by the Part-Time Assistant who accepts the second opportunity, and so on for each subsequent opportunity granted.
(d) Where all the extra hours to be worked cannot be covered by application of the principle expressed in (a), employees may be assigned to work the extra hours that cannot be covered, and/or those hours may be covered by other means.
(e) Application of this Clause entails no obligation on the part of the Corporation for equal distribution of extra hours.
Handover 14.1 It is a fundamental requirement by SANParks that the transfer of the AENP Xxxx Braai Facility is undertaken on the basis that:
14.1.1 there is no or minimal disruption in the provision of goods and services to visitors to the Protected Area and includes use of vehicles for products on offer to visitors to the Protected Area;
14.1.2 any structural alterations do not cause the AENP Xxxx Braai Facility to be closed unless alternatives are provided (unless it was closed in any event);
14.1.3 the handover shall be undertaken in such a manner to cause the least disruption and/or intrusion to SANParks and employees and then only in a manner which is mutually acceptable to both SANParks and the Private Party;
14.1.4 the Business will be conducted in the usual manner throughout the Handover Period; and
14.1.5 SANParks shall not be liable for any claims or actions which arise during the Handover Period irrespective of the cause or nature of same.
14.2 During the Handover Period:
14.2.1 the Private Party and SANParks shall co-operate and work together to achieve an effective transfer of control and management of AENP Xxxx Braai Facility to the Private Party on the Operation Commencement Date;
14.2.2 the Private Party shall be entitled to nominate one or more representatives to be stationed at the AENP Xxxx Braai Facility , to work with SANParks management to effect a smooth handover. The Private Party’s representatives shall however have no authority in relation to SANParks operations or employees during the Handover Period.
14.3 On the Operation Commencement Date, the Private Party shall assume full responsibility under this PPP Agreement for the operations, and expenses thereof, relating to the AENP Xxxx Braai Facility , and be entitled to the fruits hereof.
Operators Any and all Operators of the Equipment shall be duly experienced, trained and qualified to operate Equipment of this type. Although We may, from time to time, recommend certain qualified Operators with whom We are familiar, We do not supply Operators. You must supply and employ any Operator who operates the Equipment (even if the Operator is the owner of the Equipment or owner of a company that owns the Equipment) and that Operator shall be deemed to be Your employee and acting under Your supervision or control for all purposes and shall be covered as an insured on all of Your applicable insurance policies.
Other Methods of Procurement of Goods and Works The following table specifies the methods of procurement, other than International Competitive Bidding, which may be used for goods and works. The Procurement Plan shall specify the circumstances under which such methods may be used:
(a) National Competitive Bidding (b) Shopping (c) Direct Contracting
