Guidance Note Insert details of the Variation]
Guidance notes An express provision along these lines is not always included but Service Providers often request it and it is appropriate to include it. This clause avoids the need to say “the Purchaser does not have rights in this or that” – the default position is no rights unless expressly given. Specially Created Intellectual Property Rights Subject to clause 35, all Intellectual Property Rights in: the Documentation, Source Code and the Object Code of the Specially Written Software; all build instructions, test instructions, test scripts, test data, operating instructions and other documents and tools necessary for maintaining and supporting the Specially Written Software; the Project Specific IPRs; and any other Deliverables and any reports, guidance, specification, instructions, toolkits, plans, data, drawings, databases, patents, patterns, models, designs or other material where such Intellectual Property Rights are prepared by or for the Service Provider on behalf of the Purchaser for use, or intended use, in relation to the performance by the Service Provider of its obligations under this Contract, shall belong to the [Service Provider/Purchaser- Need to adjust as appropriate]. Guidance notes: This clause provides for who is to own the specially created intellectual property rights. The clause should be amended to make it clear whether they are owned by the Service Provider or by the Purchaser. If they are to be owned by the Service Provider then the Purchaser will require appropriate licences to use the rights. This is provided as an option in clause 37.1 (Licences of Intellectual Property Rights). If they are to be owned by the Purchaser then the Service Provider will require a right to use them in order to perform the Services. This is provided as an option in clause 37.5 (Licences of Intellectual Property Rights). Licences of Intellectual Property Rights The Service Provider grants to the Purchaser a royalty-free, irrevocable and non-exclusive licence (with a right to sub-licence) to use any Intellectual Property Rights owned or developed prior to the Commencement Date (including Service Provider Software) for the purposes of delivery of the Services by or for the Service Provider and which the Purchaser reasonably requires in order to enjoy the benefit of the Services including the right to load, execute, store, transmit, display and copy (for the purposes of archiving, backing-up, loading, execution, storage, transmission or display). [The Service Provider grants to the Purchaser a royalty-free, perpetual, irrevocable and non-exclusive licence (with a right to sub-licence) to use any Intellectual Property Rights created under clause 36. Delete if the Purchaser will own the specially created intellectual property rights] The Service Provider must ensure that the third party owner of any Intellectual Property Rights (including Third Party Software) that are or which may be used to perform this Contract grants to the Purchaser a royalty-free, irrevocable and non-exclusive licence (with a right to sub-licence) or, if itself a licensee of those rights, grants to the Purchaser an authorised and equivalently wide sub-licence, to use, reproduce, modify, develop and maintain such Intellectual Property Rights. Such licence or sub-licence must be non-exclusive, perpetual, royalty free and irrevocable. All Software licensed to the Purchaser pursuant to this Contract is set out in (Software Licences).
Uniform Guidance means the Office of Management and Budget Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, which supersedes requirements from OMB Circulars A-21, A-87, A-110, and A-122, OMB Circulars A-89, A-102, and A-133, and the guidance in Circular A-50 on Single Audit Act follow-up. The terms and conditions of the Uniform Guidance flow down to Awards to Subrecipients unless the Uniform Guidance or the terms and conditions of the Federal Award specifically indicate otherwise.
Federal internal revenue code means the internal revenue code of the United States in effect on the last day of the taxpayer's tax year.
Revenue means the price for iron ore from the mineral lease the subject of any shipment or sale and payable by the purchaser thereof to the Company or an associated company less all export duties and export taxes payable to the Commonwealth on the export of the iron ore and all costs and charges properly incurred and payable by the Company from the time the ore shall be placed on ship at the Company’s wharf to the time the same is delivered and accepted by the purchaser including —
(1) ocean freight;
(2) marine insurance;
(3) port and handling charges at the port of discharge;
(4) all costs properly incurred in delivering the ore from port of discharge to the smelter and evidenced by relevant invoices;
(5) all weighing sampling assaying inspection and representation costs;
(6) all shipping agency charges after loading on and departure of ship from the Company’s wharf; and
(7) all import taxes by the country of the port of discharge;
the 2001 Regulations means the Water Supply (Water Quality) Regulations 2001[63];
Tax Compliance Agreement means the Federal Tax Certificate, Tax Compliance Agreement, Arbitrage Agreement, or other written certification or agreement of the Issuer setting out representations and covenants for satisfying the post-issuance tax compliance requirements for the Tax-Exempt Bonds.
Act of 2007 means the Water Services Act 2007;
Police Force means the Mauritius Police Force and includes any other police force established in accordance with such provision as may be prescribed by Parliament;
Department of Revenue means the Department of Revenue of
Act of 2012 means the Qualifications and Quality Assurance (Education and Training) Act 2012;
Section 409A means Section 409A of the Code and the regulations and other guidance thereunder.
Internal Revenue Service means the United States Internal Revenue Service.
Act of 2003 means the Protection of Employees (Fixed-Term Work) Act 2003;
Guidance means any guidance issued or updated by the UK Government from time to time in relation to the Regulations;
Tax Regulatory Agreement means the Tax Regulatory Agreement, dated as of the date of initial issuance and delivery of the Bonds, among the Authority, the Borrower and the Trustee, and any amendments and supplements thereto.
Act of 2014 means the Companies Act 2014;
the 2014 Act means the Water Act 2014;
Act of 2009 means the Broadcasting Act 2009;
Act of 2004 means the Public Service Management (Recruitment and Appointments) Act 2004;
Labor compliance agreement means an agreement entered into between a contractor or subcontractor and an enforcement agency to address appropriate remedial measures, compliance assistance, steps to resolve issues to increase compliance with the labor laws, or other related matters.
Act of 2010 means the Civil Partnership and Certain Rights and Obligations of Cohabitants Act 2010;
Compliance agreement means a written agreement between a person and the Commissioner to achieve compliance with this quarantine.
Treasury Regulations means the regulations promulgated under the Code.
the 2012 Regulations means the Council Tax Reduction Schemes (Prescribed Requirements) (England) Regulations 2012;
the Guidance means the guidance on the creation and operation