Contracts with Third Parties Clause Samples

Contracts with Third Parties. (a) Subject to the prior review and approval of Owner, Manager shall be responsible on behalf of Owner and at Owner's expense for the provision of all independent contractors, suppliers and entities engaged in the operation, repair, maintenance, servicing and promotion of the Property, including, without limitation those entities (i) necessary for the provision of all utility, cleaning, repair, restoration, maintenance and security services; (ii) necessary or desirable for the efficient operation of a first-class project; (iii) otherwise required by this Agreement or by any lease affecting the Property; and (iv) without limiting the application of any higher standards required pursuant to (i), (ii) and (iii) immediately above, as necessary or desirable to keep the Property in as good, marketable and rentable condition as when it became subject to this Agreement, reasonable wear and tear and casualty excepted. (b) As a condition to obtaining such approval, Manager shall supply Owner with a copy of the proposed contract and shall state to Owner the relationship, if any, between Manager, or the person in control of Manager, and the party proposed to supply such goods or services. Each such service contract shall evidence the following: (i) be in the name of Owner; (ii) be assignable, at Owner's option, to Owner's nominee; (iii) include a provision for cancellation by Owner or Manager upon not fewer than thirty (30) days notice, Manager shall directly supervise and inspect the performance under all applicable contracts, including without limitation, the supervision, inspection and observation of all servicing, cleaning, maintenance, repair, decorating or alteration work at the Property during the progress thereof, and the final inspection of the completed work and the approval or disapproval, as appropriate, of all bills submitted for payment. (d) In connection with the foregoing, Manager shall use its best efforts to obtain all necessary receipts, releases, waivers, discharges and assurances necessary to keep the Property free from mechanics' and materialmen's liens and other claims, all of which documentation shall be in such form as Owner requires and at Owner's expense. Subject to Sections 2.3 and 11.1, Manager shall pay all bills of such contractors, suppliers and entities properly approved by Manager, but such bills shall be at the expense of Owner and shall be paid by Manager from the Operating Account. (e) Manager will require, and use its best efforts...

Contracts with Third Parties. Upon mutual agreement of Operator and Owner, Owner shall assign and transfer to Operator those contracts with third parties relating to the operation of each Generation Facility. Prior to assignment and transfer of such contracts, Operator may request Owner to appoint Operator as agent for administration of any such contracts. After receipt of any such assignment, transfer or authorization to administer, Operator shall have the exclusive responsibility for the administration and enforcement thereof in accordance with the terms thereof.

Contracts with Third Parties. Purchaser and its Affiliates have no contract, agreement, or understanding with a third party concerning the potential sale of the assets, stock or business acquired under the terms of this Agreement, or any portion thereof, following the closing.

Contracts with Third Parties. 6.1 All contracts, conventions or agreements entered by the Concessionaire with its partners, third parties and personnel, except accession contracts with contracting clauses approved administratively and the contracts to be subscribed with the Allowed Creditors, must include clauses that contemplate the following: a) Automatic resolution on question of law for Concession termination. b) Limit its validity period so that it does not exceed the Concession term in any case. c) The waiver to file civil liability actions against the Grantor and its officials. d) A clause allowing the Grantor, at its sole option, to assume the Concessionaire’s contractual position in said contract, through an irrevocably authorized contractual position transfer and done in advance by the corresponding legal person, in case of Concession resolution or suspension for any reason, allowing the continuation and hence, the exploitation, of such contracts in the same terms. The Concessionaire shall submit to the Grantor and to OSINERGMIN, within ten (10) calendar days after its conclusion and / or amendment, as appropriate, a copy of the contracts deemed indispensable for Project execution and Service provision. Likewise, it must send a detailed and complete list of all the signed contracts linked to Project execution and Service provision, which will be sent within the first fifteen (15) calendar days of the respective year. In no case shall the Concessionaire be exempted from liability to the Grantor, for actions or omissions arising from execution of contracts signed with third parties, which may have an impact on the Concession. 6.2 In its labor relations, the Concessionaire must conform to the labor laws and regulations in force in the State of the Republic of Peru. The Concessionaire’s national or foreign personnel employment contracts, the execution of said contracts and the resolution thereof, are subject to the norms that regulate private activity workers’ labor relations. Likewise, the special work regimes will apply if such cases arise. The Concessionaire must strictly comply with the Applicable Laws and Provisions in labor matters regarding the employer’s formal obligations (payroll books, payment slips, among others), payment and withholding of pension amounts, as well as contractual and legal obligations regarding occupational safety and health. The Concessionaire must comply in particular with the provisions of Law 29783, Occupational Safety and Health Act, its regulati...

Contracts with Third Parties. (a) Co-Manager shall directly supervise and be responsible for all contractors and consultants hired by Co-Manager for the Premises. Excluding service agreements referenced in an annual budget approved by Owner, all of such contractors shall be subject to Owner’s prior written approval. Co-Manager shall assure that any contractor or consultant performing work on the Premises maintains insurance satisfactory to Owner, including, but not limited to, Workers’ Compensation Insurance (and, when required by law, compulsory Non-Occupational Disability Insurance) and insurance against liability for injury to persons and property arising out of all such contractor’s operations naming Co-Manager, Owner and Owner’s Representative as additional insureds. Co-Manager shall obtain certificates of insurance for all such insurance before the work begins. Co-Manager shall furnish copies of the certificates to Owner if requested by Owner.

Contracts with Third Parties. 6.1 All contracts or agreements that the CONCESSIONAIRE enters into with its partners and with third parties in direction relation to the construction, operation, and maintenance works and the provision of the Service, with the exception of (i) contracts by adhesion with administratively approved contracting clauses; and (ii) the contracts to be entered into with the Permitted Creditors, shall include clauses establishing the following: a) The GRANTOR is not responsible for the credits or rights derived from contracts between the CONCESSIONAIRE and third parties. b) Limitations on the duration thereof, so that it does not exceed the validity or term of the Contract, under any circumstances. c) The waiver by the third party of the right to file suits for civil liability against the GRANTOR and its officers, representatives, and any type of personnel tied thereto. d) Clause permitting the GRANTOR, at its exclusive decision, to assume the position of the CONCESSIONAIRE in said contracts, through the assignment of contractual position authorized irrevocably in advance by the corresponding legal entity, in case of the termination of the contract for any reason, making it possible to continue with such contracts under the same terms, or the renegotiation thereof, if applicable, and thus, the performance of the Project or the provision of the Service. In those contracts and agreements that the CONCESSIONAIRE enters into with third parties and with the Permitted Creditors, it shall be established that the GRANTOR is not liable for the credits or rights derived from contracts entered into by and between the CONCESSIONAIRE and third parties. Said contracts are not enforceable on the State. As such, none of the contracts or agreements of the CONCESSIONAIRE shall, in any way, limit its compliance with its obligations assumed herein, and any cost or excess cost shall be the full responsibility of the CONCESSIONAIRE. The CONCESSIONAIRE shall send the GRANTOR, with a copy to the OSINERGMIN, within ten (10) calendar days after entering into and/or amending them, as applicable, a copy of the contracts it deems indispensable for the performance of the Project and the provision of the Service (construction, operation, and maintenance contracts or the like). Likewise, it shall submit a detailed and complete list of all contracts entered into and currently in force regarding the performance of the Project and the provision of the Service, to be submitted within the first fifte...

Contracts with Third Parties. 6.1. In all contracts or agreements that the Concessionaire enters into with its partners and with third parties in direction relation to the construction, operation, and maintenance works and the provision of the Service, with the exception of (i) Contracts by adhesion with administratively approved contracting clauses; and (ii) the Contracts to be entered into with the Permitted Creditors, shall include Clauses establishing the following: a) The Grantor is not responsible for the credits or rights derived from contracts between the Concessionaire and third parties. b) Limitations on the duration thereof, so that it does not exceed the validity or term of the Contract, under any circumstances. c) The waiver of the right to file suits for civil liability against the Grantor and its officers, representatives, and any type of personnel tied thereto. d) ▇▇▇▇▇▇ permitting the Grantor, at its exclusive decision, to assume the position of the Concessionaire in said Contract, through the assignment of contractual position authorized irrevocably in advance by the corresponding legal entity, in case of the termination of the Concession for any reason, making it possible to continue with such Contracts under the same terms, and thus, the performance of the Project or the provision of the Service. In those contracts and agreements that the Concessionaire enters into with third parties and with the Permitted Creditors, it shall be established that the Grantor is not liable for the credits or rights derived from said Contracts entered into by and between the Concessionaire and third parties. The Concessionaire shall send the Grantor, with a copy to the OSINERGMIN, within ten

Contracts with Third Parties. Contracts with Third Parties must include the following provisions: • All Third Parties (individuals or employees of Third Party businesses) must adhere to all American Express Security Policies and Standards; • Physical access granted to Third Parties must be defined and limited on a need-to-perform, job function basis; and • Third Parties must sign Non-disclosure Agreements as a condition of the contract.

Contracts with Third Parties. (a) Manager shall directly supervise and be responsible for all independent contractors, suppliers and entities engaged in the operation, repair, maintenance and servicing of the Premises or in any other activity within the scope of this Agreement. Excluding service agreements referenced in an annual budget approved by Owner, all of such contractors shall be subject to Owner’s prior written approval. Manager shall assure that any contractor performing work on the Premises maintains insurance satisfactory to Owner, including, but not limited to, Workers’ Compensation Insurance (and, when required by law, compulsory Non-Occupational Disability Insurance) and insurance against liability for injury to persons and property arising out of all such contractor’s operations naming Manager, Owner and Owner’s Representative as additional insureds. Manager shall obtain certificates of insurance for all such insurance before the work begins. Manager shall furnish copies of the certificates to Owner if requested by Owner. (b) Manager shall not execute, or otherwise enter into or bind Owner with respect to any service contract or agreement for an amount more than $5,000 for equipment, supplies, services or any other item without obtaining three competitive written bids. Manager shall not enter into any contract or agreement for more than the amount specified in Section 1.4 without Owner’s prior written approval. All contracts, agreements or other arrangements made pursuant to this Agreement shall be, unless otherwise required by Owner, in the name of Owner and shall be terminable, without additional cost or penalty, on 30 days’ notice or less and upon Owner’s sale or transfer of the Premises. (c) Owner requires that Manager, or a subaccounting manager, hold the designations of SAS 70 Type II or SSAE 16 under ▇▇▇▇▇▇▇▇-▇▇▇▇▇ 404 at all times during the term of this Agreement. Since Manager does not currently hold such designations, Manager shall enter into an agreement with a third party entity that will provide those responsibilities mandated by ▇▇▇▇▇▇▇▇-▇▇▇▇▇ 40 (as used herein, “Subaccounting Manager”), including those terms included in Section 6.2 (Reports) detailed below. The Subaccounting Manager and Owner’s agreement with the Subaccounting Manager (or any replacements thereof or modifications thereto) shall be acceptable to Owner. As of the date of this Agreement, it is contemplated that PMRA will ▇▇▇▇▇ as the initial Subaccounting Manager for a flat monthly fee of ...