Determination of Means of Performance Clause Samples
The "Determination of Means of Performance" clause defines who has the authority to decide how contractual obligations are to be fulfilled. Typically, this clause specifies whether the party providing goods or services can choose the methods, materials, or processes used, or if the receiving party has input or approval rights. For example, a contractor may be allowed to select the construction techniques as long as they meet the agreed specifications. The core function of this clause is to clarify decision-making power regarding performance details, thereby reducing disputes and ensuring both parties understand their roles and expectations.
Determination of Means of Performance. In performing services subject to this Agreement, Contractor will, to the extent permitted by law, and subject to the other requirements of this Agreement, direct the operation of the Equipment in all respects and will determine the methods, means, and manner of performance of services hereunder including, but not limited to, choice of routes, points of maintenance, repair, fueling and servicing of Equipment, and rest stops. In addition thereto, Contractor has and will retain, to the extent permitted by law and subject to the other requirements of this Agreement, sole and complete responsibility for:
(a) Hiring, paying, setting the wages, hours and working conditions for, adjusting the grievances of, supervising, training, disciplining, discharging, and otherwise fulfilling all of the legal obligations of an employer, including but not limited to Social Security obligations, income tax obligations, and unemployment compensation obligations, for all drivers and other personnel necessary for or utilized by Contractor pursuant to its performance under this Agreement.
(b) Selecting, purchasing, insuring, financing, repairing and maintaining the Equipment.
(c) Paying all operating costs and expenses incidental to the operation of the Equipment including, but not limited to fuel, fines, taxes, including fuel taxes, empty mileage (see definition in Addendum I, I,1), detention, accessorial services, vehicle identification, insurance, oil, tires, repairs, licenses, plates, base plates, permits, highway, bridge, and ferry tolls, to the extent any such costs and expenses are not paid for, compensated for or furnished by Carrier pursuant to this Agreement; provided, that as required by the FMCSA Leasing Regulations, and except when the violation results from the acts or omissions of Contractor, Carrier will assume the risks and costs of fines for overweight and oversized trailers when the trailers are pre-loaded, sealed, or the load is containerized, or when the trailer or