Common use of Buyer’s Responsibilities Clause in Contracts

Buyer’s Responsibilities. 5.1 You shall provide (and procure that your personnel and any of your other suppliers provide), in a timely manner, such cooperation, information, documents and access to personnel, premises, systems and facilities, as set out in the Order Form or as we reasonably need to provide the Services or we request in order to obtain all necessary licences and permissions. We shall endeavour to set out such requirements in the Order Form, but you acknowledge that such details may not be exhaustive. 5.2 In order to enable us to provide the Services, you shall inform us of any changed circumstances or information that may have an impact on our Services and ensure that the personnel with whom we deal have the required skills and information. You shall enter into any notifications, registrations and disclosures required of you by Law. 5.3 We may rely on any instructions, requests or information supplied, orally or in writing, by any person whom we reasonably believe to be authorised by you to communicate with us for the purposes of the Call-Off Contract. We may at your request send documents to an electronic storage facility hosted or controlled by you or at your direction, in which event you shall be responsible for security and confidentiality at such facility. 5.4 You shall not, directly or indirectly, solicit the employment of any Supplier Staff involved in performing the Services, during performance or for a period of 3 months following their completion or following termination of the Call-Off Contract, without our prior written consent. This prohibition shall not prevent you at any time from running recruitment advertising campaigns nor from offering employment to any Supplier Staff who may respond to any such campaign. 5.5 In these Supplier Terms "Beneficiaries" means any person identified in the Order Form or Call- Off Terms as a beneficiary of the Services or of any Deliverable other than you, and on whose behalf or for whose benefit you enter into the Call-Off Contract or in respect of whom we subsequently agree, at your request, to accept responsibility or liability towards in respect of the Deliverables or the Services (and Beneficiary shall be interpreted accordingly). You agree to the provisions of the Call-Off Contract on your own behalf and as agent for any other Beneficiaries.

Buyer’s Responsibilities. 5.1 6.1 You shall provide (and procure that your personnel and any of your other suppliers provide), in a timely manner, such cooperation, information, documents and access to personneladequately skilled and knowledgeable personnel (including project stakeholders), premises, systems and facilities, as set out in the Order Form or as we reasonably need to provide the Services or we request in order to obtain all necessary licences and permissions. We shall endeavour to set out such requirements in the Order Form, but you acknowledge that such details may not be exhaustive. 5.2 6.2 In order to enable us to provide the Services, you shall shall: (i) perform or comply with (as the context permits) any dependencies or responsibilities set out in or referenced in the Order Form; (ii) inform us of any changed circumstances or information that may have an impact on our Services and Services; (iii) ensure that the personnel with whom we deal have the required skills and information. You shall information to support the receipt of the Services; and (iv) enter into any notifications, registrations and disclosures required of you by Law. 5.3 6.3 If the Services are not to be performed at our premises, you agree to: (i) provide (and ensure that all arrangements are made for) access to your premises and suitable workstations and access to your systems and software to enable us to provide the Services (including arrangements for security procedures, virus checks and any licences or consents as may be required); and (ii) ensure that the Supplier Staff are able to safely use your premises to provide the Services and that your premises are free from recognised hazards and, at no charge to us, to provide reasonable levels of support at your premises consistent with provision of the Services at those locations (including any specific support requirements set out in or referenced in the Order Form). 6.4 We may rely on any instructions, requests or information supplied, orally or in writing, by any person whom we reasonably believe to be authorised by you to communicate with us for the purposes of the Call-Off Contract. We may at your request send documents to an electronic storage facility hosted or controlled by you or at your direction, in which event you shall be responsible for security and confidentiality at such facility. 5.4 6.5 You shall notcarry out the acceptance tests (if any) in relation to the Services and Deliverables in accordance with the procedure(s) set out in or referenced in the Order Form, directly or indirectlyas otherwise agreed and documented between us in writing. You must carry out such testing in accordance with any agreed timetable set out in or referenced in the Order Form or, solicit in the employment absence of such timetable, within such timetable as we reasonably require to enable us to deliver the Services and Deliverables. You must promptly carry out the acceptance tests, not unreasonably delay any testing and not unreasonably withhold your acceptance of the Services and Deliverables. 6.6 You warrant that: (i) you shall inform us (and have informed us of any Supplier Staff involved such matters that are in performing effect at the Services, during performance or for a period of 3 months following their completion or following termination date of the Call-Off Contract) in writing of all information relevant to your regulatory practices (including but not limited to policies, without our prior written consent. This prohibition interactions with any Regulatory Body and enforcement actions) and related context within which we provide the Services and the Deliverables, and any regulatory or other relevant steps which are specific to you and your operations which we, in providing the Services, needs to take into account in providing the relevant Services; and (ii) you shall not prevent you at any time from running recruitment advertising campaigns nor from offering employment to any Supplier Staff who may respond to any such campaign. 5.5 In these Supplier Terms "Beneficiaries" means any person identified in comply with the Order Form or Call- Off Terms as a beneficiary export laws and regulations of the Services or United Kingdom and as applicable the United States and any other relevant local export laws and regulations (including “deemed export” and “deemed re-export” regulations) ("Export Controls") which apply to the Platform and the Deliverables. You agree that such Export Controls govern the use of the Platform (including technical data) and any Deliverable other than you, and on whose behalf or for whose benefit you enter into Deliverables provided under the Call-Off Contract or in respect of whom we subsequently agreeContract, at your request, and agree to accept responsibility or liability towards in respect of the Deliverables or the Services (and Beneficiary shall be interpreted accordingly)comply with all such Export Controls. You agree to the provisions that no such Deliverable will be used or exported, directly or indirectly in violation of the Call-Off Contract on your own behalf and as agent for any other Beneficiariesor in a way prohibited by these laws.

Buyer’s Responsibilities. 5.1 You shall provide (and procure that your personnel and any of your other suppliers provide), in a timely manner, such cooperation, information, documents and access to personnel, premises, systems and facilities, as set out in the Order Form or as we reasonably need to provide the Services or we request in order to obtain all necessary licences and permissions. We shall endeavour to set out such requirements in the Order Form, but you acknowledge that such details may not be exhaustive. 5.2 In order to enable us to provide the Services, you shall inform us of any changed circumstances or information that may have an impact on our Services and ensure that the personnel with whom we deal have the required skills and information. You shall enter into any notifications, registrations and disclosures required of you by Law. 5.3 We may rely on any instructions, requests or information supplied, orally or in writing, by any person whom we reasonably believe to be authorised by you to communicate with us for the purposes of the Call-Off Contract. We may at your request send documents to an electronic storage facility hosted or controlled by you or at your direction, in which event you shall be responsible for security and confidentiality at such facility. 5.4 You shall not, directly or indirectly, solicit the employment of any Supplier Staff involved in performing the Services, during performance or for a period of 3 months following their completion or following termination of the Call-Off Contract, without our prior written consent. This prohibition shall not prevent you at any time from running recruitment advertising campaigns nor from offering employment to any Supplier Staff who may respond to any such campaign. 5.5 In these Supplier Terms "Beneficiaries" means any person identified in the Order Form or Call- Call-Off Terms as a beneficiary of the Services or of any Deliverable other than you, and on whose behalf or for whose benefit you enter into the Call-Off Contract or in respect of whom we subsequently agree, at your request, to accept responsibility or liability towards in respect of the Deliverables or the Services (and Beneficiary shall be interpreted accordingly). You agree to the provisions of the Call-Off Contract on your own behalf and as agent for any other Beneficiaries.