Framework This Agreement establishes a framework that will enable Red Hat to provide Software and Services to Client. “Software” means Red Hat Enterprise Linux, JBoss Enterprise Middleware and other software programs branded by Red Hat, its Affiliates and/or third parties including all modifications, additions or further enhancements delivered by Red Hat. The specific services (the “Services”) and/or Software that Red Hat will provide to Client will be described in an Order Form, signed by the parties or otherwise accepted by Red Hat, which may consist of (a) one or more mutually agreed order forms, statements of work, work orders or similar transaction documents, or (b) an order placed by Client through Red Hat's online store accessible from a Red Hat website. The parties agree that the terms of this Agreement will govern all purchases and use by Client of Software and Services unless otherwise agreed by the parties in writing.
Nature of Scheme The Company specifically intends that the Plan will not be an occupational retirement scheme for purposes of the Occupational Retirement Schemes Ordinance.
Framework Agreement 4.1.2.1 The Parties shall enter into a Framework Agreement within 28 days after the Contractor receives the Letter of Acceptance, unless the Particular Conditions establish otherwise. The Framework Agreement shall be based upon FORM No. 3 – FRAMEWORK AGREEMENT annexed to the Particular Conditions. The costs of stamp duties and similar charges (if any) imposed by law in connection with entry into the Framework Agreement shall be borne by the Procuring Entity. 4.1.2.2 The Framework Agreement establishes the terms and conditions that will govern the contract awarded during the term of the Framework Agreement. The Framework Agreement establishes for the procurement works by package as and when required, over the specified period of time. The Framework Agreement does not commit a Procuring Entity to procure, nor a Firm to supply. The Framework Agreement allows the Procuring Entity to call the Contractor to commence the works on a particular package in a specified location within the duration of the agreement. 4.1.2.3 This Framework Agreement does not guarantee the contractor of being called for a contract to start and no commitment is made with regard to possible number of packages to carry out. 4.1.2.4 This Framework Agreement does exclude the Procuring Entity from the right to procure the same Works from other firms. 4.1.2.5 This Framework Agreement does not stop the Procuring Entity from removing the contractor from the same Agreement. 4.1.2.6 FAs shall be established for a maximum period of three (3) years. The Procuring Entity may with the Consent of the Contractor extend this Agreement if the agreement period is less than three (3) years, if the initial engagement has been satisfactory. 4.1.2.7 Call-off Contracts; for work on a package to start, the Procuring Entity shall issue a notice of acceptance of a particular package requesting the contractor to furnish a Performance Security and to start the works thereafter, and providing the contractor with details of location where the works, are to be carried out. The call-off statement shall specify the objectives, tasks, deliverables, timeframes and price or price mechanism. The price for individual call-off contracts shall be based on the prices detailed in the Framework Agreement.
FRAMEWORK AGREEMENT MANAGEMENT The Parties shall manage this Framework Agreement in accordance with Schedule 14 (Framework Management).
EGM The EGM will be convened at which resolution will be proposed to Independent Shareholders for approving the New Master Supply Agreement and the transactions contemplated thereunder. At such meeting, voting on resolutions in respect of the New Master Supply Agreement and the transactions contemplated thereunder will be taken by way of poll. The Independent Board Committee comprising all of the independent non-executive Directors has been established to advise and provide recommendation to the Independent Shareholders on the New Master Supply Agreement and the transactions contemplated thereunder (including the Annual Caps) and to advise the Independent Shareholders on how to vote. To the best of the Directors’ knowledge, information and belief and having made all reasonable enquiries, as ▇▇. ▇▇▇ ▇▇, ▇▇. ▇▇▇ ▇▇▇▇▇▇ and ▇▇. ▇▇▇▇ ▇▇▇▇▇▇, each an executive Director and a substantial Shareholder, are the shareholders of Xingfa Curtain Wall who have material interest in the New Master Supply Agreement and the transactions contemplated thereunder, they and their associates will be required to abstain from voting at the EGM on the relevant resolution to be put forward to vote at the EGM in relation to approving the New Master Supply Agreement and the transactions contemplated thereunder. Save as disclosed above, the Directors were not aware of any other Director who had material interests in New Master Supply Agreement and the transactions contemplated thereunder. A circular containing, among others, (i) details of the New Master Supply Agreement and the Annual Caps; (ii) recommendations from the Independent Board Committee in respect of the New Master Supply Agreement and the Annual Caps; (iii) the advice from the Independent Financial Adviser to the Independent Board Committee and the Independent Shareholders in respect of the New Master Supply Agreement and the Annual Caps; (iv) a notice convening the EGM; and (v) other information required under the Listing Rules is expected to be despatched to the Shareholders as soon as practicable within 15 business days after the date of this announcement.