Common use of Interim Supply Clause in Contracts

Interim Supply. The Customer acknowledges and agrees that, for any Interim Supply Period the: relevant Supplier may supply Energy Products on an interim basis pursuant to the relevant Customer Contract; and Authority may (and the Customer authorises the Authority to) agree the Interim Price with the Supplier on behalf of the Customer in accordance with the applicable Framework Agreement. Without prejudice to any specific provision of this Clause 3, the Customer shall: co-operate with the Authority; provide such other assistance to the Authority (including providing information at such times and in such formats as the Authority may require from time to time), as required by the Authority in order to: (i) meet its obligations; and/or exercise its rights under any Framework Agreement; and (ii) perform the Services. The co-operation and assistance referred to in Clause 3.14 shall include: on termination or expiry of a Framework Agreement giving such consents, taking such steps and doing such other things as are necessary to enable: if applicable the assignment, novation or other transfer of any Customer Contract from the relevant Supplier to a new supplier; the Registration of such new supplier as the supplier to the Customer of the relevant Energy Products under applicable Industry Documents at the relevant Supply Points; and/or the Authority to enter into a framework agreement with the new supplier for the purposes of supplying such Energy Products and/or Ancillary Services to Relevant Customers; providing such feedback, information and documentation on Suppliers and their performance under applicable Framework Agreements and/or Customer Contracts as the Authority may from time to time request; providing access to any Sites and employees, agents or sub-contractors of the Customer and such information, documentation and other evidence as is necessary to assist the Authority in carrying out an audit of a Supplier and its performance under any Framework Agreement and/or Customer Contract; providing access to any Sites and employees, agents or sub-contractors of the Customer and such information, documentation and other evidence as is necessary or useful (in the opinion of the Authority) to assist in any Dispute or claim made by or brought against the Authority (whether by a Supplier or a third party) arising out of or in connection with the applicable Framework Agreement and/or any Customer Contract, whether for breach of contract, negligence or other tort or otherwise; providing such assistance as the Authority requires in relation to AQ Reviews; providing information or documents to enable the Authority to provide the Managed Registration Information; promptly notifying the Authority of any changes to information provided to the Authority in accordance with the Authority’s requirements from time to time; notifying the Authority as soon as practicable where the Customer plans to add or remove any of its Sites, or where it plans to vary or remove any Energy Products or Ancillary Services supplied by a Supplier to one or more of its Sites, or where it plans materially to increase or reduce its consumption of an Energy Product or where it wishes to be supplied with additional Energy Products and/or Ancillary Services to one or more of the Sites; and notifying the Authority if there is any dispute under any Customer Contract and consulting with the Authority before commencing any enforcement action pursuant to the Customer Contract and in appropriate circumstances the Parties shall agree on a course of action to be taken in order to resolve such dispute. The Customer shall co-operate with any investigation into: alleged inappropriate disclosure of Confidential Information; alleged use of Confidential Information not in accordance with public policy; alleged use or disclosure of Confidential Information which is not in accordance with this Agreement; alleged breaches of competition law; any regulatory matter; alleged criminal activity; or any other matter, that might be conducted by the Authority and/or any appropriate authority. If applicable, the Customer shall be responsible for the protection of any authentication materials, including usernames, passwords, PINs and private keys, and shall not provide or disclose such authentication materials to unauthorised parties. The Customer acknowledges and agrees that in the event of any persistent or serious breach the Authority may suspend the provision of some or all of the Services. In such circumstances the Customer shall remain liable for paying its Suppliers, and shall continue to comply with its obligations under any relevant Customer Contract, without recourse to the Authority. Without prejudice to any of its specific obligations under this Agreement or any Customer Contract, the Customer shall use all reasonable care, skill and diligence in undertaking its responsibilities under this Agreement and each Customer Contract. The Customer acknowledges and agrees that, in providing the Procurement Services and in fulfilling its obligations under this Agreement, the Authority does not provide any: advice to the Customer in relation to Transactions, the pricing of or risk associated with Energy Products; or investment or transactional advice. The Customer acknowledges and agrees that: any marketing activities carried out by the Authority may include contacting the Customer by telephone, post, email or otherwise; and the Authority is not required to comply with Regulations 9(1), 9(2) and 11 of the Electronic Commerce (EC Directive) Regulations 2002.