Licensor Personnel Clause Samples

Licensor Personnel. 8.1. The Licensee shall allow the Licensor's Personnel such access to the Licensee's premises as is reasonably necessary for the Licensor to carry out its obligations to the Licensee. The Licensee shall provide to the Licensor all permissions necessary to obtain such access, as notified to the Licensor in advance. The Licensor shall indemnify the Licensee for all loss and damage to the Licensee's property or injury to Licensee’s personnel caused by the Licensor's Personnel while they are on the Licensee's premises. 8.2. During the Term of this Agreement and for a period of six (6) months after its termination neither Party shall, without the prior written consent of the other, solicit, or permit any subsidiary or affiliate to solicit, the employment of any person who is employed by the other Party in the course of developing, supplying, maintaining or supporting the Licensed Software or any part of it except that nothing in this clause shall restrict either Party employing an individual who is appointed through a bona fide recruitment campaign.
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Licensor Personnel. Licensor reserves the right to perform its obligations from locations and/or through use of Licensor Affiliates and subcontractors, worldwide, provided that Licensor will be responsible for such parties.
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Licensor Personnel. It is understood and agreed that Licensor's employees and contractors shall not be considered employees of Licensee within the meaning or the applications of any federal, state or local laws or regulations including, but not limited to, laws or regulations covering unemployment insurance, old age benefits, worker's compensation, industrial accident, labor or taxes of any kind. Licensor's employees shall not be entitled to benefits from Licensee that may be afforded from time to time to Licensee's employees, including without limitation, vacation, holidays, sick leave, worker's compensation and unemployment insurance. Further, Licensee shall not be responsible for withholding or paying any taxes or social security on behalf of Licensor's employees. Licensor shall be fully responsible for any such withholding or paying of taxes or social security. Notwithstanding the foregoing, Licensee may at any time require Licensor to remove from any Licensee-related activity any personnel which Licensee, in its reasonable discretion, deems to be unsatisfactory (by way of example but not limitation, unprofessional or inappropriate conduct). Any such request for removal shall be sent in writing to Licensor.
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Licensor Personnel. (a) To provide and complete the Support Services, Licensor will provide an adequate number of qualified and suitable Licensor Personnel. (b) Prior to assigning such Licensor Personnel to perform Support Services under this Agreement, Licensor will, at a minimum: (i) directly employ all Licensor employees and cause any subcontractors to directly employ all Personnel of such subcontractors; (ii) take all legally required steps to ensure that Licensor Personnel may work lawfully in the United States or any other jurisdiction where such services are provided; and (iii) no more than six (6) months prior to assigning such Licensor Personnel to perform the Support Services, conduct drug, credit, criminal and background checks on the Licensor Personnel to ensure that assigned Licensor Personnel are qualified and suitable in accordance with Section 3.2(a) (where such testing is permissible by Law), above; provided that Licensor will not permit any Licensor Personnel to provide the Support Services who, as indicated by such checks: (1) has been convicted of (or plead no contest to) (A) a crime involving dishonesty or breach of trust, or (B) a felony or the equivalent of a felony-level offense in jurisdictions that do not use that term, (2) is an individual identified, known or suspected to have connections with any person or organization identified by the United States Department of the Treasury Office of Foreign Asset Control as a criminal, terrorist or criminal or terrorist organization; or (3) failed a drug test. At GS’s request, Licensor will furnish evidence of compliance with this Section. Licensor will notify GS immediately upon becoming aware of any facts concerning Licensor Personnel that could be a violation of this Section and cooperate fully with GS in investigating any such matter. (c) In addition to the terms above, Licensor will not knowingly permit any of its employees or subcontractors’ employees to have access to the Support Services, Licensed Software, GS Intellectual Property, or the IT Assets of a GS Party or its Service Providers when such employee: (i) uses drugs in violation of applicable Law; or (ii) has been convicted of a crime in connection with a dishonest act or a breach of trust, as set forth in Section 19 of the Federal Deposit Insurance Act, 12 U.S.C. 1829(a). During the Term of this Agreement, Licensor will take all reasonable precautions to ensure that none of such Licensor or subcontractor employees with access to the Support Serv...
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Licensor Personnel. Licensor is responsible for all Licensor Personnel and for the payment of their compensation, including, if applicable, withholding of income taxes, and the payment and withholding of social security and other payroll taxes, unemployment insurance, workers' compensation insurance payments and disability benefits.
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Licensor Personnel. Licensor shall provide sufficient and qualified personnel to meet its responsibilities and obligations under this Agreement and under any Scope of Work in a professional manner satisfactory to Licensee. 14
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Licensor Personnel 
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Related to Licensor Personnel

  • Supplier Personnel The Customer and Supplier agree and acknowledge that in the event of the Supplier ceasing to provide the Ordered Panel Services or part of them for any reason, Contract Schedule 3 (Staff Transfer) shall apply. The Supplier shall not and shall procure that any relevant Sub-Contractor shall not take any step (expressly or implicitly and directly or indirectly by itself or through any other person) without the prior written consent of the Customer to dissuade or discourage any employees engaged in the provision of the Ordered Panel Services from transferring their employment to the Customer and/or the Replacement Supplier and/or Replacement Sub-Contractor. During the Termination Assistance Period, the Supplier shall and shall procure that any relevant Sub-Contractor shall: give the Customer and/or the Replacement Supplier and/or Replacement Sub-Contractor reasonable access to the Supplier's personnel and/or their consultation representatives to present the case for transferring their employment to the Customer and/or the Replacement Supplier and/or to discuss or consult on any measures envisaged by the Customer, Replacement Supplier and/or Replacement Sub-Contractor in respect of persons expected to be Transferring Supplier Employees; co-operate with the Customer and the Replacement Supplier to ensure an effective consultation process and smooth transfer in respect of Transferring Supplier Employees in line with good employee relations and the effective continuity of the Ordered Panel Services. The Supplier shall immediately notify the Customer or, at the direction of the Customer, the Replacement Supplier of any period of notice given by the Supplier or received from any person referred to in the Staffing Information as defined in Contract Schedule 3 (Staff Transfer), regardless of when such notice takes effect. The Supplier shall not for a period of twelve (12) Months from the date of transfer re- employ or re-engage or entice any employees, suppliers or Sub-Contractors whose employment or engagement is transferred to the Customer and/or the Replacement Supplier except that this paragraph 10.5 shall not apply where an offer is made pursuant to an express right to make such offer under Contract Schedule 3 (Staff Transfer) in respect of a Transferring Supplier Employee not identified in the Supplier's Final Supplier Personnel List.

  • Project Personnel It is understood and agreed that the Project Director identified at Item 3, Page One of this Agreement shall be responsible for the overall supervision and conduct of the Work on behalf of the Contractor and that the persons described in the Statement of Work shall serve in the capacities described therein. Any change of Project Director by the Contractor shall be subject to the prior written approval of NYSERDA. Such approval shall not be unreasonably withheld, and, in the event that notice of approval or disapproval is not received by the Contractor within thirty (30) days after receipt of request for approval by NYSERDA, the requested change in Project Director shall be considered approved. In the event that NYSERDA requires additional time for considering approval, NYSERDA shall notify the Contractor within thirty (30) days of receipt of the request for approval that additional time is required and shall specify the additional amount of time necessary up to thirty (30) days.

  • Third Party Vendors Nothing herein shall impose any duty upon DST in connection with or make DST liable for the actions or omissions to act of the following types of unaffiliated third parties: (a) courier and mail services including but not limited to Airborne Services, Federal Express, UPS and the U.S. Mails, (b) telecommunications companies including but not limited to AT&T, Sprint, MCI and other delivery, telecommunications and other such companies not under the party’s reasonable control, and (c) third parties not under the party’s reasonable control or subcontract relationship providing services to the financial industry generally, such as, by way of example and not limitation, the National Securities Clearing Corporation (processing and settlement services), Fund custodian banks (custody and fund accounting services) and administrators (blue sky and Fund administration services), and national database providers such as Choice Point, Acxiom, TransUnion or Lexis/Nexis and any replacements thereof or similar entities, provided, if DST selected such company, DST shall have exercised due care in selecting the same. Such third party vendors shall not be deemed, and are not, subcontractors for purposes of this Agreement.