Service Provider Employees Sample Clauses

Service Provider Employees. 35.2.1. As part of its provision of the Services, the Service Provider shall at all times ensure that all Service Provider Employees (and the employees of any Subcontractors) (i) are appropriately qualified, trained, experienced and available to render the Services in terms of this Agreement and (ii) that, where applicable, such Employees have the relevant certifications required to provide specialised aspects of the Services (including health, regulatory, security or safety-related expertise; and/or as is required by the original equipment manufacturer or software licensor). The Service Provider Employees (and employees of any Subcontractor) shall in any event possess such levels of experience, training, certifications and expertise to provide the Services.
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Service Provider Employees. Service Provider shall have in its employ at all times and shall provide a sufficient number of capable and competent employees (“Service Provider Employees”) having expertise suitable to their assignments and qualified to perform the Services safely, legally and efficiently in accordance with Service Provider’s obligations hereunder; for purposes of this Section, the term “Service Provider Employees” shall include Business Employees. Service Provider shall perform background checks and drug testing of its employees in accordance with its hiring policy, with the human resource requirements set forth in Schedule O (Human Resource Requirements), and the NSA compliance requirements set forth in Schedule M (NSA Compliance Requirements). Service Provider Employees shall not be Alcatel-Lucent - CONFIDENTIAL Use Pursuant to Alcatel-Lucent Instructions THE COMPANY HAS REQUESTED AN ORDER FROM THE SECURITIES AND EXCHANGE COMMISSION (THE “COMMISSION”) PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED, GRANTING CONFIDENTIAL TREATMENT TO SELECTED PORTIONS. ACCORDINGLY, THE CONFIDENTIAL PORTIONS HAVE BEEN OMITTED FROM THIS EXHIBIT, AND HAVE BEEN FILED SEPARATELY WITH THE COMMISSION. OMITTED PORTIONS ARE INDICATED IN THIS EXHIBIT WITH “*****”. MASTER SERVICES AGREEMENT TERMS AND CONDITIONS entitled to any benefits accruing to ALU’s employees or the employees of ALU’s customers. Furthermore, Service Provider shall use commercially reasonable efforts to have its Service Provider Employees, its Subcontractors and agents, comply with any applicable safety and health Laws when performing the Services.
Service Provider Employees. The Parties agree that in the performance of this Agreement, the Workers shall remain solely as employees of Service Provider. Service Provider is responsible for the hiring, termination and administrative management, but not Project site management, of all such Workers. Customer shall not be obligated to provide Service Provider or the Workers with any of the rights and privileges established for Customer’s employees. If a secondment is terminated by Customer prior to the anticipated end of the secondment, then Customer shall be responsible for the costs to return such Worker to his or her point CONFIDENTIAL & PROPRIETARY CONFIDENTIAL TRADE SECRET INFORMATION of origin and the costs to replace such terminated Worker, if required, and Customer shall reimburse Service Provider directly for all such costs.
Service Provider Employees. During this agreement of this Agreement and any extension Service Provider Personnel are permitted to apply for County IT positions.
Service Provider Employees. 36.1 The Service Provider’s Employees shall be regarded at all times as employees, agents or Subcontractors of the Service Provider and no relationship of employer and employee shall arise between Transnet and any Service Provider Employees under any circumstances regardless of the degree of supervision that may be exercised over the Employees by Transnet.
Service Provider Employees. Notwithstanding anything contained in this Agreement (including any Statement of Work) to the contrary , Imation acknowledges and agrees that following the date hereof, the Service Providers may not be able to retain their employees who are needed to provide Services hereunder; the Service Providers do not intend (and shall have no obligation) to hire replacements for any employees whose employment terminates for any reason; and the Service Providers’ obligations to provide Services hereunder (including the quality, amount and other attributes of such Services) shall be subject to the Service Providers having sufficient employees to provide the Services. This Section 1.11 shall have no application with respect to any Services provided in or with respect to **.
Service Provider Employees. Service Provider acknowledges that it shall be solely responsible for the employment relationship between Service Provider and any employee of Service Provider performing Services on behalf of Service Provider hereunder and in no event shall any such employee of Service Provider be deemed or considered to be an employee of the Company. The Company shall have no liability or responsibility (whether under applicable employment law, tax law, or other law) in respect of the relationship between Service Provider on the one hand and its employees on the other hand.
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Service Provider Employees. 4.3.1 During the Term, Service Provider shall maintain an individual (the "Service Provider Client Executive") who shall serve as the primary representative of Service Provider under this Agreement. The Service Provider Client Executive shall be an employee of Service Provider and shall (a) have overall responsibility for managing and coordinating the performance of Service Provider's obligations under this Agreement and (b) be authorized to act for and on behalf of Service Provider with respect to all matters relating to this Agreement or shall have access to and seek authorization from another employee of Service Provider with the proper authority to so act. In the event the Service Provider Client Executive shall be absent or otherwise unable to perform its duties for an extended period of time, then Service Provider shall identify an alternate Service Provider Client Executive who shall have the same duties and authority to act as the Service Provider Client Executive. ------------------ * Confidential information has been omitted.
Service Provider Employees. In relation to the Technical Advisor and all Service Provider personnel working on-site at City facilities under this Agreement, Service Provider must employ only competent, skillful workers to complete the Work. Service Provider is responsible for supervision of its employees.

Related to Service Provider Employees

  • Non-U.S. Employees If the Executive is a foreign national, located outside the United States, not compensated from a payroll maintained in the United States, or otherwise subject to (or could cause the Company to be subject to) legal or regulatory provisions of countries or jurisdictions outside the United States, the Committee may apply or interpret the terms and conditions of this Award in a manner that, in the Committee’s judgment, may be necessary or desirable to comply with such legal or regulatory provisions.

  • Other Employees Except as may be required in the performance of Employee’s duties hereunder, Employee shall not cause or induce, or attempt to cause or induce, any person now or hereafter employed by the Company or any of its affiliates to terminate such employment. This obligation shall remain in effect while Employee is employed by the Company and for a period of one (1) year thereafter.

  • Company Employees Each Party shall not, directly or indirectly solicit for employment, any employee of the other Party who has been directly involved in the performance of this Agreement during the Term and for one year after the earlier of the termination or expiration of this Agreement or the termination of such individual's employment, with the other Party. It shall not be a violation of this provision if any employee responds to a Party's general advertisement of an open position.

  • Transferred Employees Effective as of the Closing Date, Purchaser or one of its Affiliates shall make an offer of employment to each Applicable Employee. Notwithstanding anything herein to the contrary and except as provided in an individual employment Contract with any Applicable Employee or as required by the terms of an Assumed Plan, offers of employment to Applicable Employees whose employment rights are subject to the UAW Collective Bargaining Agreement as of the Closing Date, shall be made in accordance with the applicable terms and conditions of the UAW Collective Bargaining Agreement and Purchaser’s obligations under the Labor Management Relations Act of 1974, as amended. Each offer of employment to an Applicable Employee who is not covered by the UAW Collective Bargaining Agreement shall provide, until at least the first anniversary of the Closing Date, for (i) base salary or hourly wage rates initially at least equal to such Applicable Employee’s base salary or hourly wage rate in effect as of immediately prior to the Closing Date and (ii) employee pension and welfare benefits, Contracts and arrangements that are not less favorable in the aggregate than those listed on Section 4.10 of the Sellers’ Disclosure Schedule, but not including any Retained Plan, equity or equity-based compensation plans or any Benefit Plan that does not comply in all respects with TARP. For the avoidance of doubt, each Applicable Employee on layoff status, leave status or with recall rights as of the Closing Date, shall continue in such status and/or retain such rights after Closing in the Ordinary Course of Business. Each Applicable Employee who accepts employment with Purchaser or one of its Affiliates and commences working for Purchaser or one of its Affiliates shall become a “Transferred Employee.” To the extent such offer of employment by Purchaser or its Affiliates is not accepted, Sellers shall, as soon as practicable following the Closing Date, terminate the employment of all such Applicable Employees. Nothing in this Section 6.17(a) shall prohibit Purchaser or any of its Affiliates from terminating the employment of any Transferred Employee after the Closing Date, subject to the terms and conditions of the UAW Collective Bargaining Agreement. It is understood that the intent of this Section 6.17(a) is to provide a seamless transition from Sellers to Purchaser of any Applicable Employee subject to the UAW Collective Bargaining Agreement. Except for Applicable Employees with non- standard individual agreements providing for severance benefits, until at least the first anniversary of the Closing Date, Purchaser further agrees and acknowledges that it shall provide to each Transferred Employee who is not covered by the UAW Collective Bargaining Agreement and whose employment is involuntarily terminated by Purchaser or its Affiliates on or prior to the first anniversary of the Closing Date, severance benefits that are not less favorable than the severance benefits such Transferred Employee would have received under the applicable Benefit Plans listed on Section 4.10 of the Sellers’ Disclosure Schedule. Purchaser or one of its Affiliates shall take all actions necessary such that Transferred Employees shall be credited for their actual and credited service with Sellers and each of their respective Affiliates, for purposes of eligibility, vesting and benefit accrual (except in the case of a defined benefit pension plan sponsored by Purchaser or any of its Affiliates in which Transferred Employees may commence participation after the Closing that is not an Assumed Plan), in any employee benefit plans (excluding equity compensation plans or programs) covering Transferred Employees after the Closing to the same extent as such Transferred Employee was entitled as of immediately prior to the Closing Date to credit for such service under any similar employee benefit plans, programs or arrangements of any of Sellers or any Affiliate of Sellers; provided, however, that such crediting of service shall not operate to duplicate any benefit to any such Transferred Employee or the funding for any such benefit. Such benefits shall not be subject to any exclusion for any pre-existing conditions to the extent such conditions were satisfied by such Transferred Employees under a Parent Employee Benefit Plan as of the Closing Date, and credit shall be provided for any deductible or out-of-pocket amounts paid by such Transferred Employee during the plan year in which the Closing Date occurs.

  • Former Employees All Employees terminating service with the Employer during the Plan Year and who have satisfied the eligibility requirements based on the terms of the Employer's accumulated benefits plans checked below (select all that apply; leave blank if no exclusions):

  • Delayed Transfer Employees To the extent that applicable Law or any arrangement with a Governmental Authority prevents the Parties from causing any (a) Honeywell Employee who is intended to be a SpinCo Employee to be employed by a member of the SpinCo Group as of immediately following the Distribution as contemplated by Section 2.01 or (b) SpinCo Employee who is intended to be a Honeywell Employee to be employed by a member of the Honeywell Group as of immediately following the Distribution (each such employee, a “Delayed Transfer Employee” and the SpinCo Group or Honeywell Group entity to which such Delayed Transfer Employee is intended to be transferred, the “Destination Employer”), the Parties shall use commercially reasonable efforts to ensure that (i) such Delayed Transfer Employee becomes employed by the Destination Employer at the earliest time permitted by applicable Law or such agreement with a Governmental Authority and (ii) the Destination Employer receives the benefit of such Delayed Transfer Employee’s services from and after the Distribution, including under the TSA or by entering into an employee leasing or similar arrangement. “Delayed Transfer Employee” shall also include any Honeywell Employee who, following the Distribution, provides services to the SpinCo Group under the TSA and whose employment is intended by Honeywell to transfer to the SpinCo Group following the completion of the applicable TSA service, and with respect to such Delayed Transfer Employees, the Parties shall use commercially reasonable efforts to ensure that any such Delayed Transfer Employee becomes employed by the SpinCo Group as soon as practicable following the completion of the applicable TSA service. From and after the commencement of a Delayed Transfer Employee’s employment with the Destination Employer, such Delayed Transfer Employee shall be treated for all purposes of this Agreement, including Section 4.02, as if such Delayed Transfer Employee commenced employment with the Destination Employer as of the Distribution as contemplated by Section 2.01.

  • Service Providers Provider shall enter into written agreements with all Service Providers performing functions pursuant to this Agreement, whereby the Service Providers agree to protect Student Data in manner no less stringent than the terms of this DPA. The list of Provider’s current Service Providers can be accessed through the Provider’s Privacy Policy (which may be updated from time to time).

  • Third Party Service Providers Unless otherwise prohibited by Apple in the Documentation or this Agreement, You are permitted to employ or retain a third party (“Service Provider”) to assist You in using the Apple Software and Services provided pursuant to this Agreement, including, but not limited to, engaging any such Service Provider to maintain and administer Your Applications’ servers on Your behalf, provided that any such Service Provider’s use of the Apple Software and Services or any materials associated therewith is done solely on Your behalf and only in accordance with these terms. Notwithstanding the foregoing, You may not use a Service Provider to submit an Application to the App Store or use TestFlight on Your behalf. You agree to have a binding written agreement with Your Service Provider with terms at least as restrictive and protective of Apple as those set forth herein. Any actions undertaken by any such Service Provider in relation to Your Applications or use of the Apple Software or Apple Services and/or arising out of this Agreement shall be deemed to have been taken by You, and You (in addition to the Service Provider) shall be responsible to Apple for all such actions (or any inactions). In the event of any actions or inactions by the Service Provider that would constitute a violation of this Agreement or otherwise cause any harm, Apple reserves the right to require You to cease using such Service Provider.

  • Affected Employees The Employer shall first determine by job classification the number of employees or FTEs to be affected by the layoff. The least senior employee within the affected job classification shall be selected for layoff. The exception would be only when the Employer determines that the position requires unique qualifications and abilities necessary to perform the specialized and required functions of that position, which would then become an overriding factor.

  • Service Provider The Service Provider also represents at the date this Agreement is entered into and any Service is used or provided:

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