TUPE Regulations Sample Clauses

TUPE Regulations. 8.1 The Customer and the Company agree and acknowledge that the contracts of employment between the Customer and the Employees (save insofar as such relate to any pension scheme) shall transfer to the Company pursuant to the TUPE Regulations and will have effect after the Commencement Date as if originally made between the Company and the Employees.
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TUPE Regulations. 8.1. BRIDGEHEAD and the Customer do not consider or intend that the TUPE Regulations apply as a result of entering into this Agreement.
TUPE Regulations. (i) The Buyer and the Sellers intend and agree that the sale and purchase of the Transferred Assets that constitute the UK Asset Class pursuant to this Agreement will constitute a relevant transfer for the purposes of the TUPE Regulations and, accordingly, that at the Closing Date applicable to the UK Asset Class, the contracts of employment of the UK Employees who remain in employment with an Asset Seller immediately prior to such Closing Date will, excluding any provisions of an occupational pension scheme which relate to benefits for old age, invalidity or survivors (within the meaning given to those terms under regulation 10 of the TUPE Regulations), transfer to the Buyer (or, subject to Section 13.8, an Affiliate of the Buyer) by operation of Law under the TUPE Regulations.
TUPE Regulations. The parties acknowledge and agree that the sale and purchase pursuant to this Agreement will constitute a ‘relevant transfer’ for the purposes of the TUPE Regulations and, accordingly, that it will not operate so as to terminate the contracts of employment of any of the UK Employees but such contracts shall be transferred to the Buyer by operation of the TUPE Regulations with effect from Closing. The Buyer will (a) immediately following the execution of this Agreement provide the Sellers with a letter, addressed to Xxxxxx Systems Limited, confirming the measures (if any) that the UK Buyer envisages taking in relation to any UK Employees, and (b) use commercially reasonable efforts to provide Sellers with any information as may be necessary to enable the UK Seller to comply with its duty to inform and consult under Regulation 13 of the TUPE Regulations and otherwise use commercially reasonable efforts to provide the Sellers and the UK Seller with such reasonable assistance and cooperation as the Sellers may reasonably require to fulfill their obligations to the UK Employees under the TUPE Regulations. The Buyer and the Sellers shall cooperate regarding the applicable information and consultation requirements of the TUPE Regulations and the UK Seller shall use its commercially reasonable efforts to conduct a UK information and consultation process that is as full and fair as is reasonably practicable within the time available, taking account of the fact that the TUPE information and consultation process will conclude on or before Closing.
TUPE Regulations. The Parties consider that the commencement, operation, termination or expiration of the Card Program or Services pursuant to this UK Addendum will not give rise to a transfer of an undertaking or part of any undertaking for the purposes of the Transfer of Undertaking (Protection of Employment) Regulations 2006 (“TUPE Regulations”). Accordingly, each Party (in this clause, an "Indemnifying Party") shall indemnify and keep indemnified the other (in this clause, an "Indemnified Party") on demand from and against all Damages payable by the Indemnified Party as a result of any Claim brought against the Indemnified Party by an employee or other personnel employed or engaged by the Indemnifying Party who alleges that he or she should have transferred to the employment of the Indemnified Party as a result of UK Card Program or UK Services, its operation, termination or expiration in accordance with the TUPE Regulations.
TUPE Regulations. Unless specifically agreed otherwise in any relevant LCA or applicable SOW, Client and UST agree that the entry into this Agreement or any SOW, including their performance or extension, is not intended for the purposes of the Transfer of Undertakings (Protection of Employment) Regulations 2006 as amended from time to time (“Regulations”) to constitute a “relevant transfer” to UST of any employees or any contractor employed or engaged by Client, its Affiliates or any third party in providing services similar to the Services (“Client Contractor”)). If, however, a contract of employment between a Client, its Affiliates or any Client Contractor and any person has effect, pursuant to the Regulations, as if originally made between UST and such person, or if a claim is made to such effect, UST may terminate such contract. Client shall indemnify and keep indemnified UST against all and any costs (including any legal costs), expenses, liabilities, damages and losses suffered or incurred by UST arising out of or in connection with the employment or termination of employment of any such person(whether before or up to 3 months after any such transfer) and any other claim made by or in respect of any such person for which it is alleged UST may be liable by virtue of application or the alleged application the Regulations to this Agreement or any SOW, including their performance or extension.
TUPE Regulations. 14.1. The Parties agree that the TUPE Regulations do not apply to any employees of either Party provided that if by operation of law the TUPE Regulations do apply in respect of: any employees or third parties engaged by Client, Client hereby indemnifies CSI on a full indemnity basis for all costs, liabilities and losses (including legal costs) of CSI in respect of such Client employees and any TUPE Regulations employment claims, including the costs of employment and termination thereof by CSI; any employees or third parties engaged by CSI, CSI hereby indemnifies Client on a full indemnity basis for all costs, liabilities and losses (including legal costs) of Client in respect of such third parties and any TUPE Regulations employment claims, including the costs of employment and termination thereof by Client. PART EAPPLICABLE TO PRODUCTS, SERVICES & MANAGED SERVICES 15. SOFTWARE AND THIRD PARTY SOFTWARE 15.1. With respect to any Third Party Software supplied by CSI under this Agreement, CSI grants a sub-licence of such third-party software to Client on the same terms and conditions (mutatis mutandis) as CSI licenses the Third Party Software from the third party.
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Related to TUPE Regulations

  • Fire Regulations All Exhibitors must comply with the regulations of the local authority and applicable law as they relate to the design and construction of Exhibition stands, and the use of suitably fireproofed materials.

  • FCC Regulations The unstayed, effective regulations promulgated by the FCC, as amended from time to time.

  • Applicable Regulations If an issue relating to investments is covered both by this Agreement and by the national legislation of one Contracting Party or by international conventions, existing or to be subscribed to by the Parties in the future, the investors of the other Contracting Party shall be entitled to avail themselves of the provisions that are the most favourable to them.

  • Export Regulations Licensee agrees and accepts that Software may be subject to import and export laws of any country, including those of the European Union and United States (specifically the Export Administration Regulations (EAR)). Licensee acknowledges that it is not a citizen, national, or resident of, and is not under control of the governments of Cuba, Iran, North Korea, Sudan or Syria and is not otherwise a restricted end-user as defined by applicable export control laws. Further, Licensee acknowledges that it will not download or otherwise export or re-export Software or any related technical data directly or indirectly to the above-mentioned countries or to citizens, nationals, or residents of those countries, or to any other restricted end user or for any restricted end-use.

  • RULES & REGULATIONS The Exhibitor must comply with the requirements of all Authorities and where applicable with all rules and regulations issued by the owner of the Venue in force at the time of the Exhibition. The Exhibitor undertakes to comply with the obligations and duties contained or referred to in the Contract including (without limitation) those contained or to be contained in the Exhibitors’ Manual. Exemptions from any of these obligations and duties may be granted at the Organisers’ discretion. No exemption given by the Organisers will be effective unless in writing. The Contract comprises these Terms and Conditions, the Exhibition Space Contract and the Exhibitors’ Manual) except as varied in writing signed by the parties.

  • Regulations The disclosures in the Registration Statement, the Sale Preliminary Prospectus, and Prospectus concerning the effects of federal, foreign, state, and local regulation on the Company’s business as currently contemplated are correct in all material respects and do not omit to state a material fact necessary to make the statements therein, in the light of the circumstances in which they were made, not misleading.

  • SAFETY REGULATIONS Equipment shall meet all State and Federal safety regulations.

  • Compliance with Governmental Regulations Landlord and Tenant shall comply with all rules, regulations and requirements promulgated by national, state or local governmental agencies or utility suppliers concerning the use of utility services, including any rationing, limitation or other control. Tenant shall not be entitled to terminate this Lease nor to any abatement in rent by reason of such compliance.

  • Exchange Act Compliance; Regulations T, U and X None of the transactions contemplated herein or in the other Transaction Documents (including, without limitation, the use of proceeds from the sale of the Collateral Portfolio) will violate or result in a violation of Section 7 of the Exchange Act, or any regulations issued pursuant thereto, including, without limitation, Regulations T, U and X of the Board of Governors of the Federal Reserve System, 12 C.F.R., Chapter II. The Borrower does not own or intend to carry or purchase, and no proceeds from the Advances will be used to carry or purchase, any “margin stock” within the meaning of Regulation U or to extend “purpose credit” within the meaning of Regulation U.

  • Governmental Regulations Neither the Borrower nor any Subsidiary of the Borrower is subject to regulation under the Public Utility Holding Company Act of 1935, as amended, the Federal Power Act, as amended, or the Investment Company Act of 1940, as amended, and neither the Borrower nor any Subsidiary of the Borrower is subject to any statute or regulation which prohibits or restricts the incurrence of Indebtedness under the Loan Documents, including, without limitation, statutes or regulations relative to common or contract carriers or to the sale of electricity, gas, steam, water, telephone, telegraph or other public utility services.

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