CCTNS RFP FOR SI VOL III.pdf - National Crime Records Bureau

Crime & Criminals Tracking Network and Systems ProjectSikkim Police2.23.2 Independent ContractorNothing in this Agreement or the SLA shall be construed as establishing or implying anypartnership or joint venture between the Parties to this Agreement or the SLA and, except asexpressly stated in this Agreement or the SLA, nothing in this Agreement or the SLA shall bedeemed to constitute any Parties as the agent of any other Party or authorizes either Party to:(a)(b)(c)(d)incur any expenses on behalf of the other Party;enter into any engagement or make any representation or warranty on behalf ofthe other Party;pledge the credit of or otherwise bind or oblige the other Party; orcommit the other Party in any way whatsoever without in each case obtaining theother Party‘s prior written consent.2.23.3 Consortium/ PartnersSystem Integrator shall not use consortium/partners for any work related to the data recoverycentre, data centre, security, etc. other Core activities to be performed under this Agreementwithout CLIENT‘s prior written consent. However the System Integrator shall provide the list of allthe other services planned to be done by consortium/partners with the Technical proposal. It isclarified that the Prime Bidder shall be the principal employer for all claims arising from theliabilities statutory or otherwise, concerning the consortium/partners. The System Integratorundertakes to indemnify the CLIENT or its nominated agencies from any claims on the groundsstated hereinabove.2.23.4 Assignment(a)(b)(c)All terms and provisions of this Agreement shall be binding on and shall inure tothe benefit of the CLIENT and their respective successors and permitted assigns.Subject to Clause 2.7.3 above, the System Integrator shall not be permitted toassign its rights and obligations under this Agreement to any third party.The CLIENT may assign or novate all or any part of this Agreement andSchedules/Annexure, and the System Integrator shall be a party to suchnovation, to any third party contracted to provide outsourced services to CLIENTor any of its nominees.2.23.5 Trademarks, PublicityNeither Party may use the trademarks of the other Party without the prior written consent of theother Party. Except as required by law or the rules and regulations of each stock exchange uponwhich the securities of one of the Parties is listed, neither Party shall publish or permit to bepublished either along or in conjunction with any other person any press release, information,article, photograph, illustration or any other material of whatever kind relating to this Agreement,the SLA or the business of the Parties without prior reference to and approval in writing from theother Party, such approval not to be unreasonably withheld or delayed provided however thatSystem Integrator may include CLIENT or its client lists for reference to third parties subject to theprior written consent of CLIENT not to be unreasonably withheld or delayed. Such approval shallapply to each specific reference and relate only to that reference.Volume III Request for Proposal for Selection of System Integrator Page 32 of 132