Common use of Additional Services and Access to Additional Facilities Clause in Contracts

Additional Services and Access to Additional Facilities. (a) Services or access to facilities, equipment or software not agreed upon in a Schedule attached hereto but provided prior to the Closing by a Parent Entity to an Acquiror Entity can be requested in writing within one hundred twenty (120) days of the Closing by the Acquiror upon reasonable notice to the Parent’s service manager and Contract Manager in accordance with Section 7.03(a). Upon receipt of such notice, within a commercially reasonable period of time under the circumstances, the Parent shall provide or cause to be provided to the Acquiror Entities such additional services (the “Additional Services”) and such access to such additional facilities, equipment and software (the “Additional Facilities”) in each case on the terms and conditions (other than price) as were applicable to such services or access to such facilities, software and equipment prior to Closing, at the Agreed Price, for a term determined pursuant to Section 6.01 and with any applicable reasonable Set-Up Costs and any termination charges, determined pursuant to Section 6.02, which price, terms and charges shall be (x) proposed in writing by the applicable Provider within ten (10) Business Days of the request from the applicable Recipient for such Additional Services or Additional Facilities and (y) agreed by the Parties on or about the time the Provider begins to provide such Additional Services or access to such Additional Facility; if the Parties fail to reach agreement on the amount of the Agreed Price, Initial Additional Service Term, or extension of such term or any applicable termination charges or Set-Up Costs, such issues shall be resolved in accordance with Section 7.09(a), but any such failure to reach agreement on the foregoing shall not delay the provision of the Additional Service or access to Additional Facilities. The applicable Schedule 2.01 or Schedule 2.02 shall be deemed amended to include the Additional Services and access to Additional Facilities (along with the Agreed Price, Initial Additional Service Term, extension of such term and termination charges, if any), which shall be provided in accordance with the terms and conditions of this Agreement and the Additional Services shall be deemed to be Scheduled Services hereunder and the Additional Facilities shall be deemed to be Facilities hereunder. (b) Notwithstanding anything to the contrary set forth herein, the Parent shall have no obligation to provide the services or access to the facilities set forth on Schedule 2.03(b) hereto.

Additional Services and Access to Additional Facilities. (a) Services or access to facilities, equipment or software not agreed upon in a Schedule attached hereto but provided prior to the Closing by a Parent Entity to an Acquiror Entity, or by an Acquiror Entity to a Parent Entity, can be requested in writing within one hundred twenty eighty (120180) calendar days of the Closing by the Acquiror a Party to this Agreement upon reasonable notice to the Parentother Party’s applicable service manager and Contract Manager in accordance with Section 7.03(a). Upon receipt of such notice, within a commercially reasonable period of time under the circumstances, (i) the Parent shall provide or cause to be provided to the Acquiror Entities such additional services (the “Company Additional Services”) and such access to such additional facilities, equipment and software (the “Company Additional Facilities”), and (ii) the Acquiror shall provide or cause to be provided to the Parent Entities such additional services (the “Parent Additional Services”, and collectively with the Company Additional Services, the “Additional Services”) and such access to such additional facilities, equipment and software (the “Parent Additional Facilities”) , and collectively with the Company Additional Facilities, the “Additional Facilities”), in each case on the terms and conditions (other than price) as were applicable to such services or access to such facilities, software and equipment prior to Closing, at the Agreed Price, for a term determined pursuant to Section 6.01 and with any applicable reasonable Set-Up Costs and any termination charges, determined pursuant to Section 6.02, which price, terms and charges shall be (x) proposed in writing by the applicable Provider within ten five (105) Business Days of the request from the applicable Recipient for such Additional Services or Additional Facilities and (y) agreed by the Parties on or about the time the Provider begins to provide such Additional Services or access to such Additional Facility; if the Parties fail to reach agreement on the amount of the Agreed Price, Initial Additional Service Term, or extension of such term Extended Additional Service Term or any applicable termination charges or Set-Up Costs, such issues shall be resolved in accordance with Section 7.09(a), but any such failure to reach agreement on the foregoing shall not delay the provision of the Additional Service or access to Additional Facilities. The applicable Schedule 2.01 2.01-1, Schedule 2.01-2, Schedule 2.02-1 or Schedule 2.02 2.02-2 shall be deemed amended to include the Additional Services and access to Additional Facilities (along with the Agreed Price, Initial Additional Service Term, extension of such term Extended Additional Service Term and termination charges, if any), which shall be provided in accordance with the terms and conditions of this Agreement and the Additional Services shall be deemed to be Scheduled Services hereunder and the Additional Facilities shall be deemed to be Facilities hereunder. (b) Notwithstanding anything to the contrary set forth herein, the Parent shall have no obligation to provide the services or access to the facilities set forth on Schedule 2.03(b) hereto; provided, that, if the Parent fails to provide such cooperation planning, knowledge transfer and migration under Section 6.13(c)(i) or Section 6.13(c)(ii) of the Purchase Agreement as is reasonably necessary for the Acquiror to provide to the Company and the Transferred Subsidiaries a substitute or alternative service or access to facility for a service or facility set forth on Schedule 2.03(b), as the case may be, then the Parent shall, as soon as commercially practicable, provide the service or access to facility as an Additional Service or Additional Facility; provided, further, that any dispute as to any such purported failure by the Parent or as to timing of the provision of such service or access to such facility as an Additional Service or Additional Facility shall be rapidly and timely escalated and resolved in accordance with Section 7.09(a)(i) hereof on an expedited basis.