Common use of By DIR Clause in Contracts

By DIR. If Service Provider: (i) commits a material breach of its obligations with respect to the Transition Services or the Transformation Services as provided in Sections 4.2(g) and 4.3(h) as applicable and such breach is not cured within the applicable timeframe for cure provided in such provision; (ii) commits a material breach of this Agreement, which breach is not cured within thirty (30) days after notice of the breach from DIR; (iii) commits a material breach of this Agreement which is not capable of being cured within the period specified pursuant to Section 20.1(a)(ii); (iv) commits numerous breaches of its duties or obligations which collectively constitute a material breach of this Agreement and Service Provider fails to do both of the following: (A) cure each such breach within thirty (30) days of notice thereof; and (B) develop within fifteen (15) days following written notice of breach from DIR a complete plan reasonably acceptable to DIR for curing the breach and correcting the deficiencies causing such breaches on a permanent basis; provided, however, this Section 20.1(a)(iv) shall in no manner limit (X) DIR's right of termination pursuant to any other provision of this Section 20.1(a), or (Y) Service Provider's obligation to cure individual nonmaterial breaches of this Agreement; (v) becomes liable for or incurs Service Level Credits under this Agreement that, in the aggregate, exceed fifty percent (50%) of the cumulative and annualized At Risk Amount during any rolling six (6) month period (exclusive of any earnback during such period); (vi) fails to perform in accordance with the Minimum Service Level for same Critical Service Level for three (3) consecutive Measurement Windows or during four (4) of any six (6) consecutive Measurement Windows (provided that the applicable Measurement Window is at least one month in duration); (vii) commits a material breach of Section 15.8 of this Agreement; or then DIR may, upon notice to Service Provider, terminate this Agreement, in whole or in part, as of the termination date specified in the notice. The express acknowledgment that a certain amount of Service Level Credits or number of Service Level defaults constitutes grounds for termination under Sections 20.1(a)(v) and (vi) does not imply that a lesser amount or number cannot constitute a material breach of this Agreement and therefore grounds for termination under other Subsections.

By DIR. If Service ProviderSuccessful Respondent: (i) commits a material breach of its obligations with respect to the Transition Services or the Transformation Services as provided in Sections 4.2(g) and 4.3(h4.2(e) as applicable and such breach is not cured within the applicable timeframe for cure provided in such provision; (ii) commits a material breach of this Agreement, which breach is not cured within thirty (30) days after notice of the breach from DIR; (iii) commits a material breach of this Agreement which is not capable of being cured within the period specified pursuant to Section 20.1(a)(ii); (iv) commits numerous breaches of its duties or obligations (excluding Service Level Defaults) which collectively constitute a material breach of this Agreement and Service Provider Successful Respondent fails to do both of the following: : (A) cure each such breach within thirty (30) days of notice thereof; and (B) develop within fifteen (15) days following written notice of breach from DIR a complete plan reasonably acceptable to DIR for curing the breach and correcting the deficiencies causing such breaches on a permanent basis; provided, however, this Section 20.1(a)(iv) shall in no manner limit (X) DIR's right of termination pursuant to any other provision of this Section 20.1(a), or (Y) Service Provider's Successful Respondent’s obligation to cure individual nonmaterial breaches of this Agreement; (v) becomes liable for or incurs Service Level Credits under this Agreement that, in the aggregate, exceed fifty seventy-five percent (5075%) of the cumulative and annualized At Risk Amount during any rolling six (6) month period (exclusive of any earnback during such period); (vi) fails to perform in accordance with the Minimum Service Level for same Critical Service Level for three (3) consecutive Measurement Windows or during four (4) of any six (6) consecutive Measurement Windows (provided that the applicable Measurement Window is at least one month in duration); (vii) commits a material breach of Section 15.8 of this Agreement; or then DIR may, upon notice to Service Provider, terminate this Agreement, in whole or in part, as of the termination date specified in the notice. The express acknowledgment that a certain amount of Service Level Credits or number of Service Level defaults constitutes grounds for termination under Sections 20.1(a)(v) and (vi) does not imply that a lesser amount or number cannot constitute a material breach of this Agreement and therefore grounds for termination under other Subsections.three

By DIR. If Service ProviderSuccessful Respondent: (i) commits a material breach of its obligations with respect to the Transition Services or the Transformation Services as provided in Sections 4.2(g) and 4.3(h4.2(e) as applicable and such breach is not cured within the applicable timeframe for cure provided in such provision; (ii) commits a material breach of this Agreement, which breach is not cured within thirty (30) days after notice of the breach from DIR; (iii) commits a material breach of this Agreement which is not capable of being cured within the period specified pursuant to Section 20.1(a)(ii); (iv) commits numerous breaches of its duties or obligations (excluding Service Level Defaults) which collectively constitute a material breach of this Agreement and Service Provider Successful Respondent fails to do both of the following: : (A) cure each such breach within thirty (30) days of notice thereof; and (B) develop within fifteen (15) days following written notice of breach from DIR a complete plan reasonably acceptable to DIR for curing the breach and correcting the deficiencies causing such breaches on a permanent basis; provided, however, this Section 20.1(a)(iv) shall in no manner limit (X) DIR's right of termination pursuant to any other provision of this Section 20.1(a), or (Y) Service Provider's Successful Respondent’s obligation to cure individual nonmaterial breaches of this Agreement; (v) becomes liable for or incurs Service Level Credits under this Agreement that, in the aggregate, exceed fifty seventy-five percent (5075%) of the cumulative and annualized At Risk Amount during any rolling six (6) month period (exclusive of any earnback during such period); (vi) fails to perform in accordance with the Minimum Service Level for same Critical Service Level for three (3) consecutive Measurement Windows or during four (4) of any six (6) consecutive Measurement Windows (provided that the applicable Measurement Window is at least one (1) month in duration);; or (vii) commits a material breach of Section 15.8 of this Agreement; or . then DIR may, upon notice to Service ProviderSuccessful Respondent, terminate this Agreement, in whole or in part, as of the termination date specified in the notice. The express acknowledgment that a certain amount of Service Level Credits or number of Service Level defaults Defaults constitutes grounds for termination under Sections 20.1(a)(v) and (vi) does not imply that a lesser amount or number cannot constitute a material breach of this Agreement and therefore grounds for termination under other Subsections. For the period beginning on the Commencement Date and ending twelve (12) months from such date, Successful Respondent's failure to perform in accordance with Section 20.1(a)(vi) will not constitute a breach of this Agreement.

By DIR. If Service Provider: (i) commits a material breach of its obligations with respect to the Transition Services or the Transformation Services as provided in Sections 4.2(g) and 4.3(h) as applicable and such breach is not cured within the applicable timeframe for cure provided in such provision; (ii) commits a material breach of this Agreement, which breach is not cured within thirty (30) days after notice of the breach from DIR; (iii) commits a material breach of this Agreement which is not capable of being cured within the period specified pursuant to Section 20.1(a)(ii); (iv) commits numerous breaches of its duties or obligations (excluding Service Level Defaults) which collectively constitute a material breach of this Agreement and Service Provider fails to do both of the following: : (A) cure each such breach within thirty (30) days of notice thereof; and (B) develop within fifteen (15) days following written notice of breach from DIR a complete plan reasonably acceptable to DIR for curing the breach and correcting the deficiencies causing such breaches on a permanent basis; provided, however, this Section 20.1(a)(iv) shall in no manner limit (X) DIR's right of termination pursuant to any other provision of this Section 20.1(a), or (Y) Service Provider's obligation to cure individual nonmaterial breaches of this Agreement; (v) becomes liable for or incurs Service Level Credits under this Agreement that, in the aggregate, exceed fifty seventy-five percent (5075%) of the cumulative and annualized At Risk Amount during any rolling six (6) month period (exclusive of any earnback during such period); (vi) fails to perform in accordance with the Minimum Service Level for same Critical Service Level for three (3) consecutive Measurement Windows or during four (4) of any six (6) consecutive Measurement Windows (provided that the applicable Measurement Window is at least one month in duration);; or (vii) commits a material breach of Section 15.8 of this Agreement; or . then DIR may, upon notice to Service Provider, terminate this Agreement, in whole or in part, as of the termination date specified in the notice. The express acknowledgment that a certain amount of Service Level Credits or number of Service Level defaults Defaults constitutes grounds for termination under Sections 20.1(a)(v) and (vi) does not imply that a lesser amount or number cannot constitute a material breach of this Agreement and therefore grounds for termination under other Subsections. For the period beginning on the Commencement Date and ending twelve (12) months from such date, Service Provider's failure to perform in accordance with Section 20.1(a)(vi) will not constitute a breach of this Agreement.

By DIR. If Service ProviderSuccessful Respondent: (i) commits a material breach of its obligations with respect to the Transition Services or the Transformation Services as provided in Sections 4.2(g) and 4.3(h4.2(e) as applicable and such breach is not cured within the applicable timeframe for cure provided in such provision; (ii) commits a material breach of this Agreement, which breach is not cured within thirty (30) days after notice of the breach from DIR; (iii) commits a material breach of this Agreement which is not capable of being cured within the period specified pursuant to Section 20.1(a)(ii); (iv) commits numerous breaches of its duties or obligations (excluding Service Level Defaults) which collectively constitute a material breach of this Agreement and Service Provider Successful Respondent fails to do both of the following: : (A) cure each such breach within thirty (30) days of notice thereof; and (B) develop within fifteen (15) days following written notice of breach from DIR a complete plan reasonably acceptable to DIR for curing the breach and correcting the deficiencies causing such breaches on a permanent basis; provided, however, this Section 20.1(a)(iv) shall in no manner limit (X) DIR's right of termination pursuant to any other provision of this Section 20.1(a), or (Y) Service Provider's Successful Respondent’s obligation to cure individual nonmaterial breaches of this Agreement; (v) becomes liable for or incurs Service Level Credits under this Agreement that, in the aggregate, exceed fifty seventy-five percent (5075%) of the cumulative and annualized At Risk Amount during any rolling six (6) month period (exclusive of any earnback during such period); (vi) fails to perform in accordance with the Minimum Service Level for same Critical Service Level for three (3) consecutive Measurement Windows or during four (4) of any six (6) consecutive Measurement Windows (provided that the applicable Measurement Window is at least one (1) month in duration);; or (vii) commits a material breach of Section 15.8 of this Agreement; or . then DIR may, upon notice to Service ProviderSuccessful Respondent, terminate this Agreement, in whole or in part, as of the termination date specified in the notice. The express acknowledgment that a certain amount of Service Level Credits or number of Service Level defaults Defaults constitutes grounds for termination under Sections 20.1(a)(v) and (vi) does not imply that a lesser amount or number cannot constitute a material breach of this Agreement and therefore grounds for termination under other Subsections. For the period beginning on the Commencement Date and ending twelve (12) months from such date, Successful Respondent's failure to perform in accordance with Section 20.1(a)(vi) will not constitute a breach of this Agreement.

By DIR. If Service Provider: (i) commits a material breach of its obligations with respect to the Transition Services or the Transformation Services as provided in Sections 4.2(g) and 4.3(h) as applicable and such breach is not cured within the applicable timeframe for cure provided in such provision; (ii) commits a material breach of this Agreement, which breach is not cured within thirty (30) days after notice of the breach from DIR; (iii) commits a material breach of this Agreement which is not capable of being cured within the period specified pursuant to Section 20.1(a)(ii); (iv) commits numerous breaches of its duties or obligations which collectively constitute a material breach of this Agreement and Service Provider fails to do both of the following: : (A) cure each such breach within thirty (30) days of notice thereof; and (B) develop within fifteen (15) days following written notice of breach from DIR a complete plan reasonably acceptable to DIR for curing the breach and correcting the deficiencies causing such breaches on a permanent basis; provided, however, this Section 20.1(a)(iv) shall in no manner limit (X) DIR's right of termination pursuant to any other provision of this Section 20.1(a), or (Y) Service Provider's obligation to cure individual nonmaterial breaches of this Agreement; (v) commits a series of persistent non-material breaches under that certain Amendment, Ratification and Consent to Assignment Agreement by and among Xerox State and Local Solutions, Inc., [Atos Origin Newco], and the State of Texas acting by and through the Texas Department of Information Resources, dated April [ ], 2015 (the "ARCA Agreement"), which collectively constitute a material breach of this Agreement and Service Provider fails to do both the following: (A) cure each such breach within thirty (30) days of notice therefor; and (B) develop within fifteen (15) days following written notice of breach, detailing such breaches, from DIR a complete plan reasonably acceptable to DIR for curing the breach and correcting the deficiencies causing such breaches on a permanent basis; provided, however, this Section 20.1(a)(v) shall in no manner Section 20.1(a), or (Y) Service Provider’s obligation to cure individual nonmaterial breaches of this Agreement;" (vi) becomes liable for or incurs Service Level Credits under this Agreement that, in the aggregate, exceed fifty percent (50%) of the cumulative and annualized At Risk Amount during any rolling six (6) month period (exclusive of any earnback during such period); (vi) fails to perform in accordance with the Minimum Service Level for same Critical Service Level for three (3) consecutive Measurement Windows or during four (4) of any six (6) consecutive Measurement Windows (provided that the applicable Measurement Window is at least one month in duration); (vii) commits a material breach of Section 15.8 of this Agreement; or then DIR may, upon notice to Service Provider, terminate this Agreement, in whole or in part, as of the termination date specified in the notice. The express acknowledgment that a certain amount of Service Level Credits or number of Service Level defaults constitutes grounds for termination under Sections 20.1(a)(v) and (vi) does not imply that a lesser amount or number cannot constitute a material breach of this Agreement and therefore grounds for termination under other Subsections.