Content of Transition Plan Sample Clauses

Content of Transition Plan. The detailed Transition Plan shall identify, among other things, (i) the transition activities to be performed by Vendor and the significant components and subcomponents of each such activity, (ii) the deliverables to be completed by Vendor, (iii) the date(s) by which each such activity or deliverable is to be completed (the “Transition Milestones”), (iv) a process and set of standards acceptable to the Parties to which Vendor will adhere in the performance of the Transition Services and that will enable the Parties to determine whether Vendor has successfully completed the transition and the activities and deliverables associated with each Transition Milestone; provided, however, that to the extent the Transition Plan does not contain any such criteria for any given Transition Milestone, then successful completion of such Transition Milestone shall be subject to approval by TXUED, such approval not to be unreasonably withheld or delayed under the circumstances, (v) a process for TXUED to delay Vendor from proceeding with any part of the transition, either current or future plans, or to alter the timing for implementation, with appropriate modifications of Transition Milestones (if necessary), of parts of the Services if TXUED determines that any part of the transition poses a risk or hazard to TXUED’s business interests, (vi) the contingency or risk mitigation strategies to be employed by Vendor in the event of disruption or delay, (vii) any transition responsibilities to be performed or transition resources to be provided by TXUED and (viii) a detailed work plan identifying the specific transition activities to be performed by Vendor Personnel (at the individual or team level, as appropriate) on a weekly basis during the Transition Period. TXUED AND VENDOR CONFIDENTIAL NYDB01 17368821.15 24-Jun-06 19:23 AMENDED AND RESTATED FIELD SERVICES AGREEMENT

Content of Transition Plan. Prior to any applicable Subscription Agreement, Service Description Statement of Work Effective Date, Supplier shall deliver and the Parties shall agree upon a high-level Transition Plan that identifies (i) the transition activities and deliverables to be completed by Supplier, (ii) the date(s) by which each Transition Milestone is to be completed (“Transition Milestones”), (iii) the Deliverable Credits associated with the failure to meet specific Transition Milestones, and (iv) any transition responsibilities to be performed or transition resources to be provided by AZL or the Eligible Recipients. Within thirty (30) days after the applicable Subscription Agreement, Service Description Statement of Work Effective Date, as the case may be, Supplier shall deliver to Allianz a detailed Transition Plan for Allianz’s review, comment and approval. The proposed detailed Transition Plan shall describe in greater detail the transition activities and deliverables to be completed by Supplier and Allianz and the significant components and subcomponents of each such activity and deliverable, but, unless otherwise agreed by Allianz, shall be consistent in all material respects with the initial Transition Plan, including the activities, deliverables, Transition Milestones and Deliverable Credits described therein. Upon approval by Allianz, the detailed Transition Plan shall be appended to the applicable Subscription Agreement, Service Description or Statement of Work.