Common use of Discontinuation of Services Clause in Contracts

Discontinuation of Services. Unless otherwise provided in the relevant Schedule for a particular Service, at any time after the Distribution Date, RemainCo may, without cause and in accordance with the terms and conditions hereunder and the Master Separation Agreement, request the discontinuation of one or more specific Services by giving SpinCo at least 30 days’ prior written notice; provided, however, that any such discontinuation will not affect the amounts payable to SpinCo hereunder unless (and then only to the extent that) the charges for the discontinued Services have been separately identified in the applicable Schedule. RemainCo shall be liable to SpinCo for all costs and expenses SpinCo or any member of the SpinCo Group remains obligated to pay in connection with any discontinued Service or Services, except in the case of a Service terminated by RemainCo pursuant to clause (ii) of the first sentence of Section 7.1 hereof. The parties shall cooperate as reasonably required to effectuate an orderly and systematic transfer to the RemainCo Group of all of the duties and obligations previously performed by SpinCo or a member of the SpinCo Group under this Agreement.

Discontinuation of Services. Unless otherwise provided in the relevant Schedule for a particular Service, at any time after the Distribution Date, RemainCo SpinCo may, without cause and in accordance with the terms and conditions hereunder and the Master Separation Agreement, request the discontinuation of one or more specific Services by giving SpinCo RemainCo at least 30 days’ prior written notice; provided, however, that any such discontinuation will not affect the amounts payable to SpinCo RemainCo hereunder unless (and then only to the extent that) the charges for the discontinued Services have been separately identified in the applicable Schedule. RemainCo SpinCo shall be liable to SpinCo RemainCo for all costs and expenses SpinCo RemainCo or any member of the SpinCo RemainCo Group remains obligated to pay in connection with any discontinued Service or Services, except in the case of a Service terminated by RemainCo SpinCo pursuant to clause (ii) of the first sentence of Section 7.1 hereof. The parties shall cooperate as reasonably required to effectuate an orderly and systematic transfer to the RemainCo SpinCo Group of all of the duties and obligations previously performed by SpinCo RemainCo or a member of the SpinCo RemainCo Group under this Agreement.