Common use of Disengagement Period Clause in Contracts

Disengagement Period. 77.3.1 The Disengagement Period starts on the earlier of: (a) the date 12 Months before the time for expiry of the Term, unless Health Notifies the Service Provider of a later date; or (b) the date on which a Notice or termination or reduction in scope is given in accordance with this Services Agreement, and will continue until 12 Months after the date of expire or termination of this Services Agreement unless: (c) the Parties agree a different period in writing; or (d) Health Notifies the Service Provider that Disengagement Services are no longer required. 77.3.2 The objectives of the Disengagement are: (a) to enable Health to continue to use and make available the solution for the Services after the expiry or termination of this Services Agreement; and (b) to eliminate or minimise any disruption or deterioration of the Services, during and as a result of the transition and handover of the Services to Health or another entity. 77.3.3 During any Disengagement Period, the Service Provider: (a) must comply with the Disengagement Plan approved by Health; (b) must comply with the requirements of Schedule 7 – Disengagement Requirements; and (c) subject to the Disengagement Plan being approved by Health, if requested by Health, must continue to perform the Services that have not been transferred to another entity (as specified in the Statement of Requirement) at the then prevailing terms and conditions, including without limitation the Charges. 77.3.4 If the Service Provider receives a Notice under clauses 76.2.1 or 76.3.1 and the scope of the Services changes as a result, the Service Provider must; (a) promptly provide any updated Disengagement Documentation (including the Disengagement Plan) in respect of the proposed changed scope of Services for approval in writing by Health; (b) conduct the Disengagement in accordance with that updated Disengagement Documentation and Disengagement Deliverables once approved by Health; and (c) commence supplying any changed scope of Services as part of the Services from the relevant date specified in the updated Disengagement Plan once approved by Health. 77.3.5 Health will pay the Service Provider the Charges for Disengagement set out in Schedule 4 - Pricing Framework. 77.3.6 If this Services Agreement is terminated or reduced in scope for cause by Health in accordance with clause 74, Health: (a) will pay the Service Provider the Charges for the Services performed during the Disengagement Period in accordance with Schedule 4 - Pricing Framework; and (b) is not required to pay the Charges associated with Disengagement.

Disengagement Period. 77.3.1 (a) The Disengagement Period starts on the earlier of: (ai) the date 12 6 Months before the time for expiry of the TermServices Agreement, unless Health notifies AHA (and AHA in turn Notifies the Service Provider Contractor) of a later datedifferent date (earlier or later); or (bii) the date on which a Notice or notice of termination or reduction in scope is given to AHA by Health in accordance with this the Services Agreement, and will continue until 12 3 Months (or such other period Notified by AHA to the Contractor) after the date of expire expiry or termination of this the Services Agreement unless: (ciii) the Parties Health and AHA agree a different period in writing; or (div) Health AHA Notifies the Service Provider Contractor (having received notification from Health) that Disengagement Services are no longer required. 77.3.2 (b) The Parties acknowledge and agree that the objectives of the Disengagement are: (ai) to enable Health to continue to use and make available ensure that services similar to the solution Services are provided, including for the Services benefit of End Users, by Health or another entity after the expiry or termination of this the Services Agreement; and (bii) to eliminate or minimise any disruption or deterioration of the Services, during and as a result of the transition and handover of the Services to Health or another entity. 77.3.3 (c) During any Disengagement Period, the Service ProviderContractor: (ai) must comply with the Disengagement Plan approved Approved by Health; (bii) must comply with the requirements of Schedule 7 – all reasonable Disengagement Requirements; and (ciii) subject to the Disengagement Plan being approved Approved by Health, if requested by HealthHealth or AHA, must continue to perform the Subcontracted Services that have not been transferred to another entity (as specified in the Statement of Requirement) at the then prevailing terms and conditions, including without limitation the ChargesFees. 77.3.4 (d) If the Service Provider Contractor receives a Notice under clauses 76.2.1 20.2(a) or 76.3.1 20.3(a) from AHA (having received a like notice from Health) and the scope of the Subcontracted Services changes as a result, the Service Provider Contractor must;: (a) promptly provide any updated Disengagement Documentation (including the Disengagement Plan) in respect of the proposed changed scope of Services for approval in writing by Health; (bi) conduct the Disengagement in accordance with that AHA’s updated Disengagement Documentation and the Disengagement Deliverables once approved Approved by Health; and (cii) commence supplying any changed scope of Subcontracted Services as part of the Services from the relevant date specified in the AHA’s updated Disengagement Plan once approved Approved by Health. 77.3.5 Health will pay the Service Provider the Charges for Disengagement set out in Schedule 4 - Pricing Framework. 77.3.6 If this Services Agreement is terminated or reduced in scope for cause by Health in accordance with clause 74, Health: (a) will pay the Service Provider the Charges for the Services performed during the Disengagement Period in accordance with Schedule 4 - Pricing Framework; and (b) is not required to pay the Charges associated with Disengagement.