EXIT PLAN Sample Clauses

EXIT PLAN. 21.1 The Supplier must provide an exit plan in its Application which ensures continuity of service and the Supplier will follow it. 21.2 When requested, the Supplier will help the Buyer to migrate the Services to a replacement supplier in line with the exit plan. This will be at the Supplier’s own expense if the Call-Off Contract Ended before the Expiry Date due to Supplier cause. 21.3 If the Buyer has reserved the right in the Order Form to extend the Call-Off Contract Term beyond 24 months the Supplier must provide the Buyer with an additional exit plan for approval by the Buyer at least 8 weeks before the 18 month anniversary of the Start date. 21.4 The Supplier must ensure that the additional exit plan clearly sets out the Supplier’s methodology for achieving an orderly transition of the Services from the Supplier to the Buyer or its replacement Supplier at the expiry of the proposed extension period or if the contract Ends during that period. 21.5 Before submitting the additional exit plan to the Buyer for approval, the Supplier will work with the Buyer to ensure that the additional exit plan is aligned with the Buyer’s own exit plan and strategy. 21.6 The Supplier acknowledges that the Buyer’s right to extend the Term beyond 24 months is subject to the Buyer’s own governance process. Where the Buyer is a central government department, this includes the need to obtain approval from GDS under the Spend Controls process. The approval to extend will only be given if the Buyer can clearly demonstrate that the Supplier’s additional exit plan ensures that: 21.6.1 the Buyer will be able to transfer the Services to a replacement supplier before the expiry or Ending of the extension period on terms that are commercially reasonable and acceptable to the Buyer 21.6.2 there will be no adverse impact on service continuity 21.6.3 there is no vendor lock-in to the Supplier’s Service at exit 21.6.4 it enables the Buyer to meet its obligations under the Technology Code Of Practice 21.7 If approval is obtained by the Buyer to extend the Term, then the Supplier will comply with its obligations in the additional exit plan. 21.8 The additional exit plan must set out full details of timescales, activities and roles and responsibilities of the Parties for: 21.8.1 the transfer to the Buyer of any technical information, instructions, manuals and code reasonably required by the Buyer to enable a smooth migration from the Supplier 21.8.2 the strategy for exportation and migrati...
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EXIT PLAN. The Supplier shall, within three (3) Months after the Contract Commencement Date, deliver to the Customer an Exit Plan which: sets out the Suppliers proposed methodology for achieving an orderly transition of the Goods and/or Services from the Supplier to the Customer and/or its Replacement Supplier on the expiry or termination of this Contract; complies with the requirements set out in paragraph 5.3 of this Contract Schedule 10; is otherwise reasonably satisfactory to the Customer. The Parties shall use reasonable endeavours to agree the contents of the Exit Plan. If the Parties are unable to agree the contents of the Exit Plan within twenty (20) Working Days of its submission, then such Dispute shall be resolved in accordance with the Dispute Resolution Procedure. Unless otherwise specified by the Customer or Approved, the Exit Plan shall set out, as a minimum: how the Exit Information is obtained; the management structure to be employed during both transfer and cessation of the Goods and/or Services; the management structure to be employed during the Termination Assistance Period; a detailed description of both the transfer and cessation processes, including a timetable; how the Goods and/or Services will transfer to the Replacement Supplier and/or the Customer, including details of the processes, documentation, data transfer, systems migration, security and the segregation of the Customer's technology components from any technology components operated by the Supplier or its Sub-Contractors (where applicable); details of contracts (if any) which will be available for transfer to the Customer and/or the Replacement Supplier upon the Contract Expiry Date together with any reasonable costs required to effect such transfer (and the Supplier agrees that all assets and contracts used by the Supplier in connection with the provision of the Goods and/or Services will be available for such transfer); proposals for the training of key members of the Replacement Suppliers personnel in connection with the continuation of the provision of the Goods and/or Services following the Contract Expiry Date charged at rates agreed between the Parties at that time; proposals for providing the Customer or a Replacement Supplier copies of all documentation: used in the provision of the Goods and/or Services and necessarily required for the continued use thereof, in which the Intellectual Property Rights are owned by the Supplier; and relating to the use and operation of the Goo...
EXIT PLAN. Where the Authority requires the Grant Recipient to prepare an Exit Plan to allow the cessation or seamless transfer of the Funded Activities, the Grant Recipient shall prepare the Exit Plan within three (3) months of the signing of the Grant Funding Agreement and shall comply with the exit provisions set out in Annex 9 of these Conditions.
EXIT PLAN. 5.1 The Provider will within three (3) months after the Services Start Date maintain an Exit Plan which sets out the Provider's proposed methodology for achieving an orderly transition of Services from the Provider to the Department and/or its Successor Provider on the expiry or termination of this Agreement and which complies with the requirements set out in Paragraphs 5.2 and 5.3 below. 5.2 The Exit Plan will: 5.2.1 document how the Services will transfer to the Successor Provider (which will need to be agreed between the Provider and the Successor Provider) and/or the Department, including details of the processes to transfer documentation, Department Data (including e-portfolios and other Learner records), systems migration, security and the segregation of the Department’s technology components from any technology components operated by the Provider or its Sub-Contractors (where applicable); 5.2.2 set out procedures to deal with requests made by the Department and/or a Successor Provider for staffing information pursuant to Clause 25 of the Agreement (Re-Provision of the Services); 5.2.3 address each of the issues set out in this Schedule 8 (Exit Arrangements) to facilitate the transition of the Services from the Provider to the Successor Provider and/or the Department with the aim of ensuring that there is no disruption to or degradation of the Services; 5.2.4 list software agreements and licence agreements required to deliver the Services. 5.3 The Provider will review and (if appropriate) update the Exit Plan each year to reflect changes in the Services.
EXIT PLAN. No later than 90 days after Voya’s request, provided that such request may not be made before the first anniversary of the Go-Live Date, in accordance with Exhibit 13, BNY Mellon shall deliver to Voya the Exit Plan, by Designated Service, for Voya’s review and approval. BNY Mellon shall update such Exit Plan on an annual basis. Upon Voya’s request, BNY Mellon shall provide a copy of such updated plan to Voya for review and comment.
EXIT PLAN. 27.1 The Buyer and the Supplier will agree an exit plan during the Call-Off Contract period to enable the Supplier Deliverables to be transferred to the Buyer ensuring that the Buyer has all the code and documentation required to support and continuously develop the Service with Buyer resource or any third party as the Buyer requires. The Supplier will update this plan whenever there are material changes to the Services. A Statement of Work may be agreed between the Buyer and the Supplier to specifically cover the exit plan.
EXIT PLAN. 12.1 Upon receipt of written notice of termination or three (3) month’s prior to the expiry of the Agreement, the Parties shall each appoint an authorised representative to co-ordinate and communicate their respective Party’s duties during the Transition Period and Extension Period, (if applicable). 12.2 The authorised representatives shall mutually agree in writing an “Exit Plan” no later than two (2) months prior to the expiry of termination of the Agreement which shall include but not be limited to: applicable timetable, roles, manner of communications; mechanism for transfer of data; transfer of responsibilities and any applicable fees. Fees may apply where the Customer requires services beyond the scope of clause 9.1. and 11.1 above. 12.3 The Parties shall ensure that the timetable included within the Exit Plan considers the cancellation and closure of: ● Demand Site Client Page(s) and Documents ● Accreditation and Enrolment ● Requirements ● Offers ● Service AgreementsChange Orders ● Service Receipts ● Invoicing and payment dates to providers ● Client User Access revoked 12.4 For the avoidance of doubt, the Service Provider shall not disable or deactivate providers accounts or restrict providers access to the Technology as providers may utilise the Technology for their own business operations.
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EXIT PLAN. 5.1 The College will within six (6) months after the Services Start Date maintain an Exit Plan which sets out the College's proposed methodology for achieving an orderly transition of Services from the College to the Department and/or its Successor College on the expiry or termination of this Agreement and which complies with the requirements set out in Paragraphs 5.2 and 5.3 below. 5.2 The Exit Plan will: 5.2.1 document how the Services will transfer to the Successor College (which will need to be agreed between the College and the Successor College) and/or the Department, including details of the processes to transfer documentation, Department Data (including e-portfolios and other Learner records), systems migration, security and the segregation of the Department’s technology components from any technology components operated by the College or its Sub-Contractors (where applicable); 5.2.2 set out procedures to deal with requests made by the Department and/or a Successor College for staffing information pursuant to Clause 25 (Re-Provision of the Services) of the Agreement; 5.2.3 address each of the issues set out in this Schedule 8 (Exit Arrangements) to facilitate the transition of the Services from the College to the Successor College and/or the Department with the aim of ensuring that there is no disruption to or degradation of the Services; 5.2.4 list software agreements and licence agreements required to deliver the Services. 5.3 The College will review and (if appropriate) update the Exit Plan each year to reflect changes in the Services.
EXIT PLAN. 11.1. The Grant Recipient will prepare an Exit Plan within the first three months of the signing of the Grant Offer Letter or within a timescale proportionate to the Funding Period, whichever is shorter, to allow the cessation or seamless transfer of the Funded Activities. 11.2. As part of the Exit Plan, the Authority will jointly agree a plan for communicating with all partners and employees during the exit period, in a way that avoids any detrimental impact on the respective parties’ businesses resulting from the closure or transfer of the Grant, and shares responsibilities between the respective parties.
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