Common use of Extension of Transition Period Clause in Contracts

Extension of Transition Period. In connection with the termination of any Service, if the Service Recipient reasonably determines that it will require such Service to continue beyond the applicable Transition Period, the Service Recipient may request that the Service Provider extend such Service (any such extension, a “Service Extension”) for a specified period beyond the scheduled termination of such Service (which period shall in no event be longer than one hundred and eighty (180) days) by written notice to the Service Provider no less than thirty (30) days prior to the date of such scheduled termination, and the Service Provider shall consider any such request in good faith; provided, however, that no Party shall be obligated to agree to any Service Extension, including because, after good-faith negotiations between the applicable Service Provider and Service Recipient, the applicable Service Provider and Service Recipient fail to reach an agreement with respect to the terms thereof; provided, further, that (i) there shall be no more than one (1) Service Extension with respect to each Service unless otherwise mutually agreed to in writing by the Parties and (ii) the Service Provider shall not be obligated to provide such Service Extension if a third-party consent is required and cannot be obtained by the Service Provider using commercially reasonable efforts. In no event shall a Service be extended pursuant to this Section 4.3 if the Transition Period for such Service ends on the 51% Date unless otherwise agreed to by the Parties in writing and such agreement by the Parties is not in violation of the terms and conditions of the underlying contract governing the provision of the Service. In the event that a Service Provider agrees to provide a Service Extension, the Parties will reasonably cooperate in good faith to revise the applicable Project Card pursuant to Section 2.9(a) and will enter into an amendment to this Agreement, amending the applicable Schedule to reflect such Service Extension, including any adjustments to the Service Fee during the proposed extension, and such Service Extension shall be deemed to be part of this Agreement and the Services from and after the effective date of such amendment. For the avoidance of doubt, BNPP’s written agreement shall not be required with respect to amendments to Schedule A, Schedule B, Schedule C and Schedule D, and neither BWHI’s nor BoW’s approval shall be required with respect to amendments to Schedule E.

Extension of Transition Period. In connection with the termination of any Service, if the Service Recipient reasonably determines that it will require such Service to continue beyond the applicable Transition Period, the Service Recipient may request that the Service Provider extend such Service (any such extension, a “Service Extension”) for a specified period beyond the scheduled termination of such Service (which period shall in no event be longer than one hundred and eighty (180) days) by written notice to the Service Provider no less than thirty (30) days prior to the date of such scheduled termination, and the Service Provider shall consider any such request in good faith; provided, however, that no Party Service Provider shall be obligated to agree to any Service Extension, including because, after good-good faith negotiations between the applicable Service Provider and the Service Recipient, the applicable Service Provider and Service Recipient fail to reach an agreement with respect to the terms thereof; provided, further, that (i) there shall be no more than one (1) Service Extension with respect to each Service unless otherwise mutually agreed to in writing by the Parties and (ii) the Service Provider shall not be obligated to provide such Service Extension if a third-party consent is required and cannot be obtained by the Service Provider using commercially reasonable efforts. In ; provided, further, that in no event shall a Service be extended pursuant to this Section 4.3 4.4 if the Transition Period for Third-Party Provider or Service Provider is no longer contractually permitted to provide such Service ends on the 51% Date unless otherwise agreed pursuant to by the Parties in writing and such agreement by the Parties is not in violation of the terms and conditions of the underlying contract governing the provision of the Service. In the event that a Service Provider agrees to provide a Service Extension, the Parties will reasonably cooperate in good faith to revise the applicable Project Card pursuant to Section 2.9(a2.12(a) and will enter into an amendment to this Agreement, amending the applicable Schedule to reflect such Service Extension, including any adjustments to the Service Fee during the proposed extension, and such Service Extension shall be deemed to be part of this Agreement and the Services from and after the effective date of such amendment. For the avoidance of doubt, BNPP’s written agreement shall not be required with respect to amendments to Schedule A, Schedule B, Schedule C and Schedule D, and neither BWHI’s nor BoW’s approval shall be required with respect to amendments to Schedule E..

Extension of Transition Period. In connection with the termination of any Service, if the Service Recipient FCIB reasonably determines that it will require such Service to continue beyond the applicable Transition Period, the Service Recipient FCIB may request that the Service Provider CIBC extend such Service (any such extension, a “Service Extension”) for a specified period of up to one hundred eighty (180) days beyond the scheduled termination of such Service (which period shall in no event be longer than one hundred and eighty (180) days) by written notice to the Service Provider CIBC no less than thirty (30) days prior to the date of such scheduled termination, and the Service Provider CIBC shall consider any such request in good faith; provided, however, that (i) if one (1) or more Service Extensions have been made prior to the 50% Date, no further Service Extension shall be permitted following the 50% Date other than pursuant to an amendment to this Agreement in accordance with Section 18.8; and (ii) no Party shall be obligated to agree to any Service Extension, including because, after good-faith negotiations between the applicable Service Provider CIBC and Service RecipientFCIB, the applicable Service Provider CIBC and Service Recipient FCIB fail to reach an agreement with respect to the terms thereofthereof or because CIBC is not permitted pursuant to Applicable Law to provide the applicable Service; provided, further, that (i) there shall be no more than one (1) Service Extension with respect to each Service unless otherwise mutually agreed to in writing by the Parties and (ii) the Service Provider CIBC shall not be obligated to provide such Service Extension if a third-party consent is required and cannot be obtained by the Service Provider CIBC, using commercially reasonable efforts. In no event shall a Service will CIBC be extended pursuant required to this Section 4.3 if provide Services to FCIB where the Transition Period for provisions of such Service ends on the 51% Date unless otherwise agreed to by the Parties in writing and such agreement by the Parties is not Services may result in violation by CIBC of the terms and conditions of the underlying contract governing the provision of the ServiceThird Party Provider Agreement. In the event that a Service Provider CIBC agrees to provide a Service Extension, the Parties will reasonably cooperate in good faith to revise the applicable Project Card pursuant to Section 2.9(a) Schedule and will enter into an amendment to this Agreement, amending the applicable Schedule to reflect such Service Extension, including any adjustments to the Service Fee compensation owed to CIBC during the proposed extension, and such Service Extension shall be deemed to be part of this Agreement and the Services from and after the effective date of such amendment. For the avoidance of doubt, BNPP’s written agreement shall not be required with respect to amendments to Schedule A, Schedule B, Schedule C and Schedule D, and neither BWHI’s nor BoW’s approval shall be required with respect to amendments to Schedule E..