Migration and Integration Sample Clauses

Migration and Integration. Except as expressly set forth in Section 2.10 or Schedule 2.1(a) or 2.2(a) hereto, or the Purchase Agreement, the Party receiving Services hereunder shall bear all costs to migrate such Services, from the other Party’s systems and technology and to integrate such Services, as applicable, with such Party’s own systems and technology.
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Migration and Integration. Each Party shall bear its own costs incurred in migrating the Citi Services or the Primerica Services, as applicable, from the other Party’s systems and technology and to integrate the Citi Services or the Primerica Services, as applicable, with such Party’s own systems and technology; provided that the Parties shall use reasonable efforts, communication and cooperation to achieve the migration and transition of Citi Services and Primerica Services, as applicable, in a timely (with a recognition of Section 3.7 below) and cost-efficient manner for each of the Parties to the extent commercially reasonable.
Migration and Integration. Between the date hereof and the Closing: (a) Parent, Seller and Buyer shall, and shall cause their respective Affiliates and Representatives to, reasonably cooperate and discuss in good faith the integration and migration of the Business following the Closing into the business and operations of Buyer (including the members of the Company Group); (b) with respect to each Contract set forth on Schedule 4.17(b), Parent, Seller and Buyer shall reasonably cooperate in good faith to agree (no later than the earlier of (x) three months after the date hereof and
Migration and Integration. The Service Provider shall cooperate with the Service Recipient, as reasonably requested by the Service Recipient, to migrate the Services from the Service Provider’s facilities, systems and technology to Service Recipient’s own facilities, systems and technology. In connection therewith, within a reasonable time prior to any such migration of a Service, the Service Recipient shall provide the Service Provider with a migration plan for the Service Provider’s approval, such approval not to be unreasonably withheld. The Service Recipient shall bear its own costs incurred in migrating the Services to, and integrating the Services with, the Service Recipient’s own facilities, systems and technology. In addition, the Service Recipient shall reimburse the Service Provider for: (1) time spent by the Service Provider’s employees, to be charged at a rate of sixty-eight dollars ($68) per hour, and (2) all out-of-pocket expenses incurred by the Service Provider, in each case in providing migration assistance in accordance with the approved migration plan. Term: The Services shall be provided for a period of twelve (12) months following Closing (the “Term”).

Related to Migration and Integration

  • Merger and Integration Except as specifically stated otherwise herein, this Agreement sets forth the entire understanding of the parties relating to the subject matter hereof, and all prior understandings, written or oral, are superseded by this Agreement. This Agreement may not be modified, amended, waived or supplemented except as provided herein.

  • Integration The Company shall not sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market such that it would require shareholder approval prior to the closing of such other transaction unless shareholder approval is obtained before the closing of such subsequent transaction.

  • Inspection and Testing Each Constructing Entity shall cause inspection and testing of the Interconnection Facilities that it constructs in accordance with the provisions of this section. The Construction Parties acknowledge and agree that inspection and testing of facilities may be undertaken as facilities are completed and need not await completion of all of the facilities that a Constructing Entity is building.

  • Facilitation of Agreement I agree to execute promptly any proper oath or verify any proper document required to carry out the terms of this Agreement upon the Company’s written request to do so.

  • Integration; Amendments This Agreement constitutes the entire Agreement among the parties hereto pertaining to the subject matter hereof and supersedes all prior agreements and understandings pertaining thereto. This Agreement may be amended or restated only by a written instrument executed by both parties.

  • Location and Facilities The Executive will be furnished with the working facilities and staff customary for executive officers with the title and duties set forth in Section 1 and as are necessary for him to perform his duties. The location of such facilities and staff shall be at the principal administrative offices of the Company and the Bank, or at such other site or sites customary for such offices.

  • Decommissioning The expenditure for Decommissioning will be estimated on the basis of technical studies undertaken by the Contractor, to be agreed by the National Petroleum Agency, as part of each Field Development Program and revised as necessary.

  • Integration; Effectiveness This Agreement, the other Loan Documents, and any separate letter agreements with respect to fees payable to the Administrative Agent or any L/C Issuer, constitute the entire contract among the parties relating to the subject matter hereof and supersede any and all previous agreements and understandings, oral or written, relating to the subject matter hereof. Except as provided in Section 4.01, this Agreement shall become effective when it shall have been executed by the Administrative Agent and when the Administrative Agent shall have received counterparts hereof that, when taken together, bear the signatures of each of the other parties hereto, and thereafter shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns.

  • Integration and Severability This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior agreements and understandings (whether written or oral) between the Parties. The provisions of this Agreement are severable, and in the event any provisions of this Agreement shall be determined to be invalid or unenforceable under any controlling body of law, such invalidity or unenforceability shall not in any way affect the validity or enforceability of the remaining provisions hereof.

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