Common use of New Services Clause in Contracts

New Services. If, within ninety (90) days after the Distribution Date, a Party desires the other Party to provide additional or different services which such other Party is not expressly obligated to provide under this Agreement (excluding, for the avoidance of doubt, any Additional Services or Service Adjustments, the “New Services”), then such Party will provide a written change request (in the form agreed by the Parties) to the other Party within ninety (90) days after the Distribution Date. The Party receiving such request shall negotiate in good faith to provide such New Service; provided, however, that no Party shall be obligated to provide any New Services, including because the Parties are unable to reach agreement on the terms thereof (including with respect to Service Charges therefor). If the Parties agree to any such New Service, then the Parties shall document such terms in a Service Schedule to be incorporated in Schedule A or Schedule B, as applicable. The Service Schedule shall describe in reasonable detail the nature, scope, service period(s), termination provisions and other terms applicable to such New Services. Each supplement to the applicable Service Schedule, as agreed to in writing by the Parties, shall be deemed part of this Agreement as of the date of such agreement and the New Services set forth therein shall be deemed “Services” provided under this Agreement, in each case subject to the terms and conditions of this Agreement. The Parties shall in good faith determine any costs and expenses, including any start-up costs and expenses, which would be incurred by the Provider in connection with the provision of such New Service, which costs and expenses shall be borne solely by the Recipient.

New Services. If(a) From time to time during the term of this Agreement, within ninety (90) days after the Distribution Date, a either Party desires may request the other Party to provide additional or different services which such other Party is not expressly obligated to provide under this Agreement (excluding, for the avoidance of doubt, any Additional Services or Service Adjustments, the “New Services”), then such Party will provide a written change request (in the form agreed by the Parties) to the other Party within ninety (90) days after the Distribution Date. The Party receiving such request shall negotiate consider such request in good faith to provide such New Servicefaith; provided, however, that no Party shall be obligated to provide any New Services, including because because, after negotiations between the Parties are unable pursuant to Section 2.04(b), the Parties fail to reach an agreement on the terms thereof (including with respect to the terms (including the Service Charges therefor). If Charges) applicable to the Parties agree to any provision of such New ServiceServices. (b) In connection with any request for New Services in accordance with Section 2.04(a), then the Parties HBIO Services Manager and the HXXX Services Manager shall document such in good faith (i) negotiate the applicable Service Charge and the terms in of a Service Schedule to be incorporated in Schedule A or Schedule Bsupplemental Schedule, as applicable. The Service which supplemental Schedule shall describe in reasonable detail the nature, scope, service Service period(s), termination provisions and other terms applicable to such New Services, and (ii) determine any costs and expenses, including any start-up costs and expenses, that would be incurred by the Provider in connection with the provision of such New Services, which costs and expenses shall be borne solely by the Recipient. Each supplement to the applicable Service supplemental Schedule, as agreed to in writing by the Parties, shall be deemed part of this Agreement as of the date of such agreement and the New Services set forth therein shall be deemed “Services” provided under this Agreement, in each case subject to the terms and conditions of this Agreement. The Parties shall in good faith determine any costs and expenses, including any start-up costs and expenses, which would be incurred by the Provider in connection with the provision of New Services between the Parties may also be governed by a separate agreement if the Parties deem it necessary or desirable at such New Service, which costs and expenses shall be borne solely by the Recipienttime.

New Services. If(a) From time to time during the term of this Agreement, within ninety (90) days after the Distribution Date, a either Party desires may request the other Party to provide additional or different services which such other Party is not expressly obligated to provide under this Agreement (excluding, for the avoidance of doubt, any Additional Services or Service AdjustmentsIncreases, the “New Services”), then such Party will provide a written change request (in the form agreed by the Parties) to the other Party within ninety (90) days after the Distribution Date. The Party receiving such request shall negotiate consider such request in good faith to provide such New Servicefaith; provided, however, that no Party shall be obligated to provide any New Services, including because because, after negotiations between the Parties are unable pursuant to Section 2.04(b), the Parties fail to reach an agreement on the terms thereof (including with respect to the terms (including the Service Charges therefor). If Charges) applicable to the Parties agree to any provision of such New ServiceServices. (b) In connection with any request for New Services in accordance with Section 2.04(a), then the Parties Covidien Services Manager and the Mallinckrodt Services Manager shall document such in good faith (i) negotiate the applicable Service Charge and the terms in of a Service Schedule supplement to be incorporated in Schedule A or Schedule Bthe applicable Schedule, as applicable. The Service Schedule which supplement shall describe in reasonable detail the nature, scope, service period(s), termination provisions and other terms applicable to such New Services, and (ii) determine any costs and expenses, including any start-up costs and expenses, that would be incurred by the Provider in connection with the provision of such New Services, which costs and expenses shall be borne solely by the Recipient. Each supplement to the applicable Service Schedule, as agreed to in writing by the Parties, shall be deemed part of this Agreement as of the date of such agreement and the New Services set forth therein shall be deemed “Services” provided under this Agreement, in each case subject to the terms and conditions of this Agreement. The Parties shall in good faith determine any costs and expenses, including any start-up costs and expenses, which would be incurred by the Provider in connection with the provision of such New Service, which costs and expenses shall be borne solely by the Recipient.

New Services. If(a) From time to time during the term of this Agreement, within ninety (90) days after the Distribution Date, a either Party desires may request the other Party to provide additional or different services which such other Party is not expressly obligated to provide under this Agreement (excluding, for the avoidance of doubt, any Additional Services or Service AdjustmentsIncreases, the “New Services”), then such Party will provide a written change request (in the form agreed by the Parties) to the other Party within ninety (90) days after the Distribution Date. The Party receiving such request shall negotiate consider such request in good faith to provide such New Servicefaith; provided, however, that no Party shall be obligated to provide any New Services, including because because, after good-faith negotiations between the Parties are unable pursuant to Section 2.4(b), the Parties fail to reach an agreement on the terms thereof (including with respect to the terms (including the Service Charges therefor). If Charges) applicable to the Parties agree to any provision of such New ServiceServices. (b) In connection with any request for New Services in accordance with Section 2.4(a), then the Parties Parent Services Manager and the Xxxx Services Manager shall document such in good faith (i) negotiate the applicable Service Charge and the terms in of a Service Schedule supplement to be incorporated in Schedule A or Schedule Bthe applicable Schedule, as applicable. The Service Schedule which supplement shall describe in reasonable detail the Service Charge and the nature, scope, service period(s), termination provisions and other terms applicable to such New Services and (ii) determine any costs and expenses, including any start-up costs and expenses, that would be incurred by the Provider in connection with the provision of such New Services, which costs and expenses shall be borne solely by the Recipient. Each supplement to the applicable Service Schedule, as agreed to in writing by the Parties, shall be deemed part of this Agreement as of the date of such agreement agreement, and the New Services set forth therein shall be deemed “Services” provided under this Agreement, in each case case, subject to the terms and conditions of this Agreement. The Parties shall in good faith determine any costs and expenses, including any start-up costs and expenses, which would be incurred by the Provider in connection with the provision of such New Service, which costs and expenses shall be borne solely by the Recipient.

New Services. If(a) From time to time during the term of this Agreement, within ninety (90) days after the Distribution Date, a either Party desires may request the other Party to provide additional or different services which such other Party is not expressly obligated to provide under this Agreement (excluding, for the avoidance of doubt, any Additional Services or Service AdjustmentsIncreases, the “New Services”), then such Party will provide a written change request (in the form agreed by the Parties) to the other Party within ninety (90) days after the Distribution Date. The Party receiving such request shall negotiate consider such request in good faith to provide such New Servicefaith; provided, however, that no Party shall be obligated to provide any New Services, including because because, after negotiations between the Parties are unable pursuant to Section 2.04(b), the Parties fail to reach an agreement on the terms thereof (including with respect to the terms (including the Service Charges therefor). If Charges) applicable to the Parties agree to any provision of such New ServiceServices. (b) In connection with any request for New Services in accordance with Section 2.04(a), then the Parties CBS Services Manager and the Outdoor Americas Services Manager shall document such in good faith (i) negotiate the applicable Service Charge and the terms in of a Service Schedule supplement to be incorporated in Schedule A or Schedule Bthe applicable Schedule, as applicable. The Service Schedule which supplement shall describe in reasonable detail the nature, scope, service period(s), termination provisions and other terms applicable to such New Services and (ii) determine any costs and expenses, including any start-up costs and expenses, that would be incurred by the Provider in connection with the provision of such New Services, which costs and expenses shall be borne solely by the Recipient. Each supplement to the applicable Service Schedule, as agreed to in writing by the Parties, shall be deemed part of this Agreement as of the date of such agreement agreement, and the New Services set forth therein shall be deemed “Services” provided under this Agreement, in each case subject to the terms and conditions of this Agreement. The Parties shall in good faith determine any costs and expenses, including any start-up costs and expenses, which would be incurred by the Provider in connection with the provision of such New Service, which costs and expenses shall be borne solely by the Recipient.

New Services. If, within ninety thirty (9030) days after the Distribution Date, a Party desires the other Party to provide additional or different services which such other Party is not expressly obligated to provide under this Agreement (excluding, for the avoidance of doubt, any Additional Services or Service Adjustments, the “New Services”), then such Party will provide a written change request (in the form agreed by the Parties) to the other Party within ninety thirty (9030) days after the Distribution Date. The Party receiving such request shall negotiate in good faith to provide such New Service; provided, however, that no Party shall be obligated to provide any New Services, including because the Parties are unable to reach agreement on the terms thereof (including with respect to Service Charges therefor)) or if such services could, in the judgment of either Party, impact the treatment of the Reorganization or the Distribution under the federal income tax laws. If the Parties agree to any such New Service, then the Parties shall document such terms in a Service Schedule to be incorporated in Schedule A or Schedule B, as applicable. The Service Schedule shall describe in reasonable detail the nature, scope, service period(s), termination provisions and other terms applicable to such New Services. Each supplement to the applicable Service Schedule, as agreed to in writing by the Parties, shall be deemed part of this Agreement as of the date of such agreement and the New Services set forth therein shall be deemed “Services” provided under this Agreement, in each case subject to the terms and conditions of this Agreement. The Parties shall in good faith determine any costs and expenses, including any start-up costs and expenses, which would be incurred by the Provider in connection with the provision of such New Service, which costs and expenses shall be borne solely by the Recipient.

New Services. If(a) From time to time during the term of this Agreement, within ninety (90) days after the Distribution Date, a either Party desires may request the other Party to provide additional or different services which such other Party is not expressly obligated to provide under this Agreement (excluding, for the avoidance of doubt, any Additional Services or Service Adjustments, the “New Services”), then such Party will provide a written change request (in the form agreed by the Parties) to the other Party within ninety (90) days after the Distribution Date. The Party receiving such request shall negotiate consider such request in good faith and shall use commercially reasonable efforts to provide any such New ServiceServices; provided, however, that no Party shall be obligated to provide any New ServicesServices if it does not, including because in its reasonable judgment, have adequate resources to provide such New Services or if the provision of such New Services would significantly disrupt the operation of its businesses; and, for the avoidance of doubt, neither Party shall have any obligation to provide New Services if, after negotiations between the Parties are unable pursuant to Section 2.04(b), the Parties fail to reach an agreement on the terms thereof (including with respect to the terms (including the Service Charges therefor). If Charges) applicable to the Parties agree to any provision of such New ServiceServices. (b) In connection with any request for New Services in accordance with Section 2.04(a), then the Parties Cardinal Health Services Manager and the CareFusion Services Manager shall document such in good faith (i) negotiate the terms in of a Service Schedule to be incorporated in Schedule A or Schedule Bsupplemental Schedule, as applicable. The Service which supplemental Schedule shall set forth the applicable Service Charge and describe in reasonable detail the nature, scope, service period(s), termination provisions and other terms applicable to such New Services, and (ii) determine any costs and expenses, including any start-up costs and expenses, that would be incurred by the Provider in connection with the provision of such New Services, which costs and expenses shall be borne solely by the Recipient. Each supplement to the applicable Service supplemental Schedule, as agreed to in writing by the Parties, shall be deemed part of this Agreement as of the date of such agreement and the New Services set forth therein shall be deemed “Services” provided under this Agreement, in each case subject to the terms and conditions of this Agreement. The Parties shall in good faith determine any costs and expenses, including any start-up costs and expenses, which would be incurred by the Provider in connection with the provision of such New Service, which costs and expenses shall be borne solely by the Recipient.

New Services. If(a) From time to time during the term of this Agreement, within ninety (90) days after the Distribution Date, a either Party desires may request the other Party to provide additional or different services which such other Party is not expressly obligated to provide under this Agreement (excluding, for the avoidance of doubt, any Additional Services or Service AdjustmentsIncreases, the “New Services”), then such Party will provide a written change request (in the form agreed by the Parties) to the other Party within ninety (90) days after the Distribution Date. The Party receiving such request shall negotiate consider such request in good faith to provide such New Servicefaith; provided, however, that no Party shall be obligated to provide any New Services, including because because, after negotiations between the Parties are unable pursuant to Section 2.04(b), the Parties fail to reach an agreement on the terms thereof (including with respect to the terms (including the Service Charges therefor). If Charges) applicable to the Parties agree to any provision of such New ServiceServices. (b) In connection with any request for New Services in accordance with Section 2.04(a), then the Parties Pentair Services Manager and the nVent Services Manager shall document such in good faith (i) negotiate the applicable Service Charge and the terms in of a Service Schedule supplement to be incorporated in Schedule A or Schedule Bthe applicable Schedule, as applicable. The Service Schedule which supplement shall describe in reasonable detail the nature, scope, service period(s), termination provisions and other terms applicable to such New Services, and (ii) determine any costs and expenses, including any start-up costs and expenses, that would be incurred by the Provider in connection with the provision of such New Services, which costs and expenses shall be borne solely by the Recipient. Each supplement to the applicable Service Schedule, as agreed to in writing by the Parties, shall be deemed part of this Agreement as of the date of such agreement and the New Services set forth therein shall be deemed “Services” provided under this Agreement, in each case subject to the terms and conditions of this Agreement. The Parties shall in good faith determine any costs and expenses, including any start-up costs and expenses, which would be incurred by the Provider in connection with the provision of such New Service, which costs and expenses shall be borne solely by the Recipient.