Common use of Omitted Services Clause in Contracts

Omitted Services. If, within one hundred eighty (180) days following the Effective Date, Spinco identifies a service (an “Omitted Service”) that (a) was provided by Pluto or any of its Affiliates to the Spinco Business during the Baseline Period, (b) is reasonably necessary for the Spinco Business to operate in substantially the same manner as the Spinco Business operated during the Baseline Period, (c) is not included on Exhibit A or Exhibit B and (d) would not require Pluto or the applicable member of the Pluto Group to allocate resources or capabilities materially in excess of its then-current ordinary course resources and capabilities, the Parties shall amend Exhibit A to add such Omitted Service, and in such case, such Omitted Service will be deemed a Service hereunder; provided that Pluto shall have no obligation to provide such Omitted Service unless and until the Parties mutually agree on all terms and conditions for the provision of such Omitted Service, including the Service Period and the Service Fee for such Omitted Service, which terms and conditions shall be negotiated by the Parties in good faith.

Omitted Services. (a) . If, within one hundred eighty (180) days following the Effective Date, Spinco Pluto identifies a service (an “Omitted Service”) that (a) was provided by Pluto the Spinco Business (or any of its Affiliates by Spinco Employees in the relevant function) to the Spinco Pluto Business during the Baseline Period, (b) is reasonably necessary for the Spinco Pluto Business to operate in substantially the same manner as the Spinco Pluto Business operated during the Baseline Period, (c) is not included on Exhibit A or Exhibit B and (d) would not require Pluto Spinco or the applicable member of the Pluto Spinco Group to allocate resources or capabilities materially in excess of its then-current ordinary course resources and capabilities, the Parties shall amend Exhibit A to add such Omitted Service, and in such case, such Omitted Service will be deemed a Service hereunder; provided that Pluto Spinco shall have no obligation to provide such Omitted Service unless and until the Parties mutually agree on all terms and conditions for the provision of such Omitted Service, including the Service Period and the Service Fee for such Omitted Service, which terms and conditions shall be negotiated by the Parties in good faith.