Common use of Planning and Implementation Clause in Contracts

Planning and Implementation. 6.4.1 The parties acknowledge and agree that the Implementation Committee will meet at least once every week and will be the primary forum through which the Business Sellers and the Purchaser will work together to plan and implement the proposed transactions contemplated by this Agreement. 6.4.2 From the date of this Agreement, the Business Sellers and the Purchaser shall each use their respective reasonable endeavours to ensure that the Implementation Committee seeks, in good faith, to agree: ***Material has been omitted pursuant to a request for confidential treatment and has been filed separately. (i) the steps each party will take in order to secure the necessary regulatory approvals and support for the transfers and transactions contemplated by the Transaction Documents; (ii) the steps each party will take to notify Customers of the proposed sale and to give effect to the Schemes, the transfer of the Contracts and the Loan Guarantees/Security in accordance with Part 1 of Schedule 5 and any transfers pursuant to Clause 4.3.2, Clause 4.3.3 and (as necessary) Clause 4.5; (iii) the steps each party will take in accordance with Schedule 5 to seek all necessary Third Party Consents and to implement the other arrangements contemplated by Schedule 5; (iv) the steps each party will take in accordance with Schedule 6 in respect of Relevant Employees; (v) the steps each party will take in accordance with Schedule 3 to seek all necessary Property Third Party Consents; (vi) the steps each party will take to ensure that re-branding occurs in accordance with the terms of the Transaction Documents; and (vii) without prejudice to the remaining provisions of this Clause 6 and the provisions of Schedule 8 and the Transitional Services Agreement, the steps each party will take in relation to Separation and Data Migration. 6.4.3 Without limiting the foregoing, the Business Sellers and the Purchaser shall each use their respective reasonable endeavours to ensure that the Implementation Committee seeks, in good faith, to plan for: (i) the Closings; (ii) the provision of services under the TSA by the RBSG Group; and (iii) Data Migration.

Planning and Implementation. 6.4.1 6.2.1 The parties acknowledge and agree that the Joint Implementation Committee will meet at least once every week and will be the primary forum through which the Business Sellers Transferors and the Purchaser will work together to plan and implement the proposed transactions contemplated by this Agreement. The parties agree that the Joint Implementation Committee shall meet regularly to achieve this aim and at least once every week, unless the parties agree otherwise. 6.4.2 6.2.2 From the date of this Agreement, the Business Sellers Transferors and the Purchaser shall each use their respective reasonable endeavours to ensure that the Joint Implementation Committee seeks, in good faith, to agree: ***Material has been omitted pursuant to a request for confidential treatment and has been filed separately.: (i) the steps each party will take in order to secure the necessary regulatory approvals (other than relating to merger control which will be addressed via the steps as specified in Clause 4.2) and support for the transfers and transactions contemplated by the Transaction Documents; (ii) the steps each party will take in accordance with Schedule 5 to notify Customers customers of the proposed sale transfer and to give effect to the Schemes, the transfer of the Contracts and the Loan Guarantees/Security in accordance with Part 1 of Schedule 5 and any transfers pursuant to Clause 4.3.2, Clause 4.3.3 and (as necessary) Clause 4.5Contracts; (iii) the steps each party will take in accordance with Schedule 5 to seek all necessary Third Party Consents and to implement the other arrangements contemplated by Schedule 5; (iv) the steps each party will take in accordance with Schedule 6 in respect of Relevant Employees; (v) the steps each party will take in accordance with Schedule 3 to seek all necessary Property Third Party Consentsconsents from landlords; (vi) the steps each party will take to ensure that re-branding occurs in accordance with the terms of the Transaction Documents; (vii) the steps the Transferors will take to complete the Pre-Closing Separation Obligations as soon as reasonably practicable after the date of this Agreement and in any event before Closing; and (viiviii) without prejudice the steps to be completed by the remaining provisions of this Clause 6 parties as soon as reasonably practicable in accordance with the Separation Plan and the provisions of Schedule 8 and the Transitional Services Agreement, the steps each party will take in relation to Separation and Data MigrationSigning TSAs. 6.4.3 Without limiting the foregoing, the Business Sellers and the Purchaser shall each use their respective reasonable endeavours to ensure that the Implementation Committee seeks, in good faith, to plan for: (i) the Closings; (ii) the provision of services under the TSA by the RBSG Group; and (iii) Data Migration.

Planning and Implementation. 6.4.1 The parties acknowledge and agree that the Implementation Committee will meet at least once every week and will be the primary forum through which the Business Sellers and the Purchaser will work together to plan and implement the proposed transactions contemplated by this Agreement. 6.4.2 From the date of this Agreement, the Business Sellers and the Purchaser shall each use their respective reasonable endeavours to ensure that the Implementation Committee seeks, in good faith, to agree: ***Material has been omitted pursuant to a request for confidential treatment and has been filed separately.: (i) the steps each party will take in order to secure the necessary regulatory approvals and support for the transfers and transactions contemplated by the Transaction Documents; (ii) the steps each party will take to notify Customers of the proposed sale and to give effect to the Schemes, the transfer of the Contracts and the Loan Guarantees/Security in accordance with Part 1 of Schedule 5 and any transfers pursuant to Clause 4.3.2, Clause 4.3.3 and (as necessary) Clause 4.5; (iii) the steps each party will take in accordance with Schedule 5 to seek all necessary Third Party Consents and to implement the other arrangements contemplated by Schedule 5; (iv) the steps each party will take in accordance with Schedule 6 in respect of Relevant Employees; (v) the steps each party will take in accordance with Schedule 3 to seek all necessary Property Third Party Consents;; *** Material has been omitted pursuant to a request for confidential treatment and has been filed separately. (vi) the steps each party will take to ensure that re-branding occurs in accordance with the terms of the Transaction Documents; and (vii) without prejudice to the remaining provisions of this Clause 6 and the provisions of Schedule 8 and the Transitional Services Agreement, the steps each party will take in relation to Separation and Data Migration. 6.4.3 Without limiting the foregoing, the Business Sellers and the Purchaser shall each use their respective reasonable endeavours to ensure that the Implementation Committee seeks, in good faith, to plan for: (i) the Closings; (ii) the provision of services under the TSA by the RBSG Group; and (iii) Data Migration.

Planning and Implementation. 6.4.1 The parties acknowledge and agree that the Joint Implementation Committee will meet at least once every week and will be the primary forum through which the Business Sellers and the Purchaser will work together to plan and implement the proposed transactions contemplated by this Agreement, including as further set out in Clause 6.2.2 and Schedule 23. 6.4.2 From Without prejudice to the provisions of Schedule 23, from the date of this Agreement, the Business Sellers and the Purchaser shall each use their respective reasonable endeavours to ensure that the Joint Implementation Committee seeks, in good faith, to agree: ***Material has been omitted pursuant to a request for confidential treatment and has been filed separately.: (i) the steps each party will take in order to secure the necessary regulatory approvals and support for the transfers and transactions contemplated by the Transaction Documents; (ii) the steps each party will take to notify Customers of the proposed sale and to give effect to the SchemesScheme, the transfer of the Contracts and the Loan Guarantees/Security in accordance with Part 1 of Schedule 5 and any transfers pursuant to Clause 4.3.2, Clause 4.3.3 and (as necessary) Clause 4.5; (iii) the steps each party will take in accordance with Schedule 5 to seek all necessary Third Party Consents and to implement the other arrangements contemplated by Schedule 5; (iv) the steps each party will take in accordance with Schedule 6 in respect of Relevant Employees; (v) the steps each party will take in accordance with Schedule 3 to seek all necessary Property Third Party Consents; (vi) the steps each party will take to ensure that re-branding and training of Rainbow employees occurs in accordance with the terms of the Transaction Documents; and (vii) without prejudice to the remaining provisions of this Clause 6 and the provisions of Schedule 8 and the Transitional Services Agreement, the steps each party will take in relation to Separation and Data Migration, so that, subject to this Agreement (including without limitation Clause 7.1.2), the Friends and Family Transfers are achieved at the Friends and Family Transfer Dates and the Closing Dates are achieved at the NatWest Effective Time (in respect of the NatWest Businesses), the RBS Wales Effective Time (in respect of the RBS Wales Businesses), or the RBS England Effective Time (in respect of the RBS England Businesses) and in any event no later than the Long Stop Date. 6.4.3 Without limiting the foregoingforegoing or the provisions of Schedule 23, the Business Sellers and the Purchaser shall each use their respective reasonable endeavours to ensure that the Joint Implementation Committee seeks, in good faith, to plan for: (i) the Closings; (ii) the provision of services under the TSA by the RBSG Group; and (iii) Data Migration. 6.4.4 The Business Sellers and the Purchaser shall each use all reasonable endeavours to comply with the Separation Plan both before and after Data Migration.