Ramp Down Period. Following the expiration of the Term, Customer may continue to receive Services at the rates and discounts provided herein for up to 3 months. During the Ramp Down Period, the terms and conditions of this Agreement will apply except that (i) the AVC will not apply, and (ii) Company may reduce the reporting, service level agreements and account team support to the standard levels available in the Guide or Tariffs.
Ramp Down Period. If Customer provides a written request at least 60 days prior to the end of the Initial Term, or any Extended Term, as applicable, and provided that Customer is in compliance with its obligations under the Agreement, then following the expiration of the Initial Term or if during an Extended Term, upon Customer’s written request, Customer may continue to receive Services at the rates and discounts provided in the Agreement for up to six (6) months (the “Ramp Down Period”0. During the Ramp Down Period, the terms and conditions will apply except that (i) the TVC will not apply, (ii) the Extended Term Commitment will not apply, (iii) the Additional Extended Term Volume Commitment will not apply, and (iv) Company may reduce the reporting, service level agreements and account team support to the standard levels available in the Guide or Tariffs.
Ramp Down Period. In relation to preparation for, and the consequences of, expiry or termination (in whole or in part) of the Agreement, the Supplier shall provide the assistance set out in the Agreement, including Customer’s continuing to receive Services at the rates and discounts provided herein for so long as the Customer reasonably requests but no longer than a period of 9 months after the end of the Term. During the Ramp Down Period, the terms and conditions of the Agreement will apply except that the TVC will not apply; provided, however that any charges paid by Customer during the Exit Phase shall be applied in satisfaction against any Underutilization Charges. Without prejudice to the other obligations allocated to the Supplier in the Agreement and the Exit Plan, the Supplier shall, from the Start of the Exit Phase and then for the duration of the Ramp Down Period, provide reasonable cooperation and assistance to the Customer and any New Supplier in seeking to minimize any disruption to the provision of telecommunications network services to the Customer as a result of the expiry or termination. The cooperation and assistance referred to above shall include the following: delivery to the Customer, by such means, at such time(s) and place(s), and in such format(s), as the Customer reasonably requests in writing, of all documents, data and other information held by the Supplier (whether directly or through its Sub-Contractors) on behalf of the Customer in the course of providing the terminating Services; continued provision of the Services to the Customer provided always that there are no overdue invoices for Charges, due to the Supplier which are undisputed in accordance with the Agreement; a reasonable period of parallel working; an orderly transfer of Circuits to Customer or any New Supplier, as requested by Customer provided always that the Customer gives an undertaking to the Supplier to pay any fees charged by a TO for the transfer of any such circuits; reasonable access to the technical records of the Supplier relating to the terminated Services; reasonable training in the use of any Supplier Equipment sold to the Customer pursuant to the Agreement, and the Supplier shall provide the Services to the same Service Levels as were applicable to such Services immediately before the start Start of the Exit Phase. Rates and Charges:
Ramp Down Period. Customer may continue to receive Services at the rates and discounts set forth in the Agreement for a maximum of three (3) months following any of these events: (a) Company terminates the Agreement for Cause, except where Cause is based on non-payment by Customer; (b) Customer terminates the Agreement for Cause; or (c) at the expiration of the Initial Term. With respect to subpart (c), the Ramp Down Period is available only if Customer submits to Company at least thirty (30) days prior to the end of the Term, and if Customer is in compliance with its obligations under the Agreement. During the Ramp Down Period, the terms and conditions of the Agreement will apply except that (i) the AVC will apply, and (ii) Company may change the reporting, service level agreements and account team support to the standard levels available in the Guide or Tariffs.
Ramp Down Period. At the final year of the Term, or in the event of an early termination under Sections 7.2, 7.6 or 7.7, a one-year ramp down period will be permitted under which Aircraft will be removed from the Fleet at a rate of 25% of the Aircraft then in the Fleet, rounded up to the nearest whole number, per 90 day period following the effective date of termination upon the end of the Term or as required by such notice. Any notice of termination under Sections 7.2, 7.6 or 7.7 will state the dates on which the Aircraft are to be removed from the Fleet. For a termination upon the end of the Term, Frontier must provide Partner 180 days notice of date that aircraft will be taken out within each 90-day period.
Ramp Down Period. If Customer provides a written request that Company wishes to enter into the Optional Extended Term, then upon Customer’s written request at least sixty (60) days prior to the expiration of the Initial Term (or Optional Extended term, if applicable) and provided the Customer is in compliance with its obligations under the Agreement, Customer may continue to receive Services at the rates and discounts provided herein for a period of up to six (6) months (the “Ramp Down Period”). During the Ramp Down Period, Customer will receive the rates, discounts, charges and credits set forth in the Agreement except that Customer will not be subject to a TVC, OETVC pursuant to the Agreement, or any minimum purchase requirement of any kind. During the Ramp Down Period, Company will continue to provide account team support consistent with the levels or support provided to Customer during the Initial Term, and will reasonably cooperate with Customer and Customer’s other vendor(s) with any related service migration. Extended Term: Upon expiration of the Initial Term or any One-Year Extended Tern and/or Ramp Down Period, as applicable, this Agreement will be automatically extended on a month-to-month basis (“Extended Term”) until either party terminates it upon sixty (60) days prior written notice. During the Extended Term, Company may reduce the reporting, service level agreements and account team support to the standard levels available in the Guide or Tariffs, if applicable. Term Volume Commitment (“TVC”): Customer agrees to pay Company no less than $5,200,000
Ramp Down Period. Provided that Customer is in compliance with its obligations under the Agreement, at Customer's written request at least sixty (60) days prior to the end of the Term, following the expiration of the Term, Customer may continue to receive Services at the rates and discounts provided herein for up to twelve (12) months (“Transition Period”). During the Transition Period, Company will provide to Customer and any successor vendor commercially reasonable cooperation and assistance, at Customer’s expense, in migrating the Services from Company to a successor supplier. During the Transition Period, all terms and conditions of the Agreement will continue to apply, except that (i) the rates and charges in effect at the time of expiration or termination, (ii) there will be no new minimum purchase requirements, (iii) service level agreement requirements and remedies will not apply; and (iv) Company may reduce the account team support and reporting commensurate with the reduction in purchases. Customer may end the Transition Period at any time during the twelve (12) month period by providing Company at least thirty (30) days notice.
Ramp Down Period. Upon 60 days written notice to Company prior to the expiration or termination (other than termination by Company for Cause or by Customer other than for Cause) of the Initial Global Agreement Period or of the Extended Period, as applicable, Company will continue to provide the Services to Customer for up to nine (9) months thereafter (the “Ramp Down Period”) at the rates and charges and the other terms and conditions in effect on the date of expiration or termination. No minimum volume commitment shall apply during the Ramp Down Period. Company shall provide reasonable assistance and cooperation in transitioning Service to another provider upon termination of this Agreement. If Customer elects the Ramp Down Period, the parties will amend this Agreement to document the election.
Ramp Down Period. Provided that Customer is in compliance with its obligations under the Agreement, at Customer's written request at least sixty (60) days prior to the end of the Term, following the expiration of the Term, Customer may continue to receive Services at the rates and discounts provided herein for up to 3 months. During the Ramp Down Period, the terms and conditions of this Agreement will apply except that (i) the AVC will not apply. Minimum Annual Volume Commitment (“AVC”): $350,000. Commencing on the 2nd Amendment Effective Date and for the remainder of the Term, Customer’s new AVC will be $480,000 in Total Service Charges, or a pro rata portion thereof for any partial Contract Year.
Ramp Down Period. Following expiration of the Term and all applicable Renewal Periods, the Agreement will be automatically extended on a month to month basis for up to three (3) months ("Ramp Down Period") under the same terms and conditions at the same prices in effect at the expiration of the Term. During the Ramp Down Period, Customer will not be subject to the AVC. Customer may terminate the Ramp Down Period at any time by providing at least thirty (30) days prior written notice. Annual Volume Commitment (“AVC”): During each contract year of the Term, Customer’s Total Service Charges must equal or exceed $5,625,000, which amount shall be the Annual Volume Commitment (“AVC”). The AVC for the period November 1, 2011 to March 10, 2012 shall be pro-rated to 1/12 of the AVC per month. Should the parties renew the Agreement, Customer’s Total Service Charges from November 1, 2011 through March 10, 2012 shall be counted towards Customer’s AVC for the 2011-2012 contract years.
