Services Under Excluded Customer Contracts Sample Clauses

Services Under Excluded Customer Contracts. (a) Purchaser shall use commercially reasonable efforts to use the Purchased Assets and the Transition Services (in the case of the Transition Services only to the extent such Transition Services are provided to Purchaser) to provide to Sellers such services (the "Extension Services") as are necessary for Sellers to provide services to customers under Excluded Customer Contracts ("Excluded Customer Contract Services"). The obligation to provide the Extension Services is solely between Purchaser and Sellers and, without limitation of Section 2.5(d) of the Purchase Agreement, Purchaser shall have no Liability for any claims by, or on behalf of, any counterparty to an Excluded Customer Contract arising out of any Excluded Customer Contract Services; without limitation of Section 2.5(d) of the Purchase Agreement, any and all such claims shall be deemed to be Excluded Liabilities. (b) Subject to the provisions of this Section 3.3, Purchaser shall provide the Extension Services for so long as requested by Sellers, for the period (the "Excluded Customer Contract Period") up to the date, (i) with respect to each Excluded Customer Contract, that is the later of (A) the thirtieth day after the Closing, and (B) such time as Sellers are no longer required pursuant to any applicable Legal Requirement (other than solely the Bankruptcy Code, as applied to the Bankruptcy Cases) to provide the Excluded Customer Contract Services to such customer, or (ii) with respect to each Excluded Customer Contract relating to voice termination services, such time as is the earliest date that Sellers may, under any applicable Legal Requirement, reject such Excluded Customer Contract in the Bankruptcy Cases. (c) With respect to any Excluded Customer Contract, Sellers shall pay Purchaser for the Extension Services an amount equal to the monthly recurring charges (appropriately pro rated for the period during which Extension Services are provided in respect of such Excluded Customer Contract) payable by customers receiving the Excluded Customer Contract Services (as provided in the applicable Excluded Customer Contracts and without regard for whether such charges are invoiced by Sellers or paid by customers). (d) Nothing in this Section 3.3 shall limit or restrict Purchaser's ability or right to terminate any or all of the Extension Services to Sellers, to dispose of or alter any or all of the Purchased Assets or take any other action with respect to its business; provided that Purchaser w...