Standard of Service. PMC agrees that in providing (or causing others to provide) the Termination Assistance Services under this Agreement, it shall (and shall cause each Affiliate or advisor and, to the extent practicable, any or other third-party service provider to): (i) conduct itself in accordance with (A) standards of quality consistent with the standards applied by PMC as of the date of the beginning of the Termination Assistance Period with respect to the specific matters in question, and (B) standards of quality consistent with those applied by PMC hereafter with respect to the specific matters in question in its own business; (ii) comply with all laws, regulations and orders applicable to the conduct of the activities contemplated hereby in all material respects; (iii) comply in all material respects with any applicable standards, procedures, policies, operating guidelines, practices and instructions mutually agreed upon with respect to the relevant Termination Assistance Services; and (iv) comply in all material respects with any commercially reasonable standards, procedures, policies, operating guidelines, practices and instructions imposed by third-parties in connection with the Termination Assistance Services. Notwithstanding the foregoing, it shall not be deemed to be a breach of this Agreement if PMC fails to meet the standards required under this Section 11.1 because of the failure of the Cendant Member to cooperate with PHH or any of its Subsidiaries as may be required under this Agreement. (i) In addition to the provisions of Section 11.1, if the Cendant Member desires a higher quality of Termination Assistance Services than PMC is otherwise obligated to provide pursuant to Section 11.1 or any of the other provisions of this Agreement, the Cendant Member will be entitled to receive such higher level of quality after giving no less than 30 days’ prior written notice to PMC if (i) the Cendant Member agrees to pay for all additional actual costs associated with such increased level and (ii) in the sole judgment of PMC, such increased level does not impose an additional burden on PMC. (ii) PMC shall promptly notify the Cendant Member of any event or circumstance of which PMC or any of its representatives has knowledge that would or would be reasonably likely to cause a disruption in the Termination Assistance Services.
Appears in 5 contracts
Samples: Strategic Relationship Agreement (PHH Corp), Strategic Relationship Agreement (Realogy Corp), Strategic Relationship Agreement (PHH Corp)
Standard of Service. PMC Cendant Operations agrees that in providing (or causing others to provide) the Termination Assistance Services under this Agreement, it shall (and shall cause each Affiliate affiliate or advisor and, to the extent practicable, any or other third-party service provider to): (i) conduct itself in accordance with (A) standards of quality consistent with the standards applied by PMC Cendant Operations as of the date of the beginning of the Termination Assistance Period Effective Date with respect to the specific matters in question, and (B) standards of quality consistent with those applied by PMC Cendant Operations hereafter with respect to the specific matters in question in its own business; (ii) comply with all laws, regulations and orders applicable to the conduct of the activities contemplated hereby in all material respects; (iii) comply in all material respects with any applicable standards, procedures, policies, operating guidelines, practices and instructions mutually agreed upon with respect to set forth in Exhibit A, describing the relevant Termination Assistance Services; and (iv) comply in all material respects with any commercially reasonable standards, procedures, policies, operating guidelines, practices and instructions imposed by third-parties in connection with the Termination Assistance Services. Notwithstanding the foregoing, it shall not be deemed to be a breach of this Agreement if PMC Cendant Operations fails to meet the standards required under this Section 11.1 1.6 because of the failure of the Cendant Member Xxxxxx Express to cooperate with PHH or any of its Subsidiaries provide information or services to Cendant Operations as may be required under this Agreement.
(ia) In addition to the provisions of Section 11.11.6, if the Cendant Member Xxxxxx Express desires a higher quality of Termination Assistance the Services than PMC Cendant Operations is otherwise obligated to provide pursuant to Section 11.1 1.6 or any of the other provisions of this Agreement, the Cendant Member including Exhibit A, Xxxxxx Express will be entitled to receive such higher level of quality after giving no less than 30 days’ prior written notice to PMC Cendant Operations if (i) the Cendant Member Xxxxxx Express agrees to pay for all additional actual costs Actual Costs associated with such increased level and (ii) in the sole judgment of PMCCendant Operations, such increased level does not impose an additional burden on PMCCendant Operations.
(iib) PMC Cendant Operations shall promptly notify the Cendant Member Xxxxxx Express of any event or circumstance of which PMC Cendant Operations or any of its representatives has knowledge that would or would be reasonably likely to cause a disruption in the Termination Assistance Services.
Appears in 3 contracts
Samples: Transitional Agreement, Transitional Agreement (Wright Express CORP), Transitional Agreement (Wright Express CORP)
Standard of Service. PMC Cendant Operations agrees that in providing (or causing others to provide) the Termination Assistance Services under this Agreement, it shall (and shall cause each Affiliate affiliate or advisor and, to the extent practicable, any or other third-party service provider to): (i) conduct itself in accordance with (A) standards of quality consistent with the standards applied by PMC Cendant Operations as of the date of the beginning of the Termination Assistance Period Effective Date with respect to the specific matters in question, and (B) standards of quality consistent with those applied by PMC Cendant Operations hereafter with respect to the specific matters in question in its own business; (ii) comply with all laws, regulations and orders applicable to the conduct of the activities contemplated hereby in all material respects; (iii) comply in all material respects with any applicable standards, procedures, policies, operating guidelines, practices and instructions mutually agreed upon with respect to set forth in Exhibit A, describing the relevant Termination Assistance Services; and (iv) comply in all material respects with any commercially reasonable standards, procedures, policies, operating guidelines, practices and instructions imposed by third-parties in connection with the Termination Assistance Services. Notwithstanding the foregoing, it shall not be deemed to be a breach of this Agreement if PMC Cendant Operations fails to meet the standards required under this Section 11.1 1.6 because of the failure of the Cendant Member Xxxxxxx Xxxxxx to cooperate with PHH or any of its Subsidiaries provide information or services to Cendant Operations as may be required under this Agreement.
(ia) In addition to the provisions of Section 11.11.6, if the Cendant Member Xxxxxxx Xxxxxx desires a higher quality of Termination Assistance the Services than PMC Cendant Operations is otherwise obligated to provide pursuant to Section 11.1 1.6 or any of the other provisions of this Agreement, the Cendant Member including Exhibit A, Xxxxxxx Xxxxxx will be entitled to receive such higher level of quality after giving no less than 30 days’ prior written notice to PMC Cendant Operations if (i) the Cendant Member Xxxxxxx Xxxxxx agrees to pay for all additional actual costs Actual Costs associated with such increased level and (ii) in the sole judgment of PMCCendant Operations, such increased level does not impose an additional burden on PMCCendant Operations.
(iib) PMC Cendant Operations shall promptly notify the Cendant Member Xxxxxxx Xxxxxx of any event or circumstance of which PMC Cendant Operations or any of its representatives has knowledge that would or would be reasonably likely to cause a disruption in the Termination Assistance Services.
Appears in 2 contracts
Samples: Transitional Agreement (Jackson Hewitt Tax Service Inc), Transitional Agreement (Jackson Hewitt Tax Service Inc)