Standard of the Provision of Services Sample Clauses
Standard of the Provision of Services. Xxxxxx shall provide the Services in a manner and at a level as more particularly described in Section 8 of this Agreement. Xxxxxx shall provide Services in accordance in all material respects with all applicable Laws.
Standard of the Provision of Services. The Services shall be provided in good faith and, except where expressly provided otherwise in the applicable Schedule, with the degree of care, skill and diligence, and at a level, volume, scope and timeliness, substantially consistent with that provided to the applicable Business during the twelve (12) month period immediately preceding the Effective Date and shall be provided and accepted in accordance with the terms, limitations and conditions set forth in this Agreement and the applicable Schedule; provided that no Provider shall be required to increase the level, volume or scope of the Services in excess of those described in the foregoing clause; provided, further, that with respect to Services a Recipient may request such an increase from the applicable Provider, which will be considered a request for an Omitted Service hereunder subject to Section 2.03(b), except that in the event and to the extent such Provider has increased the level of the Services with respect to provision of such Services to Provider’s own Affiliates, Provider shall accept such request in accordance with the terms, limitations and conditions set forth in this Agreement and the applicable Schedule.
Standard of the Provision of Services. Each Provider shall provide the Services hereunder: (a) in accordance with applicable Law and with such Provider’s written policies and procedures, to the extent applicable and (b) at substantially the same standards of performance, consistent with such Provider’s practices for providing such Services during the Pre-Effective Date Period, to the extent applicable. In determining whether a Provider has complied with Section 2.08(b), the Parties shall consider the timing of the delivery of the Service, the form of the deliverables resulting from the Service, whether any Change has been made to the Service, whether there has been a material change in the volume of the Service and whether certain related services and Systems have been migrated to the Recipient, its Affiliates or a third party.
Standard of the Provision of Services. Provider shall provide, or cause to be provided, the Services it is required to provide hereunder in the manner and at a level substantially consistent with that provided by Provider in the twelve (12) month period preceding the Effective Date (the “Service Standard”). All of the Worthington Provided Services shall be for the sole benefit of Worthington Steel Group, and all of the Worthington Steel Provided Services shall be for the sole benefit of the New Worthington Group.
Standard of the Provision of Services. Except where expressly provided otherwise in the applicable Schedule, SharkNinja shall, and shall cause its Affiliates to, provide the Services in good faith and to a reasonable commercial standard, and with no less than the degree of care, skill and diligence consistent with the practice of SharkNinja in providing such Services to JS Global and its Affiliates during the twelve (12) month period prior to the Effective Date (to the extent applicable).
Standard of the Provision of Services. Except where expressly provided otherwise in the applicable Schedule, the Services shall be provided in good faith with the degree of care, skill and diligence, and at a level, volume, scope and timeliness, substantially consistent with that provided to the applicable Business during the one (1)-year period immediately preceding the Distribution Date and shall be provided and accepted in accordance with the terms, limitations and conditions set forth in this Agreement and the applicable Schedule; provided that no Provider shall be required to increase the level, volume or scope of the Services in excess of those described in the foregoing clause; provided, further, that with respect to Services a Recipient may request such an increase from the applicable Provider, which will be considered a request for an Omitted Service hereunder subject to Section 2.03.
Standard of the Provision of Services. The Services shall be provided in the manner and at a level substantially consistent with that provided by the Providers immediately preceding the Effective Date. All of the Enovis Provided Services shall be for the sole benefit of ESAB Group, and all of the ESAB Provided Services and shall be for the sole benefit of the Enovis Group.
Standard of the Provision of Services. CSL shall provide the Services in a manner and at a level as more particularly described in Section 8 of this Agreement. CSL shall provide Services in accordance in all material respects with all applicable Laws.
Standard of the Provision of Services. WIN shall provide the Services in a manner and at a level as more particularly described in Section 8 of this Agreement. WIN shall provide Services in accordance in all material respects with all applicable Laws.
Standard of the Provision of Services. Seller shall provide or shall cause to be provided the Services in good faith, in a professional and workmanlike manner, and in a manner, degree of care, and at a level of quality, skill, prudence, performance, diligence, timeliness, efficacy, availability, reliability, and level of service at least consistent with that provided by the Seller and/or Providers to and for the Business during the twelve (12) month period preceding the Effective Date (the terms “historically” or “historically provided”, as used herein, shall refer to such twelve (12) month period). Without limiting the Company’s rights or Seller’s obligations under this Agreement, each of the Purchaser and the Company acknowledges and agrees that (a) Seller is not in the business of providing the Services, (b) Seller is providing (or causing to be provided) the Services to Recipients solely for the purpose of facilitating the transactions contemplated by the Purchase Agreement and (c) all of the Services shall be for the sole use and benefit of the Business and not the Purchaser or the Company more broadly or any of their Affiliates beyond to the extent to which such Affiliates are involved in the operation of the Business, and shall be solely for the purpose of conducting the Business in a manner substantially consistent with the manner in which it was conducted immediately prior to the Closing and the natural or reasonable expansion thereof. Without limiting any of Seller’s obligations under this Agreement, including its obligation to provide the Services in accordance with the standards set forth in this Section 2.03, no Provider shall have any obligation, and Seller shall not have any obligation to cause any Provider, to purchase, lease or license, or to renew a lease or license applicable to, any facility, equipment or software.