Common use of Successful Respondent Cooperation Clause in Contracts

Successful Respondent Cooperation. (a) Successful Respondent shall perform the Services in a manner that shall not: (1) disrupt or have an unnecessary adverse impact on the activities or operations of DIR, the DIR Customers, or a DIR Contractor; (2) degrade the Services then being received by DIR or the DIR Customers; or (3) disrupt or interfere with the ability of DIR or the DIR Customers to obtain the full benefit of the Services. (b) Successful Respondent acknowledges that its provision of the Services shall require significant cooperation with third parties, and Successful Respondent shall fully cooperate and work in good faith with third parties as described in this Agreement and to the extent otherwise requested by DIR. Such cooperation shall include providing: (i) access to Successful Respondent Facilities (as necessary for the third parties to perform their work); (ii) access to Successful Respondent owned or leased Equipment and Successful Respondent owned or licensed Software (to the extent permitted under any underlying agreements with third parties); (iii) such information regarding the operating environment, System constraints and other operating parameters as a person with reasonable commercial skills and expertise would find reasonably necessary for the third parties to perform their work, including after expiration or termination of this Agreement; and (iv) assistance to third parties and/or new vendors in order to migrate to new solutions or to continue running existing solutions arising out of or relating to the Services provided by Successful Respondent, including following the expiration or termination of the Agreement. (c) DIR and DIR Customer personnel and DIR Contractors shall comply with Successful Respondent’s reasonable security and confidentiality requirements and shall, to the extent performing work on Software, Equipment or Systems for which Successful Respondent has operational responsibility, comply with Successful Respondent’s reasonable standards, methodologies, and procedures as communicated in writing to such third parties by Successful Respondent.

Successful Respondent Cooperation. (a) Successful Respondent shall perform the Services in a manner that shall not: (1) disrupt or have an unnecessary adverse impact on the activities or operations of DIR, the DIR DCS Customers, or a DIR Contractor; (2) degrade the Services then being received by DIR or the DIR DCS Customers; or (3) disrupt or interfere with the ability of DIR or the DIR DCS Customers to obtain the full benefit of the Services. (b) Successful Respondent acknowledges that its provision of the Services shall require significant cooperation with third parties, and Successful Respondent shall fully cooperate and work in good faith with third parties as described in this Agreement and to the extent otherwise requested by DIR. Such cooperation shall include providing: (i) access to Successful Respondent Facilities (as necessary for the third parties to perform their work); (ii) access to Successful Respondent owned or leased Equipment and Successful Respondent owned or licensed Software (to the extent permitted under any underlying agreements with third parties); (iii) such information regarding the operating environment, System constraints and other operating parameters as a person with reasonable commercial skills and expertise would find reasonably necessary for the third parties to perform their work, including after expiration or termination of this Agreement; and (iv) assistance to third parties and/or new vendors in order to migrate to new solutions or to continue running existing solutions arising out of or relating to the Services provided by Successful Respondent, including following the expiration or termination of the Agreement. (c) DIR and DIR DCS Customer personnel and DIR Contractors shall comply with Successful Respondent’s reasonable security and confidentiality requirements and shall, to the extent performing work on Software, Equipment or Systems for which Successful Respondent has operational responsibility, comply with Successful Respondent’s reasonable standards, methodologies, and procedures as communicated in writing to such third parties by Successful Respondent.

Successful Respondent Cooperation. (a) Successful Respondent shall perform the Services in a manner that shall not: : (1i) disrupt or have an unnecessary adverse impact on the activities or operations of DIR, the DIR Customers, or a DIR Contractor; ; (2ii) degrade the Services then being received by DIR or the DIR Customers; or or (3iii) disrupt or interfere with the ability of DIR or the DIR Customers to obtain the full benefit of the Services. (b) Successful Respondent acknowledges that its provision of the Services shall require significant cooperation with third partiesThird Parties, and Successful Respondent shall fully cooperate and work in good faith with third parties Third Parties as described in this Agreement and to the extent otherwise requested by DIR. Such cooperation shall include providing: (i) access to Successful Respondent Facilities (as necessary for the third parties DIR Contractors to perform their work); (ii) access to Successful Respondent owned or leased Equipment and Successful Respondent owned or licensed Software (to the extent permitted under any underlying agreements with third partiesThird Parties); (iii) such information regarding the operating environment, System constraints constraints, and other operating parameters as a person with reasonable commercial skills and expertise would find reasonably necessary for the third parties DIR Contractors to perform their work, including after expiration or termination of this Agreement; and (iv) assistance to third parties and/or new vendors in order DIR Contractors to migrate to new solutions or to continue running existing solutions arising out of or relating to the Services provided by Successful Respondent, including following the expiration or termination of the this Agreement. (c) DIR and DIR Customer personnel and DIR Contractors shall comply with Successful Respondent’s reasonable security and confidentiality requirements and shall, to the extent performing work on Software, Equipment or Systems for which Successful Respondent has operational responsibility, comply with Successful Respondent’s reasonable standards, methodologies, and procedures as communicated in writing to such third parties by Successful Respondent.