SunGard Clause Samples

SunGard. As soon as practicable after the date of this Agreement but prior to the Closing, HTC and Buyer shall jointly approach SunGard regarding the decrease or elimination of early termination or similar fees under the SunGard Agreement that may arise in connection with the transition of the PWMG Business onto Buyer’s platform. Notwithstanding the outcome of such negotiations, HTC shall remain solely responsible for the payment of all early termination and other fees under the SunGard Agreement arising in connection with the termination of the SunGard Agreement by Buyer no earlier than April 30, 2012 (the “SunGard Termination Date”), and Buyer shall be responsible for the fees arising in connection with the transition of the PWMG Business onto Buyer’s platform as well as the lease payments and other fees arising under the SunGard Agreement for the performance of services to Buyer and/or the Acquired Company from the Closing until the SunGard Termination Date.