Supplier Cooperation. Supplier shall fully cooperate with and work in good faith with Kraft or Kraft Third Party Contractors as described in the applicable Supplement or requested by Kraft and, except as provided below, at no additional charge to Kraft. Such cooperation may include: (A) timely providing access to any facilities being used to provide the Services, as necessary for Kraft personnel or Kraft Third Party Contractors to perform the work assigned to them; (B) timely providing reasonable electronic and physical access to the business processes and associated Equipment, Software and/or Systems to the extent necessary and appropriate for Kraft personnel or Kraft Third Party Contractors to perform the work assigned to them; (C) timely providing written requirements, standards, policies or other documentation for the business processes and associated Equipment, Software or Systems procured, operated, supported or used by Supplier in connection with the Services; (D) ensuring that there is no degradation in the provision of the Services caused by the adjustments made by Supplier in transferring Services to a third party, Kraft or an Eligible Recipient; or (E) any other cooperation or assistance reasonably necessary for Kraft personnel or Kraft Third Party Contractors to perform the work in question. Kraft personnel and Kraft Third Party Contractors shall comply with Supplier’s reasonable security and confidentiality requirements, and shall, to the extent performing work on Software, Equipment or Systems for which Supplier has operational responsibility, or accessing any Supplier facilities, comply with Supplier’s reasonable standards, methodologies and procedures, so as to not compromise the confidentiality or security of any Supplier information, including information of any other customer of Supplier. If, in connection with providing the foregoing assistance to Kraft Third Party Contractors, Supplier is required to use resources it would not otherwise have been required to use to provide the Services either because of the specific skill levels involved or to avoid any adverse impact on the Services or the Service Levels, and Supplier is not compensated for such additional resources through the charging mechanism in the applicable Supplement, then Kraft will compensate Supplier for such assistance on a time and materials basis provided that (i) Supplier notifies Kraft prior to its final decision that Supplier will not be able, using commercially reasonable efforts, to coop...
Supplier Cooperation. Supplier shall, and shall cause its Affiliates to, use commercially reasonable efforts to cooperate with FairPoint and its Affiliates, and to perform, in a timely fashion, its obligations prior to the Closing Date and after the Closing Date; provided, that such efforts shall not require Supplier and its Affiliates to (x) incur additional expenses, obligations or liabilities other than as expressly required herein, (y) disproportionably or unreasonably interfere, either individually or in the aggregate, with the conduct of the Verizon Business or (z) be inconsistent with the express terms of this Agreement or any Schedule hereto.
Supplier Cooperation. Supplier agrees to release to Buyer upon request any information, passwords, documentation, etc., regarding work they are performing while under engagement to Buyer which resides on Buyer equipment and systems, not including any documentation or information that would be considered Supplier work product.
Supplier Cooperation. Supplier shall reasonably cooperate with and work in good faith with ABM or ABM Third Party Contractors as described in Schedule E or requested by ABM and at no additional charge to ABM. Such cooperation may include: (i) timely providing access to any facilities being used to provide the Services, as reasonably necessary for ABM personnel or ABM Third Party Contractors to perform the work assigned to them; (ii) timely providing reasonable electronic and physical access to the business processes and associated Equipment, Software and/or Systems to the extent necessary and appropriate for ABM personnel or ABM Third Party Contractors to perform the work assigned to them; (iii) timely providing written requirements, standards, policies or other documentation for the business processes and associated Equipment, Software or Systems supported or used by Supplier in connection with the Services; or (iv) any other cooperation or assistance reasonably necessary for ABM personnel or ABM Third Party Contractors to perform the work in question. ABM personnel and ABM Third Party Contractors shall comply with Supplier’s reasonable security and confidentiality requirements, and shall, to the extent performing work on Software, Equipment or Systems for which Supplier has operational responsibility, comply with Supplier’s reasonable standards, methodologies, and procedures.
Supplier Cooperation. As part of the Services, Supplier shall fully cooperate with and work in good faith with Triad or Triad Third Party Contractors as described in Schedule E or reasonably requested by Triad and at no additional charge to Triad. Such cooperation may include: (A) timely providing access to any facilities being used to provide the Services, as necessary for Triad personnel or Triad Third Party Contractors to perform the work assigned to them; (B) timely providing reasonable electronic and physical access to the processes and associated Equipment, Software and/or Systems to the extent necessary and appropriate for Triad personnel or Triad Third Party Contractors to perform the work assigned to them; (C) timely providing written requirements, standards, policies or other documentation for the processes and associated Equipment, Software or Systems procured, operated, supported or used by Supplier in connection with the Services; (D) undertaking commercially reasonable efforts to prevent any degradation in the provision of the Services caused by the adjustments made by Supplier in transferring Services to a third party, Triad or an Eligible Recipient; or (E) any other cooperation or assistance reasonably necessary for Triad personnel or Triad Third Party Contractors to perform the work in question. In connection with any such cooperation, Triad shall cause Triad personnel, Eligible Recipients and Triad Third Party Contractors to (i) comply with Supplier’s reasonable security and confidentiality requirements, (ii) to the extent performing work on Software, Equipment or Systems for which Supplier has operational responsibility, comply with Supplier’s reasonable standards, methodologies, and procedures and shall otherwise cooperate and work in good faith with Supplier, (iii) avoid adversely affecting Supplier’s ability to Supplier to perform its obligations under this Agreement, and (iv) cooperate and work in good faith with Supplier.
Supplier Cooperation. Supplier shall cooperate and make adjustments as necessary in the methods and timing for provision of Services under this Agreement so that other Suppliers and University personnel can perform their independent obligations to the University.
Supplier Cooperation. Supplier shall assist Buyer, at Buyer's expenses, to obtain any required Governmental Approval and shall provide such assistance within 10 business days of receiving a written request therefor from Buyer. All costs and expenses associated with obtaining Governmental Approvals shall be borne by Buyer.
Supplier Cooperation. To the extent that [***].
Supplier Cooperation. Supplier shall reasonably cooperate with any such Third Party vendors and Customer as requested from time to time. Such cooperation shall include (i) providing reasonable physical and electronic access to any facilities used by Supplier to provide the Services and the relevant data and records in the possession of Supplier regarding the Customer Business and/or the Services; (ii) use of any dedicated hardware used by Supplier to perform the Services; (iii) use of any dedicated Supplier Software (other than any Supplier-Licensed Software where the underlying license agreement does not authorize such access and consent permitting such access and use has not been obtained after Supplier’s exercise of reasonable efforts to obtain such consent); (iv) providing access to, use of and such written requirements, standards, policies and other information regarding the operating environment, system constraints, and other operating parameters as is reasonably necessary for the work product of the Third Party vendor of Customer to be compatible with the Services or New Services; (v) working with Customer to specify the respective responsibilities of Supplier and each Third Party vendor in order to enable the proper and complete implementation and performance of all services to Customer in accordance with any applicable service levels and other requirements; (vi) participating in service review meetings with the Third Party vendors, as requested by Customer from time to time, and reporting on a regular basis to the Steering Committee with respect to the results of the foregoing meetings; and (vii) such other reasonable cooperation as may be requested by Customer.
Supplier Cooperation. Subject to Section 4.3, Supplier shall fully cooperate with and work in good faith with Ascension Health, the other Eligible Recipients and Third Party Contractors as described in this Agreement or requested by Ascension Health and at [**] to Ascension Health or another Eligible Recipient. If and to the extent requested by an Eligible Recipient, Supplier shall provide such cooperation by, among other things: (i) timely providing physical access and electronic access (including, at Eligible Recipient’s sole discretion and cost, any temporary Third Party Software licenses required to permit an Eligible Recipient or Third Party Contractor to perform services within the Services environment) to business processes and associated Equipment, Materials and/or Systems to the extent necessary and appropriate for Ascension Health, the other Eligible Recipients or Third Party Contractors to perform the work assigned to them; (ii) timely providing required access to Supplier Facilities; (iii) timely providing written requirements, standards, policies or other documentation for the business processes and associated Equipment, Materials or Systems procured, operated, supported or used by Supplier in connection with the Services; (iv) timely providing access to Ascension Health Data to the Eligible Recipients and/or Third Party Contractors in the same manner and to the same extent access to such data is required to be provided by Supplier to Ascension Health; (iv) timely providing cooperation and assistance in accordance with Section 20.7 to facilitate the orderly transfer of Affected Services (as defined in Section 20.7) from Supplier to Ascension Health, the other Eligible Recipients and/or Third Party Contractors, except for compensation as provided for in Section 20.7; (v) using commercially reasonable efforts to prevent degradation in the performance of the Services caused by the adjustments made by Supplier following such transfer of Services, (vi) establishing procedures and other arrangements with Third Party Contractors to ensure continuity of service to Ascension Health (e.g., RACI charts, multi-supplier governance procedures) and (vii) any other cooperation or assistance reasonably necessary for Ascension Health, the other Eligible Recipients and/or Third Party Contractors to perform the work in question. Ascension Health personnel and Third Party Contractors shall comply with Supplier’s reasonable security and confidentiality requirements, and shall, to the ex...
