Common use of Term and Termination of Services Clause in Contracts

Term and Termination of Services. (a) Subject to Section 7.1(c), Section 6.1 and except as otherwise set forth in Exhibit A or Exhibit B, as applicable, each of the Services shall be provided for the term specified in Section 7.1(b); provided that the Service-Receiving Party shall have the right to terminate one or more of the applicable Services that it receives under this Agreement at the end of a designated month by giving the Service-Providing Party the longer of (a) at least thirty (30) calendar days’ prior written notice of such termination or (b) in the case of any Service that the Service-Providing Party incurs an expense from an unrelated third-party, the period of time required to terminate such third-party expense, but in no event longer than ninety (90) days unless the Service-Providing Party, in its reasonable judgment, determines that a longer period of time is commercially reasonable. The Parties shall cooperate with each other in good faith in their efforts to reasonably effect early termination of such Services, including, where applicable, partial termination, and to agree in good faith upon appropriate reduction of the charges hereunder in connection with such early termination. (b) Except as set otherwise forth in Exhibit A or Exhibit B, as applicable, the provision of Services under this Agreement shall terminate upon the earlier of (a) the cessation of all Services pursuant to Section 7.1(a), or (b) the 24 month anniversary of the Effective Time, plus the total period of any extensions made by the Service-Providing Party pursuant to the following proviso; provided that the Service-Receiving Party may, at its option, extend the period for any Service (i) for up to an additional two (2) months, on the same terms and conditions (including with respect to fees) as such Service was provided during the initial term for such Service, and (ii) thereafter, for up to an additional three (3) months, on the same terms and conditions as previously provided, except the Fees for such Service provided during such extension period shall be increased by twenty percent (20%). Thereafter, any extension to term of Service for any Service shall be at the Service-Providing Party’s sole discretion. This Agreement, except for Section 2.1 and Section 2.2, shall survive the termination of Services, and any such termination shall not affect any payment obligation for Services rendered prior to termination. (c) Notwithstanding the foregoing: (i) the Parties may terminate the provision of the applicable Services under this Agreement by mutual written consent and (ii) the Parties each reserve the right to immediately terminate the provision of the applicable Services under this Agreement by written notice to the other Party in the event that such other Party shall have (A) applied for or consented to the appointment of a receiver, trustee or liquidator; (B) admitted in writing an inability to pay debts as they mature; (C) made a general assignment for the benefit of creditors; or (D) filed a voluntary petition, or have filed against it a petition, for an order of relief under the Bankruptcy Code.

Term and Termination of Services. (a) Subject to Section 7.1(c7.1(d), Section 6.1 and except as otherwise set forth in Exhibit A or Exhibit BA, as applicable, each of the Services a Service shall be provided for the term specified in Section 7.1(b); provided that the Service-Service Receiving Party shall have the right to terminate one or more of the applicable Services that it receives under this Agreement at the end of a designated month quarter by giving the Service-Service Providing Party and the Separation Oversight Committee the longer of (a) at least thirty sixty (3060) calendar days’ prior written notice of such termination or (b) in the case of any Service that the Service-Service Providing Party incurs an expense from an unrelated third-party, the period of time required to terminate such third-party expense, but in no event longer than ninety (90) days unless the Service-Service Providing Party, in its reasonable judgment, determines that a longer period of time is commercially reasonable. The Parties shall cooperate with each other in good faith in their efforts to reasonably effect early termination of such Services, including, where applicable, partial termination, and to agree in good faith upon appropriate reduction of the charges hereunder in connection with such early termination. (b) Except as otherwise set otherwise forth in Exhibit A (as amended or Exhibit B, as applicableotherwise supplemented), the provision of Services a Service under this Agreement shall terminate upon the earlier of (a) the cessation of all Services pursuant to Section 7.1(a), or (b) the 24 month anniversary of the Effective Time, plus . Either Party may request the total period Separation Oversight Committee approve the extension of any extensions made by the Service-Providing Party pursuant to the following proviso; provided that the Service-Receiving Party may, at its option, extend the period for any such Service (i) for up to an additional two three (23) months, on the same terms and conditions (including with respect to fees) as such Service was provided during the initial term for such Service, and (ii) thereafter, for up to an additional three (3) months, on the same terms and conditions as previously provided, except (A) the Fees Service Cost for such Service provided during such extension period shall may be increased as mutually agreed by twenty percent the Parties, and (20%). B) the TSA Administrative Fee during such extension period will be determined by the Separation Oversight Committee, and unless determined otherwise by the Separation Oversight Committee, will be as set forth in Exhibit A. Thereafter, any extension to the term of Service for any a Service shall be at the Service-Providing Party’s sole discretion. discretion of the Party who did not request the extension, with no liability to the requesting Party for such lack of extension. (c) This Agreement, except for Section 2.1 and Section 2.2, shall survive the termination of Services, and any such termination shall not affect any payment obligation for Services rendered prior to termination. (cd) Notwithstanding the foregoing: (i) the Parties may terminate the provision of the applicable one or more Services under this Agreement by approval of the Separation Oversight Committee and mutual written consent and (ii) the Parties each reserve the right to immediately terminate the provision of the applicable Services under this Agreement by written notice to the other Party in the event that such other Party shall have (A) applied for or consented to the appointment of a receiver, trustee or liquidator; (B) admitted in writing an inability to pay debts as they mature; (C) made a general assignment for the benefit of creditors; or (D) filed a voluntary petition, or have filed against it a petition, for an order of relief under the Bankruptcy Code.