Common use of Transfer of Resources Clause in Contracts

Transfer of Resources. Service Provider shall provide all reasonable assistance required for the transfer to DIR, the DIR Customers and/or their designee(s) of the Systems, Equipment, Software and other resources that are implicated by the relevant Assistance Event. Such assistance shall include, at a minimum: (a) Identifying any third party services which are required by DIR, the DIR Customers and/or their designee(s) to perform the Services, and to which DIR, the DIR Customers and/or their designee(s) are entitled under Section 4.4 of the Master Services Agreement; (b) Providing asset listings for Systems, Equipment and Software owned or licensed by Service Provider, its Subcontractors, DIR and/or DIR Customers, including those which are required by DIR, the DIR Customers and/or their designee(s) to perform the Services and to which DIR, the DIR Customers and/or their designee(s) are entitled under Section 4.4 of the Master Services Agreement; (c) Working with DIR, the DIR Customers and/or their designee(s) to minimize or eliminate any potential transfer, re-licensing or termination charges, taxes and other costs or expenses that might be incurred by DIR, the DIR Customers and/or their designee(s) as a result of any transfers; and (d) Performing administrative functions required to effect the assignment of Systems, Equipment, Software and Third Party Contracts which are required by DIR, the DIR Customers and/or their designee(s) to perform the Services, and to which DIR, the DIR Customers and/or their designee(s) are entitled under Section 4.4 of the Master Services Agreement, including executing legal documents and performing other necessary functions.

Appears in 2 contracts

Samples: Termination Assistance Services, Termination Assistance Services

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Transfer of Resources. Service Provider shall provide all reasonable assistance required for the transfer to DIR, the DIR Customers and/or their designee(s) of the Systems, Equipment, Software and other resources that are implicated by the relevant Assistance Event. Such assistance shall include, at a minimum: (a) Identifying any third party services which are required by DIR, the DIR Customers and/or their designee(s) to perform the Services, and to which DIR, the DIR Customers and/or their designee(s) are entitled under Section 4.4 of the Master Services Agreement; (b) Providing asset listings for Systems, Equipment and Software owned or licensed by Service Provider, its Subcontractors, DIR and/or DIR Customers, including those which are required by DIR, the DIR Customers and/or their designee(s) to perform the Services and to which DIR, the DIR Customers and/or their designee(s) are entitled under Section 4.4 of the Master Services Agreement; (c) Working with DIR, the DIR Customers and/or their designee(s) to minimize or eliminate any potential transfer, re-licensing or termination charges, taxes and other costs or expenses that might be incurred by DIR, the DIR Customers and/or their designee(s) as a result of any transfers; and (d) Performing administrative functions required to effect the assignment of Systems, Equipment, Software and Third Party Contracts which are required by DIR, the DIR Customers and/or their designee(s) to perform the Services, and to which DIR, the DIR Customers and/or their designee(s) are entitled under Section 4.4 of the Master Services Agreement, including executing legal documents and performing other necessary functions.

Appears in 1 contract

Samples: Termination Assistance Services

Transfer of Resources. Service Provider shall provide all reasonable assistance required for the transfer to DIR, the DIR Customers and/or or their designee(s) of the Systems, Equipment, Software and other resources that are implicated by the relevant Assistance Event. Such assistance shall include, at a minimum: (a) Identifying any third party services which are required by DIR, the DIR Customers and/or or their designee(s) to perform the Services, and to which DIR, the DIR Customers and/or or their designee(s) are entitled under Section 4.4 of the Master Services Agreement; (b) Providing asset listings for Systems, Equipment and Software owned or licensed by Service Provider, its Subcontractors, DIR and/or and DIR Customers, including those which are required by DIR, the DIR Customers and/or or their designee(s) to perform the Services and to which DIR, the DIR Customers and/or or their designee(s) are entitled under Section 4.4 of the Master Services Agreement; (c) Working with DIR, the DIR Customers and/or or their designee(s) to minimize or eliminate any potential transfer, re-licensing or termination charges, taxes and other costs or expenses that might be incurred by DIR, the DIR Customers and/or or their designee(s) as a result of any transfers; and (d) Performing administrative functions required to effect enable the assignment of Systems, Equipment, Software and Third Party Contracts which are required by DIR, the DIR Customers and/or or their designee(s) to perform the Services, and to which DIR, the DIR Customers and/or or their designee(s) are entitled under Section 4.4 of the Master Services Agreement, including executing legal documents and performing other necessary functions.

Appears in 1 contract

Samples: Termination Assistance Services

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Transfer of Resources. Service Provider shall provide all reasonable assistance required for the transfer to DIR, the DIR Customers and/or their designee(s) of the Systems, Equipment, Software and other resources that are implicated by the relevant Assistance Event. Such assistance shall include, at a minimum: (a) Identifying any third party services which are required by DIR, the DIR Customers Customers, and/or their designee(s) to perform the Services, and to which DIR, the DIR Customers and/or their designee(s) are entitled under Section 4.4 4.6, Termination Assistance Services, of the Master Services Agreement; (b) Providing asset listings for Systems, Equipment Equipment, and Software owned or licensed by Service Provider, its Subcontractors, DIR and/or DIR Customers, including those which are required by DIR, the DIR Customers and/or their designee(s) to perform the Services and to which DIR, the DIR Customers and/or their designee(s) are entitled under Section 4.4 4.6, Termination Assistance Services, of the Master Services Agreement; (c) Working with DIR, the DIR Customers Customers, and/or their designee(s) to minimize or eliminate any potential transfer, re-licensing or termination charges, taxes and other costs or expenses that might be incurred by DIR, the DIR Customers and/or their designee(s) as a result of any transfers; and (d) Performing administrative functions required to effect the assignment of Systems, Equipment, Software and Third Party Contracts which are required by DIR, the DIR Customers and/or their designee(s) to perform the Services, and to which DIR, the DIR Customers Customers, and/or their designee(s) are entitled under Section 4.4 4.6, Termination Assistance Services, of the Master Services Agreement, including executing legal documents and performing other necessary functions.

Appears in 1 contract

Samples: Termination Assistance Services

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