Common use of Transition; Informational Systems Conversion Clause in Contracts

Transition; Informational Systems Conversion. From and after the date hereof, NBT and Exxxx shall each use their reasonable best efforts to facilitate the integration of Exxxx with the business of NBT following consummation of the transactions contemplated by this Agreement, and shall meet on a regular basis to discuss and plan for the conversion of Exxxx’x data processing and related electronic informational systems (the “Informational Systems Conversion”) to those used by NBT and its Subsidiaries, which planning shall include, but not be limited to: (a) discussion of Exxxx’x third-party service provider arrangements; (b) non-renewal of personal property leases and software licenses used by Exxxx in connection with its systems operations; (c) retention of outside consultants and additional employees to assist with the conversion; (d) outsourcing, as appropriate, of proprietary or self-provided system services; and (e) any other actions necessary and appropriate to facilitate the conversion, as soon as practicable following the Effective Time. If this Agreement is terminated by NBT and/or Exxxx in accordance with Section 7.01(a), Section 7.01(c), or Section 7.01(f), or by Exxxx only in accordance with Section 7.01(d) or Section 7.01(e), NBT shall pay to Exxxx all reasonable fees, expenses or charges related to reversing the Informational Systems Conversion within ten (10) Business Days of Exxxx providing NBT written evidence of such fees, expenses or charges.

Transition; Informational Systems Conversion. From and after the date hereof, NBT and Exxxx Salisbury shall each use their reasonable best efforts to facilitate the integration of Exxxx Salisbury with the business of NBT following consummation of the transactions contemplated by this Agreement, and shall meet on a regular basis to discuss and plan for the conversion of Exxxx’x Salisbury’s data processing and related electronic informational systems (the “Informational Systems Conversion”) to those used by NBT and its Subsidiaries, which planning shall include, but not be limited to: (a) discussion of Exxxx’x Xxxxxxxxx’x third-party service provider arrangements; (b) non-renewal of personal property leases and software licenses used by Exxxx Salisbury in connection with its systems operations; (c) retention of outside consultants and additional employees to assist with the conversion; (d) outsourcing, as appropriate, of proprietary or self-provided system services; and (e) any other actions necessary and appropriate to facilitate the conversion, as soon as practicable following the Effective Time. If this Agreement is terminated by NBT and/or Exxxx Salisbury in accordance with Section 7.01(a), Section 7.01(c), ) or Section 7.01(f), or by Exxxx Salisbury only in accordance with Section 7.01(d) or Section 7.01(e), NBT shall pay to Exxxx Salisbury all reasonable fees, expenses or charges related to reversing the Informational Systems Conversion within ten (10) Business Days of Exxxx Salisbury providing NBT written evidence of such fees, expenses or charges.

Transition; Informational Systems Conversion. From and after the date hereof, NBT and Exxxx Xxxxx shall each use their reasonable best efforts to facilitate the integration of Exxxx Xxxxx with the business of NBT following consummation of the transactions contemplated by this Agreement, and shall meet on a regular basis to discuss and plan for the conversion of Exxxx’x Xxxxx’x data processing and related electronic informational systems (the “Informational Systems Conversion”) to those used by NBT and its Subsidiaries, which planning shall include, but not be limited to: (a) discussion of Exxxx’x Xxxxx’x third-party service provider arrangements; (b) non-renewal of personal property leases and software licenses used by Exxxx Xxxxx in connection with its systems operations; (c) retention of outside consultants and additional employees to assist with the conversion; (d) outsourcing, as appropriate, of proprietary or self-provided system services; and (e) any other actions necessary and appropriate to facilitate the conversion, as soon as practicable following the Effective Time. If this Agreement is terminated by NBT and/or Exxxx Xxxxx in accordance with Section 7.01(a), Section 7.01(c), or Section 7.01(f), or by Exxxx Xxxxx only in accordance with Section 7.01(d) or Section 7.01(e), NBT shall pay to Exxxx Xxxxx all reasonable fees, expenses or charges related to reversing the Informational Systems Conversion within ten (10) Business Days of Exxxx Xxxxx providing NBT written evidence of such fees, expenses or charges.