Transition of Services. Upon request by the State prior to expiration or earlier termination of this Contract or any Services provided in this Contract, Contractor shall provide reasonable and necessary assistance to accomplish a complete transition of the Services from Contractor to the State or any replacement provider designated solely by the State without any interruption of or adverse impact on the Services. Contractor shall cooperate fully with the State or any successor provider and shall promptly take all steps required to assist in effecting a complete transition of the Services designated by the State. All services related to such transition shall be performed at no additional cost beyond what would be paid for the Services in this Contract.
Transition of Services. 15.1 On expiry or termination of this Agreement for any reason or if the Organisation ceases to deliver the Services, the Organisation will comply with any written notice from the Department requesting the Organisation to:
(a) within five (5) Business Days hand over to the Department or any third party nominated by the Department all Records provided to the Organisation by the Department relating to the delivery of the Services;
(b) within five (5) Business Days transfer to the Department or any third party nominated by the Department all Records created, managed and maintained relating to the delivery of the Services in a format and in a way that allows the Records to be quickly and easily accessed, retrieved, reviewed, kept and used by the Department or third party nominated by the Department;
(c) within thirty (30) Days after the expiry or termination of this Agreement or the cessation of any Services under clause 13 [Cessation], provide the Department with:
(i) a financial acquittal detailing all the Funding paid to the Organisation by the Department and spent by the Organisation (including any unspent Funding);
(ii) a copy of the current Asset Register; and
(iii) any other outstanding information, documentation or reports the Organisation is required to provide the Department under this Agreement; and
(d) provide (and require any subcontractor engaged by the Organisation to provide) all reasonable assistance to the Department to transfer all or part of the Services, functions and operations provided by the Organisation under this Agreement to the Department or any third party nominated by the Department, including:
(i) answering questions and providing other information as may be reasonably sought by the Department and/or any third party nominated by the Department; and
(ii) handing over client information and any material or Records held by the Organisation or any subcontractor engaged by the Organisation relating to the delivery of the Services, regardless of the manner of storage, to the Department and/or to any third party nominated by the Department.
Transition of Services. During the period of 180 days following the delivery of any notice of termination delivered in accordance with Section 6.01(b) or 6.02, in addition to the Services, CVR will, and will cause its Affiliates to, provide to MLP such additional services as may be reasonably requested by GP to assist the Services Recipients in effecting a transition of the responsibility for providing the Services.
Transition of Services. We shall notify new members and current members of the availability of transitional services for conditions that require ongoing course of treatment. New members must request the option of transitional services in writing, within 15 days after receiving notification of the availability of transitional services. Members whose physician leaves the network of health care providers shall request the option of transitional services in writing within 30 days after receipt of notification of termination of the physician. Within 15 days after receiving such notification from the member, we shall notify the member if a denial is issued for the member's request of transitional services based on the member's physician refusing to agree to accept our plan's reimbursement rates, adhere to our plan's quality assurance requirements, provide our plan with necessary medical information related to the member's care, or otherwise adhere to our plan's policies and procedures. The notification shall be in writing and include the specific reason for such denial.
Transition of Services. At the request of DMAS prior to or upon expiration or termination of this Contract, Supplier shall provide all assistance as DMAS may reasonably require to transition the Supplier’s contractual obligations, or any portion thereof, to any other supplier with whom DMAS contracts for provision of same. This Transition Period obligation may extend beyond expiration or termination of the Contract for a period of three (3) months. If this Contract includes Supplier's provision of licensed products, Supplier shall take no action to restrict or terminate the use of such licensed products after the date of expiration or termination of the Contract or during any Transition Period, or both. DMAS shall pay for any additional maintenance or licensing fees during any Transition Period at the hourly rate or at a fee agreed upon by Supplier and DMAS. Supplier shall provide all reasonable transition assistance requested by DMAS to allow for the expired or terminated portion of the Services to continue without interruption or adverse effect, and to facilitate the orderly transfer of such Services to DMAS. The transition assistance will be deemed by the parties to be governed by the terms and conditions of this Contract, except for those terms or conditions that do not reasonably apply to transition assistance. Further, any Transition Period will not affect DMAS’ rights in regards to any purchased Software perpetual licenses which are paid in full.
Transition of Services. Provider will provide the support required to transition Services and applications for Recipient; and such support will be managed as a project under New Project Services in this Schedule 4 with the cost associated with that transition borne by Recipient.
Transition of Services. During the period prior to termination of this Agreement following the delivery of any notice of termination delivered in accordance with Section 6.1(b) or Section 6.2, in addition to the Services, Rentech will, and will cause its Affiliates to, provide to MLP such additional services as may be reasonably requested by the GP to assist the Services Recipients in effecting a transition of the responsibility for providing the Services.
Transition of Services. Upon termination or expiration of this Agreement or any Specified Service, the Parties shall mutually agree on an expeditious schedule of transition of the applicable Services.
Transition of Services. 3.1. On the Effective Date hereof, Supplier agrees to pay Distributor, by wire transfer in immediately available funds to a bank account designed by Distributor, the sum of two million one hundred thousand US dollars ($2,100,000.00).
3.2. Subject to Clause 3.4 below, the effective date of expiration of this Agreement and termination of the distribution relationship between the Parties, including all packaging, testing, and distribution obligations hereunder, as to all countries within the Territory shall be at the close of business on the date six (6) months after the Effective Date (i.e. close of business on December 1, 2006) (“Closing Date” or “Closing”) provided that, upon reasonable request from Distributor, Supplier provides such reasonable assurances regarding Supplier’s capability (itself or through one or more Third Parties) to test, package and distribute Product in the Territory at the levels supported by Distributor as of the Effective Date. The termination upon Closing shall be deemed to constitute a termination by mutual agreement and shall not be deemed a termination for default, and neither Party shall have any responsibility or liability as a result of such termination except as otherwise expressly provided herein. The Parties hereby waive all rights to notice of termination or compensation relating to termination as may be otherwise provided under Applicable Laws.
3.3. Supplier acknowledges that as prerequisites to Closing, Supplier shall: (1) obtain all necessary variations to Marketing Authorizations for its or its Designee’s packaging and testing contractor and in-country sales order and distribution arrangements for the Product, together with obtaining any approvals for associated changes to artwork and labeling as may be required by any relevant Competent Authority; and (2) satisfy any other conditions for regulatory approvals to effectuate the transition of the services provided hereunder from Distributor to Supplier.
3.4. Subject to Clause 3.2 above, in the circumstance where: (1) as a prerequisite to Supplier assuming all distribution, packaging, testing, marketing and sale of Product in a country of the Territory, Supplier has made the necessary submissions for approval to the relevant Competent Authorities and such submission(s) have not yet been approved; or (2) Supplier is unable to provide reasonable assurances to Distributor pursuant to Clause 3.2 above and as evidenced by gaps or incomplete processes in Supplier’s (or its De...
Transition of Services. The City and Developer shall reasonably cooperate to smoothly transition wastewater service from the Developer to the City upon completion of the City Wastewater Improvements.
