Transition Services Fees. (a) In consideration for the provision of the New FSV Transition Services, New FSV shall pay the New FSV Transition Services Fees to FirstService and reimburse FirstService for all Reimbursable Costs on the basis set out in Schedule F (Part 1). During the Transition Period and thereafter as provided in this subsection 8.6(a), FirstService shall invoice New FSV on or before the twentieth (20th) day of each calendar month for all Reimbursable Costs and the New FSV Transition Services Fees relating to any New FSV Transition Services provided by FirstService during the preceding calendar month. Payment of the amount set out in any invoice issued to New FSV pursuant to this subsection 8.6(a) is due on the sixtieth (60th) day following the delivery of such invoice. New FSV shall pay all taxes (including HST) that are payable in respect of the provision of the New FSV Transition Services hereunder. Any amounts or rates specified in Schedule F (Part 1) in respect of any New FSV Transition Services are exclusive of any taxes that are payable in respect of the supply thereof.
Transition Services Fees. In consideration of Liberty providing the Transition Services, Customer shall pay to Liberty the fees set forth in Exhibit 6.1 (the “Transition Services Fees”), according to the payment terms set forth in Exhibit 6.1.
Transition Services Fees. Schedule A of the Transition Services Agreement includes a description of the transitional and operational services to be provided by AT&T or its Affiliates thereunder (the “Transition Services”) related to the Sites. The Parties acknowledge that the description of the Transition Services contained in Schedule A does not include specific service fees corresponding to each of the Transition Services. The Parties shall work in good faith to prepare, as soon as reasonably practicable after the date of this Agreement (and in all events by the 30th day following the date of this Agreement), a schedule of “Service Fees,” as that term is used in the Transition Services Agreement. To the extent the Parties mutually agree upon such Service Fees, the Parties shall modify Schedule A of the Transition Services Agreement as of the Initial Closing to reflect such Service Fees. The Parties agree that if they are not able to agree to the Service Fees with respect to any Transition Services by the 30th day following the date of this Agreement, the Service Fees for any such Transition Service shall be determined in accordance with the terms of Section 3.1 of the Transition Services Agreement.
Transition Services Fees. In consideration of providing the Transition Services, Buyer shall pay or cause to be paid to Studio or its designee the monthly fees set forth on Schedule A (the “TSA Fee”), payable on the first (1st) day of each month of the Term; provided that, if the Effective Date is not the first (1st) of the month, then on the Effective Date, Buyer shall pay the TSA Fee for the period from the Effective Date through the last day of the calendar month. To the extent that Buyer decreases or eliminates any of the Transition Services pursuant to Section 2.1(a) hereof during the Term of this Agreement, the TSA Fee shall be adjusted accordingly and Buyer shall not be responsible to pay the portion of the TSA Fee for the Transition Services that are no longer provided by Studio. For the avoidance of doubt, the TSA Fee shall be paid for each student enrolled in the University or in Buyer or its Affiliates (each, an “Enrolled Student”) during the month in which the TSA Fee is payable and any reduction in TSA Fees as a result of a decrease in services pursuant to this Section 2.2 shall be calculated by eliminating the per student charge therefor, as set forth in items 1 through 4 on Schedule A; provided that if the scope of services in any category (items 1 through 4 of Schedule A) is reduced but not eliminated, Studio shall determine the reduction in the per student charge related to such reduction in good faith.
Transition Services Fees. As consideration for providing the Transition Services hereunder, (a) Buyer will pay to Sellers the applicable charges indicated in Appendix A in respect of each Seller Transition Service category or subcategory as listed therein (the “Buyer Service Fees”), and (b) Sellers will pay to Buyer the applicable charges indicated in Appendix B in respect of each Buyer Transition Service category or subcategory as listed therein (the “Seller Service Fees”). (The Buyer Service Fees and/or the Seller Service Fees may sometimes be referred to herein as the “Service Fees.”) In addition to the Service Fees, the applicable Service Recipient shall reimburse the applicable Service Provider for all reasonable and documented out- of-pocket costs and expenses which have been agreed by the Parties in writing and which have been incurred to a third party by the Service Provider or its Affiliates in connection with providing the Transition Services (including necessary travel-related expenses) (the “Service- Related Expenses”). Notwithstanding the foregoing, in the event that the aggregate cost of all Buyer Service Fees and all Service-Related Expenses incurred by Seller, but excluding any costs payable to [***] in respect of distribution services, reaches [***] , the Parties shall promptly discuss in good faith what services are still required to be performed, how long such services are required for, what the estimated cost of such outstanding services is, and whether there are any steps that can be taken to minimize or otherwise limit such outstanding costs; provided, however, for purposes of clarity, under no circumstance shall Sellers be obligated to provide any Seller Transition Services to Buyer without Buyer’s agreement to pay Sellers mutually agreed-upon Services Fees in respect thereof. Section 2.03
Transition Services Fees. In consideration for TPA performing the Services set forth in Section 1 of this Agreement, Subscribing SSA Contractowner shall pay the TPA a fixed fee of $3,500.00. If GABC chooses to delay implementation of the production system and not proceed to the Steady State Phase, ALLIANCE-ONE shall allow such delay for up to 24 months. If there is a delay that causes the TPA to repeat activities or adds to the Scope of Work for the Transition Phase Services, such shall be provided on a Time and Materials basis as further defined herein.
Transition Services Fees. The fixed amount payable by Customer to Liberty for the Transition Services shall be $xxx, payable in installments on the completion of the milestones indicated below. This fixed amount for Transition Services is exclusive of Pass Through Costs, which are reimbursable by Customer to Liberty pursuant to Section 6.10 of the Agreement. Installment Estimated Date Milestone $xxx October 24, 2003 Execute LOI $xxx (due 30 days later) November 25, 2003 Identify Transition Milestones and Execute Addendum to LOI $xxx January 12, 2004 Approval of Business Requirements Document. $xxx March 29, 2004 Approval of High Level Business Design Document. $xxx July 2, 2004 Successful Completion of Systems Development. $xxx (due at end of Transition Services Period) September 7, 2004 Transition Completed. Liberty assumes operation of Destination Business (the Contracts) Additional $xxx September 7, 2004 Execution of this Agreement
Transition Services Fees. The fixed amount payable by Customer to Liberty for the Transition Services shall be One Million Five Hundred Thousand Dollars ($1,500,000), payable in installments on the completion of the milestones indicated below. This fixed amount for Transition Services is exclusive of Pass Through Costs, which are reimbursable by Customer to Liberty pursuant to Section 7.2 of the Agreement. Installment Estimated Date Milestone $500,000 June 15, 2004 Signing of Agreement $500,000 October 15, 2004 120 Days after Signing of Agreement $500,000 May 31, 2005 End of Transition Services period The Transition Services Fees listed above are inclusive of all work to be performed pursuant to the Business Area Requirements as of the Effective Date, with the following exceptions: Item Name Estimated Cost Calculate commissions $ 201,000 Extracts for NSCC reporting – Positions, FAR, and license & appointment $ 58,650 Process OFAC feed on all checks prior to releasing them from System $ 23,450 Provide information on Trades and Buy/Sell Activity – prior to 3:30 PM ET daily** (new money and new trade requests only) $ 23,450 Provide dual environment for policy wording terminology differences between variable life and whole life contracts $ 75,000 ** Mutual fund activity notification does not include trades for automatic asset rebalanced (AAR) accounts. If AAR’s need to be included in the notification, there would be an additional estimated cost of $93,800. If Customer chooses to have Liberty commence work on any of the exception items above, then the Transition Services Fees will be increased by the estimated costs listed. The increased Transition Services Fees will be payable in accordance with the Transition Services Fees Milestone payment schedule listed above. 81
Transition Services Fees
