Common use of Transition Services Managers Clause in Contracts

Transition Services Managers. (a) RemainCo hereby appoints and designates [●] to act as its initial services manager (the “RemainCo Services Manager”), who shall have authority to act on a Recipient’s behalf with respect to all matters relating to this Agreement. The RemainCo Services Manager shall work with the personnel of the RemainCo Entities to periodically address issues and matters raised by SpinCo relating to this Agreement. Notwithstanding the requirements of Section 10.06, all communications from SpinCo to any Recipient pursuant to this Agreement regarding routine matters involving the Services set forth in the Schedules shall be made through the RemainCo Services Manager, or such other individual as specified by the RemainCo Services Manager in writing and delivered to SpinCo by e-mail. RemainCo shall notify SpinCo in writing (email being sufficient) of the appointment of a different RemainCo Services Manager. (b) SpinCo hereby appoints and designates [●] to act as its initial services manager (the “SpinCo Services Manager”), who shall be directly responsible for coordinating and managing the delivery of the Services provided by SpinCo and have authority to act on SpinCo’s behalf with respect to all matters relating to this Agreement. The SpinCo Services Manager shall work with the personnel of the SpinCo Entities to periodically address issues and matters raised by RemainCo relating to this Agreement. Notwithstanding the requirements of Section 10.06, all communications from any Recipient to SpinCo pursuant to this Agreement regarding routine matters involving the Services set forth in the Schedules shall be made through the SpinCo Services Manager, or such other individual as specified by the SpinCo Services Manager in writing and delivered to RemainCo by e-mail. SpinCo shall notify RemainCo in writing (email being sufficient) of the appointment of a different SpinCo Services Manager.

Transition Services Managers. (a) RemainCo hereby appoints Parent shall appoint and designates [●] designate a sufficiently senior individual who is employed, as of the date of such appointment and designation, by Parent to act as its initial services manager (the “RemainCo Parent Services Manager”), who shall will be directly responsible for coordinating and managing the delivery of the Parent Services and have authority to act on a RecipientParent’s behalf with respect to all matters relating to the provision of Services under this Agreement. The RemainCo Parent Services Manager shall will work with the personnel of the RemainCo Entities Parent Group to periodically address issues and matters raised by SpinCo relating to the provision of Services under this Agreement. Notwithstanding the requirements of Section 10.069.4, all communications from SpinCo to any Recipient Parent pursuant to this Agreement regarding routine matters involving the Services set forth in the Schedules a Service shall be made first through the RemainCo individual specified as the local services manager (the “Parent Local Services Manager, ”) with respect to such Service on Schedule A or such other individual as may be specified by the RemainCo Parent Services Manager in writing and delivered to SpinCo by e-mailemail or facsimile transmission with receipt confirmed; provided that, if the Parent Local Services Manager is not available, communication shall thereafter be made through the Parent Services Manager. RemainCo Parent shall notify SpinCo in writing (email being sufficient) of the appointment of a different RemainCo Parent Services ManagerManager or Parent Local Services Manager(s), if necessary, in accordance with Section 9.4. (b) SpinCo hereby appoints shall appoint and designates [●] designate a sufficiently senior individual who is employed, as of the date of such appointment and designation, by SpinCo to act as its initial services manager (the “SpinCo Services Manager”), who shall will be directly responsible for coordinating and managing the delivery of the SpinCo Services provided by SpinCo and have authority to act on SpinCo’s behalf with respect to all matters relating to this Agreement. The SpinCo Services Manager shall will work with the personnel of the SpinCo Entities Group to periodically address issues and matters raised by RemainCo Parent relating to this Agreement. Notwithstanding the requirements of Section 10.069.4, all communications from any Recipient Parent to SpinCo pursuant to this Agreement regarding routine matters involving the Services set forth in the Schedules a Service shall be made through the individual specified as the local services manager (the “SpinCo Local Services Manager, ”) with respect to such Service on Schedule B or such other individual as specified by the SpinCo Services Manager in writing and delivered to RemainCo Parent by e-mailemail or facsimile transmission with receipt confirmed; provided that if the SpinCo Local Services Manager is not available, communication shall thereafter be made through the SpinCo Services Manager. SpinCo shall notify RemainCo in writing (email being sufficient) Parent of the appointment of a different SpinCo Services ManagerManager or SpinCo Local Services Manager(s), if necessary, in accordance with Section 9.4.

Transition Services Managers. (a) RemainCo Parent hereby appoints and designates [●•] to act as its initial services manager (the “RemainCo Parent Services Manager”), who shall be directly responsible for coordinating and managing the delivery of the Parent Services and have authority to act on a RecipientParent’s behalf with respect to all matters relating to this Agreement. The RemainCo Parent Services Manager shall work with the personnel of the RemainCo Parent Entities to periodically address issues and matters raised by SpinCo relating to this Agreement. Notwithstanding the requirements of Section 10.06, all communications from SpinCo to any Recipient Parent pursuant to this Agreement regarding routine matters involving the Services set forth in the Schedules shall be made through the RemainCo Parent Services Manager, or such other individual as specified by the RemainCo Parent Services Manager in writing and delivered to SpinCo by e-mail. RemainCo Parent shall notify SpinCo in writing (email being sufficient) of the appointment of a different RemainCo Parent Services Manager. (b) SpinCo hereby appoints and designates [●•] to act as its initial services manager (the “SpinCo Services Manager”), who shall be directly responsible for coordinating and managing the delivery of the SpinCo Services provided by SpinCo and have authority to act on SpinCo’s behalf with respect to all matters relating to this Agreement. The SpinCo Services Manager shall work with the personnel of the SpinCo Entities to periodically address issues and matters raised by RemainCo Parent relating to this Agreement. Notwithstanding the requirements of Section 10.06, all communications from any Recipient Parent to SpinCo pursuant to this Agreement regarding routine matters involving the Services set forth in the Schedules shall be made through the SpinCo Services Manager, or such other individual as specified by the SpinCo Services Manager in writing and delivered to RemainCo Parent by e-mail. SpinCo shall notify RemainCo Parent in writing (email being sufficient) of the appointment of a different SpinCo Services Manager.

Transition Services Managers. (a) RemainCo Parent hereby appoints and designates [●***] to act as its initial services manager (the “RemainCo Parent Services Manager”), who shall be directly responsible for coordinating and managing the delivery of the Parent Services and have authority to act on a RecipientParent’s behalf with respect to all matters relating to this Agreement. The RemainCo Parent Services Manager shall work with the personnel of the RemainCo Parent Entities to periodically address issues and matters raised by SpinCo relating to this Agreement. Notwithstanding the requirements of Section 10.06, all communications from SpinCo to any Recipient Parent pursuant to this Agreement regarding routine matters involving the Services set forth in the Schedules shall be made through the RemainCo Parent Services Manager, or such other individual as specified by the RemainCo Parent Services Manager in writing and delivered to SpinCo by e-mail. RemainCo Parent shall notify SpinCo in writing (email being sufficient) of the appointment of a different RemainCo Parent Services Manager. (b) SpinCo hereby appoints and designates [●***] to act as its initial services manager (the “SpinCo Services Manager”), who shall be directly responsible for coordinating and managing the delivery of the SpinCo Services provided by SpinCo and have authority to act on SpinCo’s behalf with respect to all matters relating to this Agreement. The SpinCo Services Manager shall work with the personnel of the SpinCo Entities to periodically address issues and matters raised by RemainCo Parent relating to this Agreement. Notwithstanding the requirements of Section 10.06, all communications from any Recipient Parent to SpinCo pursuant to this Agreement regarding routine matters involving the Services set forth in the Schedules shall be made through the SpinCo Services Manager, or such other individual as specified by the SpinCo Services Manager in writing and delivered to RemainCo Parent by e-mail. SpinCo shall notify RemainCo Parent in writing (email being sufficient) of the appointment of a different SpinCo Services Manager.

Transition Services Managers. (a) RemainCo hereby appoints and designates [●***] to act as its initial services manager (the “RemainCo Services Manager”), who shall have authority to act on a Recipient’s behalf with respect to all matters relating to this Agreement. The RemainCo Services Manager shall work with the personnel of the RemainCo Entities to periodically address issues and matters raised by SpinCo relating to this Agreement. Notwithstanding the requirements of Section 10.06, all communications from SpinCo to any Recipient pursuant to this Agreement regarding routine matters involving the Services set forth in the Schedules shall be made through the RemainCo Services Manager, or such other individual as specified by the RemainCo Services Manager in writing and delivered to SpinCo by e-mail. RemainCo shall notify SpinCo in writing (email being sufficient) of the appointment of a different RemainCo Services Manager. (b) SpinCo hereby appoints and designates [●***] and [***] to jointly act as its initial services manager managers (the “SpinCo Services Manager”), who shall be directly responsible for coordinating and managing the delivery of the Services provided by SpinCo and have authority to act on SpinCo’s behalf with respect to all matters relating to this Agreement. The SpinCo Services Manager shall work with the personnel of the SpinCo Entities to periodically address issues and matters raised by RemainCo relating to this Agreement. Notwithstanding the requirements of Section 10.06, all communications from any Recipient to SpinCo pursuant to this Agreement regarding routine matters involving the Services set forth in the Schedules shall be made through the SpinCo Services Manager, or such other individual as specified by the SpinCo Services Manager in writing and delivered to RemainCo by e-mail. SpinCo shall notify RemainCo in writing (email being sufficient) of the appointment of a different SpinCo Services Manager.