Transition Services Period. During the Transition Services Period (as defined in the Transition Services Agreement), Connect LLC shall cause to be delivered to Licensee (and Licensee shall receive) the Source Data in accordance with the Transition Services Agreement. Within twelve (12) hours of the Licensee’s receipt of the applicable Source Data, Licensee will generate Licensed Data from such Source Data collected and maintained by Licensee under the Transition Services Agreement in accordance with (a) all applicable Laws (including, without limitation, HIPAA), (b) the Certification, (c) agreements between Connect LLC and the Data Sources and (d) the terms and conditions of this Agreement.
Transition Services Period. The Transition Services set forth on Annex A and Annex B shall commence on the date hereof and shall continue for the applicable period identified on Annex A and Annex B, (the “Transition Period”). The parties acknowledge the transitional nature of the Transition Services. Accordingly, each Recipient shall use its commercially reasonable efforts to replace, and cease the use of, the Transition Services to be provided hereunder as soon as reasonably practicable after the date hereof so that the Transition Services are terminated by the end of their designated Transition Period.
Transition Services Period. Within ten (10) Business Days following the termination of the Agreement pursuant to Section 4.2(a), Section 4.2(b) or Section 4.2(d), the Owner Group may request, and Service Provider agrees to provide, continued services from Service Provider in substantially the same manner as provided in this Agreement for a period of up to one (1) year (the “Transition Services Period”) following the termination of this Agreement. The Services Fee paid in connection with the Transition Services Period shall be determined in accordance with Section 3.1, subject to redetermination as provided in Section 3.2 and adjustment as provided in Section 3.3. Notwithstanding anything to the contrary in this Agreement, in addition to Service Provider’s obligations under Section 4.3, the Service Provider shall, during the Transition Services Period, continue to provide Services in accordance with this Agreement, and pursuant to the terms of this Agreement, and upon request from Owner will reasonably cooperate with Owner in the transition of such Services to the Owner Group or a new service provider specified by Owner.
Transition Services Period. During the Transition Services Period, certain servicing activities that the Servicer might otherwise be required to provide pursuant to this Servicing Agreement may be covered by the Transition Services Agreement. In such event, the applicable provisions of the Transition Services Agreement shall control, and the affected provisions of this Servicing Agreement shall be inoperative with respect to such servicing activities. Following the termination of the Transition Services Period, any provisions of this Servicing Agreement that may have been inoperative during such time, pursuant to the immediately preceding sentence, shall again become operative in accordance with their terms and conditions under this Servicing Agreement for the remainder of the Term.
Transition Services Period. From the Retirement Date through October 31, 2019 (the “Transition Services Period”), Retiree shall make himself reasonably available to the Company’s Chief Executive Officer and his designees to assist with any matters that may arise incident to the smooth and successful transition of his responsibilities to his successor (“Transition Services”). No regular compensation or consulting fees will be paid to Retiree during, or with respect to, this Transition Services Period.
Transition Services Period. For a period of beginning on your Retirement Date until February 13, 2023 (the “Transition Services Period”), you will serve as a consultant and independent contractor to the Company pursuant to which you will provide transition and consulting services to the Company as may be reasonably requested by it from time to time, including by: (i) assisting management with respect to transitioning your role and responsibilities, (ii) assisting with respect to any resolved, pending or future regulatory matters, and (iii) assisting with respect to stakeholder communications and its relationships with its partners. During the Transition Services Period, you will be providing any services as an independent contractor. You will not be treated as an employee for federal tax purposes with respect to any services performed for the Company under this Agreement; provided, however, that any compensation, including but not limited to any annual bonus and equity compensation, provided under Section 2 below that is considered a Form W-2 wage under applicable law will be treated as such and will be subject to all required reporting, withholdings and deductions.
Transition Services Period. Commencing on August 13, 2017 through and including December 31, 2017 (the “Transition Services Period”), Employee shall remain employed with the Company with the title of Vice President, Legal, of MII, but is relieved of all active duties; however, she shall remain available for reasonable consultation and services to the Company upon reasonable request. During the Transition Services Period, (a) Employee shall remain employed by the Company and shall continue to receive her current base salary during such period, but shall no longer constitute an officer of the Company and shall no longer hold the title General Counsel; and (b) the Company shall provide the Employee with reasonable IT and administrative support upon request. For the calendar year ending December 31, 2017, Employee shall (a) receive an annual bonus, which amount shall be the higher of Employee’s target bonus for such year or the actual amount paid under the Company’s annual bonus plan, which amount shall be paid in a single lump sum not later than March 15, 2018 and (b) accrue a contribution of $44,412 under the XxXxxxxxx International Inc. Director and Executive Deferred Compensation Plan in respect of calendar year 2017, which amount will be credited to Employee’s account under such plan no later than ten (10) days following the end of the Revocation Period (as defined below).
Transition Services Period. From the Retirement Date through December 31, 2018 (the “Transition Services Period”), Retiree shall make himself reasonably available to the Company’s Chief Executive Officer and Chief Financial Officer to assist with any matters that may arise incident to the smooth and successful transition of his responsibilities to his successor (“Transition Services”). No regular compensation or consulting fees will be paid to Retiree during, or with respect to, this Transition Services Period. During the Transition Services Period, Retiree shall not become employed by any other entity without the consent of the Company’s Chief Executive Officer; provided, however, Retiree may become employed by a non-publicly traded entity after November 30, 2018 without the consent of the Company’s Chief Executive Officer.
Transition Services Period. From the Retirement Date through January 31, 2022 (the “Transition Services Period”), Retiree shall provide the consulting services outlined in the Consulting Agreement attached hereto as Exhibit A. During the Transition Services Period, Retiree shall not become employed by any other entity without the consent of the Company’s Chief Executive Officer.
Transition Services Period. Subject to the earlier termination provisions of Section 9.1, the Executive shall be retained by the Company as a consultant for the period commencing on the Effective Date and expiring on September 26, 2021 (the “Transition Services Period”).
