Transition Upon Termination. Upon any termination of this Agreement, all fees and payments due to Manager as of the effective date of termination, including all accrued and unpaid fees and reimbursable charges and expenses, shall be paid to Manager within ten (10) days after delivery to Owner of an itemized statement of such fees and payments. Manager shall be entitled to exercise the right of setoff provided in Section 11.16 hereof with respect to such fees, charges and expenses. Manager shall deliver to Owner, or such other person or persons as Owner may designate, copies of all books and records of the Hotel and all funds in the possession of Manager belonging to Owner or received by Manager pursuant to the terms of this Agreement, and shall assign, transfer or convey to such person or persons all service contracts and personal property relating to or used in the operation and maintenance of the Hotel, except any personal property which is owned by Manager. Manager also shall, for a period of thirty (30) days after such expiration or termination, make itself available to consult with and advise Owner or such other person or persons regarding the operation and maintenance of the Hotel at a consultation fee to be agreed upon between Manager and Owner.
Transition Upon Termination. (a) If this Agreement terminates pursuant to Section 6.1(a), the Parties will cooperate in good faith to transition the Publishing Obligation to such Person or Persons that QC desires as soon as reasonably practicable and to ensure that the Publishing Obligation is discharged until such transition is complete, with QC bearing all direct costs and expenses related to such transitioning of the Publishing Obligation (e.g., data migration and third party consents) ("Transition Costs"); provided that in no event will such transition last more than fifteen (15) months from the date of termination.
Transition Upon Termination. Upon notice of termination of a Study or this Agreement, the Institution shall immediately cease enrollment of Subjects into such Study and shall terminate such Study with respect to the enrolled Subjects in an orderly and prompt manner, to the extent medically permissible, and pursuant to consultation with SPONSOR or SPONSOR’s clinical monitor, including, without limitation, any required follow-up treatment with previously enrolled Subjects. The Institution shall turn over all Study Documentation and materials in its possession associated with the Study, including all Work Product, Inventions and Materials, as expeditiously as possible, shall handle the Study Device in accordance with Section 9 and the instructions of SPONSOR and shall provide such other assistance as is necessary to ensure a smooth and orderly transition of the Study that will not involve any disruption of the Protocol. Upon notice of suspension of a Study, the Institution shall immediately cease enrollment of Subjects into such Study. SPONSOR shall reimburse Institution for all reasonable additional and non-cancelable expenses not contemplated by the SOW budget that incurred from such transition, including due to early termination.
Transition Upon Termination. Upon any termination or expiration of any licenses or sublicenses for the FIS Marks granted under this Article VI, LPS shall, and shall cause its applicable sublicensees to, promptly cease all use of the applicable FIS Marks; provided that in the event of a Change of Control of LPS, then (i) LPS shall promptly provide to FIS written notice of the Change of Control, and (ii) whether or not such notice is so provided by LPS, FIS may, by written notice to LPS, terminate all licenses and sublicenses of FIS Marks hereunder, with such termination to be effective at the end of a transition period of three (3) months from the date of such notice (but not later than the Transition License Expiration Date), and upon such termination, LPS shall have ceased and shall have caused its sublicensees to cease, all use of the applicable FIS Marks.
Transition Upon Termination. 1. If this Agreement terminates as a result of a notice of non-renewal given by ActaMed pursuant to Section XII.A, ActaMed will provide [*] or, at SBCL's option,
Transition Upon Termination. (a) If this Agreement is terminated pursuant to Section 6.1(a), the Parties shall cooperate in good faith to transition the Publishing Obligation to such Person or Persons that Verizon desires as soon as reasonably practicable and to ensure that the Publishing Obligation is discharged until such transition is complete, with Verizon bearing all direct costs and expenses related to such transitioning of the Publishing Obligation (e.g., data migration and third party consents) (“Transition Costs”).
Transition Upon Termination. ActaMed's [*] shall mean (i) if the date of termination occurs [*] the transfer to SBCL of [*] requested by SBCL to [*] SBCL at such time [*] and (ii) providing SBCL, as promptly as practicable, with [*] used for [*] whether or not [*] to which ActaMed is in a position to [*] the effective date of the termination and to [*] to the transition. In furtherance of and in addition to the foregoing, upon termination or expiration of this Agreement, the parties shall effect, and shall cooperate with each other in effecting, [*] CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. the orderly and reasonable removal of ActaMed as a provider of Lab EDI Services to Automated Providers in the manner that is least disruptive to Automated Providers and which allows connectivity between SBCL Labs and Automated Providers to continue uninterrupted with SBCL or a separate vendor. The parties shall jointly develop a removal plan which will provide a reasonable level of support consistent with Section III hereof to transition SBCL off the Network. Each party shall bear its own expenses in developing and implementing the removal plan.
Transition Upon Termination. Upon notice of termination of a Trial or this Agreement, the Institution shall require Principal Investigator and any Sub-investigators to immediately cease enrollment of Subjects into such Trial and shall terminate such Trial with respect to the enrolled Subjects in an orderly and prompt manner, to the extent medically permissible, and pursuant to consultation with SPONSOR or SPONSOR’s clinical monitor, including, without limitation, any required follow-up treatment with previously enrolled Subjects. The Institution shall turn over all Trial Documentation and materials in its possession associated with the Trial, including all Work Product, Inventions and Materials, as expeditiously as possible, shall handle the Trial Device in accordance with Section 9 and the instructions of SPONSOR and shall provide such other reasonable assistance as is necessary to ensure a smooth and orderly transition of the Trial that will not involve any disruption of the Protocol provided, Institution may retain one (1) copy of all Trial Documentation and materials in its possession associated with the Trial, including all Work Product, Inventions and Materials as necessary to comply with applicable laws . Upon notice of suspension of a Trial, the Institution shall require the Principal Investigator and Sub- Investigators to immediately cease enrollment of Subjects into such Trial. SPONSOR shall reimburse Institution for all reasonable additional and non-cancelable expenses not contemplated by the SOW budget that incurred and/or committed to from such transition, including due to early termination.
Transition Upon Termination. If this Agreement is terminated by NeoPharm pursuant to Section 15.2 or by PNU pursuant to Section 15.3(ii), PNU shall upon termination cooperate with NeoPharm and/or its Affiliates to transfer back to NeoPharm all title and interest in and to the NeoPharm Patents and NeoPharm Know-How and any Improvements developed by PNU or its Affiliates to use solely with the Products.
Transition Upon Termination. (a) If this Agreement is terminated by NeoPharm due to reasons attributable to NK as provided herein, NK shall upon termination cooperate with NeoPharm and/or its Affiliates to transfer back to NeoPharm all title and interest in and to the Licensed Technology to use solely with the Products. With respect to any Confidential Information of NeoPharm, NK shall, upon NeoPharm’s request, return to NeoPharm or destroy all such Confidential Information after the expiration of the Term and the Additional Term and certify its destruction. (b) If this Agreement is terminated by NK due to reasons attributable to NeoPharm as provided herein, NeoPharm shall, upon NK’s request, return to NK or destroy all Confidential Information of NK after the expiration of the Term and the Additional Term and certify its destruction.
