Transitional Support. 21.4.1 In the event of the termination or expiration of this Agreement for any reason, each Party agrees to maintain the level and quality of services still being provided by it as of the date of termination or expiration of this Agreement (“Transition Date”), and to cooperate reasonably in an orderly and efficient transition to a successor provider.
21.4.2 Each Party agrees (i) to furnish services during a period for up to two hundred (200) days (or such longer period as may be agreed by the Parties) after the Transition Date (“Transition Period”) on terms and conditions and at charges that are the same as those in effect upon the Transition Date, and (ii) to enter into an agreement with the other Party for a transition plan that specifies the nature, extent, and schedule of the services to be provided during such Transition Period. During the Transition Period, CBT and CLEC will cooperate in good faith to effect an orderly transition of service under this Agreement. CBT and CLEC agree to exercise their respective reasonable efforts to avoid or minimize service disruptions or degradation in services during such transition.
Transitional Support. (a) On a Product-by-Product basis, Customer may elect, upon written notice to Manufacturer, for Manufacturer to provide Customer with reasonable technical support, as more fully set forth in this Section 2.10, to transfer production of a given Product or Products to a Customer facility or a facility of an alternative source of supply as designated by Customer (such support, “Technical Support” and such facility, the “Receiving Site”). Customer may make such election for Technical Support at any time during the Term (including in the event of a Triggering Event under Section 2.5(a) or in advance of any expiration of this Agreement) or promptly after the termination or expiration of this Agreement but in no event more than ninety (90) days following the effective date of such termination or expiration. Such reasonable Technical Support shall consist of:
(i) supply of a technical package to facilitate the transfer of all relevant manufacturing information for such Product(s) to the Receiving Site, including formulation descriptions, manufacturing instructions, Specifications, methods, data required for applicable regulatory submissions and facility qualification, and material supplier information, as applicable, except for any information that is subject to confidentiality obligations owing to a Third Party; provided that the technical package will not include any manufacturing information, including formulation descriptions, manufacturing instructions, Specifications, methods and material supplier information, that is generally available to or known by the public, can be obtained on reasonable terms from Third Parties or is already available or being utilized by Customer or its Affiliate at one of Customer’s or its Affiliate’s facilities;
(ii) host site visits to the Manufacturer’s Facility by Customer to observe production of the applicable Product or Products, in each case, at a mutually agreed date and subject to confidentiality procedures or requirements as may be requested or implemented by Manufacturer; provided that the request for each such visit shall be made so as to allow for sufficient advance preparation time and can be accommodated in the requested timeframe without interruption to Manufacturer’s routine production or operations;
(iii) performance of high-level consultation and answering reasonable queries for Customer through the transfer process; and
(iv) provision of reasonable Product samples required under applicable Law for transfer activ...
Transitional Support. 21.3.1 In the event of the expiration or termination of this Agreement pursuant to Section 21.1.7 each Party agrees to cooperate reasonably in an orderly and efficient transition to a successor provider. CLEC shall be solely responsible (from a financial, operational and administrative standpoint) to ensure that its End Users have been transitioned to a new LEC by the expiration date or termination date of this Agreement.
Transitional Support. 21.4.1 In the event of the termination or expiration of this Agreement for any reason, each Party agrees to maintain the level and quality of services still being provided by it as of the date of termination or expiration of this Agreement (“Transition Date”), and to cooperate reasonably in an orderly and efficient transition to a successor provider.
21.4.2 Each Party agrees (i) to furnish services during a period for up to one (1) year (or such longer period as may be agreed by the Parties) after the Transition Date (“Transition Period”) on terms and conditions and at charges that are the same as those in effect upon the Transition Date, and (ii) to enter into an agreement with the other Party for a transition plan that specifies the nature, extent, and schedule of the services to be provided during such Transition Period. During the Transition Period, Ameritech and Requesting Carrier will cooperate in good faith to effect an orderly transition of service under this Agreement. Ameritech and Requesting Carrier agree to exercise their respective reasonable efforts to avoid or minimize service disruptions or degradation in services during such transition.
Transitional Support. As soon as feasible after the date hereof, -------------------- SSI and Newco shall use good faith, commercially reasonable efforts to negotiate a Transition Services and Facilities Use Agreement the principal terms of which are as summarized on Exhibit 4.13 attached hereto (the "TRANSITION SERVICES AND ------------ FACILITIES USE AGREEMENT").
Transitional Support. As soon as feasible after the date hereof, VERITAS and Newco shall use good faith, commercially reasonable efforts to negotiate the Transition Services Agreement. 5.13
Transitional Support. If the provision of Maintenance Services to the Software covered by this Exhibit is terminated by Licensor as allowed in Article 2.3
Transitional Support. Contractor recognizes that the Products and Services are vital to Authority and shall be continued without interruption. Upon the termination or expiration of this Contract, a successor vendor may be retained to provide replacement products and/or services. At the time the Contract expires or is terminated, Contractor shall maintain the level and quality of Services still being provided by Contractor after termination or expiration of the Contract and cooperate fully in an orderly and efficient transition to a successor provider. At Authority’s sole election, Contractor agrees to furnish Services for an extension period of up to one (1) year after the expiration of the term of this Contract, or any earlier termination of this Contract (the “Transition Period”). During the Transition Period, Contractor shall provide Services on the terms and conditions of this Contract in effect on the date of termination or expiration. Upon termination or expiration of this Contract, Contractor shall, at Authority’s request, at its own expense, and within a reasonable time remove any property owned or leased by Contractor or Contract Personnel that Contractor or its Personnel has installed on Authority’s premises. Contractor shall use reasonable care in removing the property and shall repair any damage (normal wear and tear excepted) caused to Authority’s premises by the removal of equipment by Contractor.
Transitional Support. (a) Subject to the terms and conditions of this Agreement, FASL grants AMD the following rights during the Term with respect to AMD Transitional Support Customers:
(i) With respect to each AMD Short Term Support Customer, FASL grants AMD the right to market, sell and otherwise distribute Products in the Fujitsu Territory to such Customer; provided, however, that (A) AMD shall not engage in any new design activity in the Fujitsu Territory for any such Customer, and (B) AMD shall transition sales support for each such Customer in the Fujitsu Territory to Fujitsu as soon as reasonably practicable (as reasonably determined by FASL, taking into account various factors, including the preservation of Customer relationships and Customer demands and requirements). This right shall terminate as to each such Customer upon completion of the transition with respect to such Customer.
(ii) With respect to each AMD Short Term Support Customer that is also a Fujitsu Account, FASL grants AMD the right to market, sell and otherwise distribute Products throughout the world to such Customer; provided, however, that (A) AMD shall not engage in any new design activity anywhere in the world for such Customer, and (B) AMD shall transition sales support for each such Customer to Fujitsu as soon as reasonably practicable (as reasonably determined by FASL, taking into account various factors, including the preservation of Customer relationships and Customer demands and requirements). This right shall terminate as to each such Customer upon completion of the transition with respect to such Customer.
(iii) With respect to each AMD Extended Period Support Customer, FASL grants to AMD the right to market, sell and otherwise distribute Products in the Fujitsu Territory to such Customer. At such time that FASL reasonably determines that (A) Fujitsu has sufficient resources to provide such Customer with a sufficient level of support in the Fujitsu Territory as AMD (as measured by various factors, including the number of salespeople and the level of technical competence of Fujitsu’s sales force in light of such Customer’s Product needs), and (B) such Customer is open and willing to purchase Products from Fujitsu in the Fujitsu Territory, FASL shall issue a certification in writing to AMD (with a copy to Fujitsu) that FASL has made such determination. Upon receipt of such certification, this right shall terminate.
(b) Subject to the terms and conditions of this Agreement:
(i) With respect to ...
Transitional Support. E-House shall use commercially reasonable actions, as reasonably requested by the Purchaser, to cooperate with and assist the Purchaser, at the Purchaser’s expense for any third party costs or fees, to ensure that (a) the Group Companies’ financial and accounting systems is fully integrated with those of the Purchaser and (b) all financial data of the Group Companies are transferred to the Purchaser after the Closing.
