Common use of Additional Services; Initial Costs Clause in Contracts

Additional Services; Initial Costs. (a) In the event that the Company has determined that it requires an increase or enhancement in the manner, amount or quality of any Service as compared to the manner, amount or quality of such Service as was being provided by H▇▇▇▇▇ to the MCD Business during the six-month period prior to the Effective Date, the Company shall notify H▇▇▇▇▇ of such determination and request that H▇▇▇▇▇ so increase or enhance the manner, amount or quality, as the case may be, of such Service. Following the receipt of such notification and request, H▇▇▇▇▇ shall consider in good faith such request by the Company to provide such incremental services; provided, however, that this Section 1.04 shall in no way modify or increase H▇▇▇▇▇’ obligations under Section 1.03 and H▇▇▇▇▇ shall have the sole right to determine the scope, terms and fees of such incremental services to the extent that H▇▇▇▇▇ elects to increase or enhance the manner, amount or quality of any Service. If H▇▇▇▇▇ agrees to provide such incremental services, Schedule I to this Agreement shall be amended, without further action by any party hereto, to reflect such incremental services, the scope and terms thereof and the Service Fees therefor (such fees to be determined in accordance with Section 2.01 as if such incremental services had been included on Schedule I as of the date hereof). (b) If H▇▇▇▇▇ or any of its Affiliates are required to (i) modify, increase, alter, obtain or otherwise change any software, process, method, asset or system (for example, because previously shared hardware capacity must be duplicated) or staffing or (ii) enhance their facilities or training, in order to perform the Services pursuant to Section 1.02, then H▇▇▇▇▇ shall obtain the Company’s prior written approval of any additional cost or expense that H▇▇▇▇▇ or any of its Affiliates expects to incur in connection with such increase or enhancement, and the Company shall pay any such additional cost or expense incurred by H▇▇▇▇▇ or such Affiliate to provide such Services to the extent so approved by the Company, and if the Company does not approve such additional cost or expense, neither H▇▇▇▇▇ nor any of its Affiliates shall have any obligation to provide the Services that require such increases for their respective performances.