Common use of Additional Unspecified Services Clause in Contracts

Additional Unspecified Services. (a) If, after the date hereof, GE or ▇▇▇▇▇ ▇▇▇▇▇▇ identifies to the other in writing (a) a service, access to a general corporate system, use of facility or other assistance that (i) any of the GE Entities provided to the Business at any time during the six-month period immediately prior to the Effective Date that ▇▇▇▇▇ ▇▇▇▇▇▇ reasonably and in good faith believes that a ▇▇▇▇▇ ▇▇▇▇▇▇ Entity needs in order for the Business to continue to operate in substantially the same manner in which the Business operated during the six-month period immediately prior to the Effective Date (except in each case any Service, access to a general corporate system, use of facility or other assistance set forth on Schedule E), and such service, access to a general corporate system, use of facility or other assistance was not included in Schedule A or Schedule B (other than as a result of agreement by the Parties in writing prior to the date of the Agreement that such service, access to a general corporate system, use of facility or other assistance shall not be provided), or (ii) the Business provided to any of the GE Entities at any time during the six-month period immediately prior to the Effective Date that GE reasonably and in good faith believes it needs in order for such GE Entity to continue to operate in substantially the same manner in which such GE Entity operated during the six-month period immediately prior to the Effective Date (except in each case any Service, access to a general corporate system, use of facility or other assistance set forth on Schedule E), and such service, access to a general corporate system, use of facility or other assistance was not included in Schedule C or Schedule D (other than as a result of agreement by the Parties in writing prior to the date of the Agreement that such service, access to a general corporate system, use of facility or other assistance shall not be provided), or (b) an Affiliate following the Effective Date for which it requests Services pursuant to the terms of this Agreement, then, in each case, the Steering Committee shall discuss and negotiate in good faith for the Provider to provide (or cause to be provided) such requested service (each such additional service, access to a general corporate system, use of facility or other assistance, an “Additional Service”) consistent with the terms of this Agreement and at such cost and on such other terms as shall be mutually agreed by the Steering Committee utilizing similar cost methodology as used to determine the pricing and terms of the most similar Services provided hereunder. Upon the mutual written agreement of the Parties, the supplement to the applicable Schedule shall describe in reasonable detail the nature, scope, Service Period(s), Service Charges, termination provisions and other terms applicable to such Additional Service in a manner similar to that which the Services are described in the existing Schedules. Each supplement to the applicable Schedule, as agreed to in writing by the Parties, shall be deemed part of this Agreement as of the date of such agreement and the Additional Service set forth therein shall be deemed “Services” provided under this Agreement, in each case subject to the terms and conditions of this Agreement; provided, that in no event shall a Party’s good faith obligations under this ‎Section 2.04 require a Party to provide, or cause to be provided, any Additional Services for longer than the date that is the earlier of the latest date permitted under any applicable Law or third-party contract or agreement (subject, in any such case, to Provider’s good faith inquiry with a third party about the possibility of date extension); and provided, further, that a Provider shall not be required to provide any Additional Services if the Parties, despite using good faith efforts, are unable to reach agreement on the terms thereof (including with respect to Service Charges therefor). In the event that the Additional Service requested is for access to a system or other Service that is not general corporate in nature but to be provided by a business unit directly, the GE Services Manager or the ▇▇▇▇▇ ▇▇▇▇▇▇ Services Manager, as applicable, shall facilitate good faith communication with the business regarding extending such service as an Additional Service. Provider shall be required to only provide any Additional Services pursuant to this Section 2.04 to the extent consistent with Provider’s applicable operating conditions, permits, licenses and business practices. (b) Without limiting Section 2.04(a), from time to time during the term of this Agreement, Recipient may request Provider to perform one-time services that are incremental to any Service and have not been provided to the Business during the six-month period immediately prior to the Effective Date (each, an “Incremental Service”). If Provider is willing and able (including without limitation after accounting for any restrictions set forth in Provider’s cyber technology and risk policies and third party licensing requirements) to provide any Incremental Service, (i) Provider and Recipient shall mutually agree on the scope of work necessary for such Incremental Service and (ii) Provider shall deliver a price quote to Recipient for such Incremental Service. If Recipient desires to accept the quote provided by Provider, Recipient shall notify Provider of such acceptance within thirty (30) days of Provider’s delivery of such quote. The Incremental Service(s) set forth therein shall be deemed “Services” for purposes of this Agreement, in each case subject to the terms and conditions of this Agreement. (c) In the event that the Effective Date occurs prior to December 31, 2019, GE shall add a new Service to Schedule A, with the line item description “EOP Catch-up”, for which ▇▇▇▇▇ ▇▇▇▇▇▇ as Recipient shall be billed an aggregate Service Charge equal to $250,000, to be paid in equal monthly installments for the duration of the Service from April 30, 2020 until October 31, 2020 (such Service not to be extended and such Service Charge shall survive the termination of this Agreement).