Common use of Data Migration Clause in Contracts

Data Migration. 6.5.1 The parties shall each use their best endeavours to ensure that Data Migration is able to take place by *** in respect of the NatWest Businesses and by *** in respect of the RBS Businesses or such other dates as may be agreed by the parties acting reasonably. 6.5.2 The Business Sellers and the Purchaser shall take all such steps as may be necessary to ensure that Data Migration is able to take place by the Long Stop Date in respect of the NatWest Businesses and by the RBS Businesses. 6.5.3 The Business Sellers and Purchaser shall each use their best endeavours to ensure that the Mid-Corporate and Complex SME Data Migration is able to take place as soon as reasonably practicable following the NatWest Closing in respect of the NatWest Businesses and as soon as reasonably practicable following the RBS Closing in respect of the RBS Businesses. 6.5.4 Each of the Business Sellers and the Purchaser shall provide to each other such information as the other party may reasonably require to enable it to satisfy its obligations in Clause 6.5.1, 6.5.2 and 6.5.3, including the Business Sellers’ provision of: (i) in each case, all data definition files relating to the Business Data; (ii) in each case, all rules relating to the Business Data; (iii) in each case, a break down of the Business Data by Customer, Product and channel; and (iv) in the case of Clause 6.5.3, information relating to: (a) the retail internet channel XML shell; (b) the process by which Customers are identified, routed and granted access to their account details and services; (c) the Customer experience with respect to each channel relating to the SME Business and Mid-Corp Business; and *** Material has been omitted pursuant to a request for confidential treatment and has been filed separately. (d) which processes relating to the SME Business and Mid-Corp Business are automated and which are undertaken manually. 6.5.5 Without prejudice to the provisions of Clause 6.5.2 and 6.5.3, the Business Sellers shall provide the Business Data to the Purchaser: (i) in relation to the Retail Business and SME Business (other than in respect of Complex SME Customers) at the relevant Closing; and (ii) in relation to the SME Business (in respect of the Complex SME Customers) and Mid-Corporate Business at the Mid-Corporate and Complex SME Data Migration Date, in each case, in such format as the parties (acting reasonably) agree.

Data Migration. 6.5.1 The parties shall each use their best endeavours to ensure that Data Migration is able to take place by *** in respect of the NatWest Businesses and by *** in respect of the RBS Businesses or such other dates as may be agreed by the parties acting reasonably. 6.5.2 The Business Sellers and the Purchaser shall take all such steps as may be necessary to ensure that Data Migration is able to take place by the Long Stop Date in respect of the NatWest Businesses and by the RBS Businesses. 6.5.3 The Business Sellers and Purchaser shall each use their best endeavours to ensure that the Mid-Corporate and Complex SME Data Migration is able to take place as soon as reasonably practicable following the NatWest Closing in respect of the NatWest Businesses and as soon as reasonably practicable following the RBS Closing in respect of the RBS Businesses. ***Material has been omitted pursuant to a request for confidential treatment and has been filed separately. 6.5.4 Each of the Business Sellers and the Purchaser shall provide to each other such information as the other party may reasonably require to enable it to satisfy its obligations in Clause 6.5.1, 6.5.2 and 6.5.3, including the Business Sellers’ provision of: (i) in each case, all data definition files relating to the Business Data; (ii) in each case, all rules relating to the Business Data; (iii) in each case, a break down of the Business Data by Customer, Product and channel; and (iv) in the case of Clause 6.5.3, information relating to: (a) the retail internet channel XML shell; (b) the process by which Customers are identified, routed and granted access to their account details and services; (c) the Customer experience with respect to each channel relating to the SME Business and Mid-Corp Business; and *** Material has been omitted pursuant to a request for confidential treatment and has been filed separately.and (d) which processes relating to the SME Business and Mid-Corp Business are automated and which are undertaken manually. 6.5.5 Without prejudice to the provisions of Clause 6.5.2 and 6.5.3, the Business Sellers shall provide the Business Data to the Purchaser: (i) in relation to the Retail Business and SME Business (other than in respect of Complex SME Customers) at the relevant Closing; and (ii) in relation to the SME Business (in respect of the Complex SME Customers) and Mid-Corporate Business at the Mid-Corporate and Complex SME Data Migration Date, in each case, in such format as the parties (acting reasonably) agree.

Data Migration. 6.5.1 The parties shall each use their best endeavours to ensure that Data Migration is able to take place by *** in respect of the NatWest Businesses, by *** in respect of the RBS Wales Businesses and by *** in respect of the RBS England Businesses or such other dates as may be agreed by set out in the parties acting reasonablySeparation Plan from time to time. 6.5.2 The Business Sellers and the Purchaser shall take all such steps as may be necessary to ensure that Data Migration is able to take place by the Long Stop Date Dates in respect of the NatWest Businesses, the RBS Wales Businesses and by the RBS England Businesses. 6.5.3 The Business Sellers and Purchaser shall each use their best endeavours to ensure that the Mid-Corporate and Complex SME Data Migration is able to take place as soon as reasonably practicable following the NatWest Closing in respect of the NatWest Businesses, as soon as reasonably practicable following the RBS Wales Closing in respect of the RBS Wales Businesses and as soon as reasonably practicable following the RBS England Closing in respect of the RBS England Businesses. 6.5.4 Each of the Business Sellers and the Purchaser shall provide to each other such information as the other party may reasonably require to enable it to satisfy its obligations in Clause 6.5.1, 6.5.2 and 6.5.3, including the Business Sellers’ provision of: (i) in each case, all data definition files relating to the Business Data; (ii) in each case, all rules relating to the Business Data; (iii) in each case, a break down of the Business Data by Customer, Product and channel; and (iv) in the case of Clause 6.5.3, information relating to: (a) the retail internet channel XML shell; (b) the process by which Customers are identified, routed and granted access to their account details and services; (c) the Customer experience with respect to each channel relating to the SME Business and Mid-Corp Corporate Business; and *** Material has been omitted pursuant to a request for confidential treatment and has been filed separately.and (d) which processes relating to the SME Business and Mid-Corp Corporate Business are automated and which are undertaken manually. 6.5.5 Without prejudice to the provisions of Clause 6.5.2 and 6.5.3, the Business Sellers shall provide the Business Data to the Purchaser: (i) in relation to the Retail Business and SME Business (other than in respect of Complex SME Customers) at the relevant Relevant Closing; and (ii) in relation to the SME Business (in respect of the Complex SME Customers) and Mid-Corporate Business at the Mid-Corporate and Complex SME Data Migration DateDates, in each case, in such format as the parties (acting reasonably) agree. *** Material has been omitted pursuant to a request for confidential treatment and has been filed separately.