Common use of General Effects Clause in Contracts

General Effects. (a) Notwithstanding the expiration or early termination of this Agreement, and except as otherwise expressly provided in this Agreement or as agreed upon by the Parties and subject to Bank’s rights under Section 16.1(b), the terms of this Agreement shall continue and shall be binding upon the Parties through the end of the Wind Down Period and the Parties shall continue to enjoy their rights and perform their respective obligations under this Agreement through the end of the Wind Down Period, including performance of their respective obligations with respect to: (i) operating the Program and servicing of the Accounts in good faith and in the ordinary course of their respective businesses, (ii) payment of Program economics as set forth in Article 9, (iii) issuing Sun Country Credit Cards, extending credit on Accounts, and funding Cardholder Indebtedness, (iv) subject to Bank’s limitations and obligations under Applicable Law, (1) soliciting Applications for and marketing and advertising of the Program in accordance with Article 5, and (2) accepting Applications through Sun Country’s Channels in the ordinary course of business consistent with past practice. The Parties will cooperate in good faith to ensure the orderly wind-down or transfer of the Program in a manner that minimizes any adverse effect on the Program and Cardholders, including with respect to Bank, providing transition support by making Bank personnel available to respond to inquiries from Sun Country, at Bank’s sole cost and expense, as reasonably requested by Sun Country. Each Party agrees that it will (x) be responsible for its own costs and expenses during the Wind Down Period, except as otherwise specifically set forth in this Agreement, and (y) not incur any costs or expenses that are reimbursable by the other Party in accordance with the terms hereof without the prior approval of such other Party. (b) [*] (c) To the extent not previously terminated or waived, all rights and obligations of the Parties under this Agreement shall cease upon the expiration of the Wind Down Period, except that the provisions specified in Section 18.23 shall survive. (d) If this Agreement is terminated by Bank prior to the scheduled expiration of the Initial Term as a result of Sun Country’s breach of its obligations pursuant to the Agreement that remain uncured or as a result of Sections 14.1, 14.3 or 15.3, then [*]. [*] Indicates portions omitted pursuant to a request for confidential treatment filed separately with the Commission.

General Effects. (a) Notwithstanding In the expiration or early event of termination prior to the Closing Date, all obligations of this Agreement, and except as otherwise expressly provided in this Agreement or as agreed upon by the Parties and subject to Bank’s rights parties under Section 16.1(b), the terms of this Agreement shall continue and cease, except that the provisions specified in Section 17.22 shall be binding upon survive. (b) In the Parties through event of termination following the end Closing Date, all obligations of the Wind Down Period and the Parties shall continue to enjoy their rights and perform their respective obligations under this Agreement through the end of the Wind Down Period, parties including performance of their respective obligations with respect to: (i) operating the Program and servicing of the Accounts in good faith and in the ordinary course of their respective businesses, (ii) payment of Program economics compensation as set forth in Article 9ARTICLE VIII, (iii) issuing Sun Country Credit Cards, originating and extending credit on Accounts, Accounts and funding Cardholder Indebtedness, (iv) subject to Bank’s limitations and obligations under Applicable Lawsolicitations, (1) soliciting Applications for and marketing and advertising of the Program in accordance with Article 5Program, and (2v) accepting acceptance of Credit Card Applications through Sun Country’s Company Channels in the ordinary course of business consistent with past practicepractice and (vi) acceptance of Credit Cards for payment by Company and its Affiliates in accordance with this Agreement, shall continue upon notice of termination or non-renewal of this Agreement by either party, except as the parties may mutually agree, subject to the terms of this Agreement, until the provisions of Section 15.2 and Section 15.3 are satisfied; provided, however, that Company may, at its option, upon notice to Bank, stop accepting Credit Card Applications, stop accepting Credit Cards as a form of payment in Company Channels, and/or stop marketing of the Program if Bank has breached its obligation to settle undisputed Company Transactions and has not cured such breach within two (2) Business Days of receipt of notice from Company of such breach; provided, further, that Company shall commence such acceptance once such breach has been cured. The Parties parties will cooperate in good faith to ensure the orderly wind-down or transfer of the Program Program, including the servicing thereof, in a manner that minimizes any adverse effect on the Program Program, Cardholders and Cardholders, including with respect to Bank, providing transition support by making Bank personnel available to respond to inquiries from Sun Country, at Bank’s sole cost and expense, as reasonably requested by Sun Country. Each Party agrees that it will (x) be responsible for party shall pay its own out-of-pocket costs and expenses during the Wind Down Period, except as otherwise specifically set forth in this Agreement, and (y) not incur any costs or expenses that are reimbursable by the other Party in accordance associated with the terms hereof without wind-down or transfer of the prior approval of such other PartyProgram. (b) [*] (c) To In the extent not previously terminated event that Bank performs any of the servicing functions for the Program as of a Program Purchase Date (as defined below), Bank shall, upon request of Company or waivedthe Nominated Purchaser, continue to provide interim servicing for a period of up to [***] (“Bank Interim Servicing Period”) from and after such date on the same terms and conditions as existed on the Program Purchase Date. (d) Upon the satisfaction of the provisions of Section 15.2 and Section 15.3, all rights and obligations of the Parties parties under this Agreement shall cease upon the expiration of the Wind Down Periodcease, except that the provisions specified in Section 18.23 17.22 shall survive. (d) If this Agreement is terminated by Bank prior to the scheduled expiration of the Initial Term as a result of Sun Country’s breach of its obligations pursuant to the Agreement that remain uncured or as a result of Sections 14.1, 14.3 or 15.3, then [*]. [*] Indicates portions omitted pursuant to a request for confidential treatment filed separately with the Commission.

General Effects. (a) Notwithstanding In the expiration or early event of termination prior to the Closing Date, all obligations of this Agreement, and except as otherwise expressly provided in this Agreement or as agreed upon by the Parties and subject to Bank’s rights parties under Section 16.1(b), the terms of this Agreement shall continue and cease, except that the provisions specified in Section 17.22 shall be binding upon survive. (b) In the Parties through event of termination following the end Closing Date, all obligations of the Wind Down Period and the Parties shall continue to enjoy their rights and perform their respective obligations under this Agreement through the end of the Wind Down Period, parties including performance of their respective obligations with respect to: (i) operating the Program and servicing of the Accounts in good faith and in the ordinary course of their respective businesses, (ii) payment of Program economics compensation as set forth in Article 9ARTICLE VIII, (iii) issuing Sun Country Credit Cards, originating and extending credit on Accounts, Accounts and funding Cardholder Indebtedness, (iv) subject to Bank’s limitations and obligations under Applicable Lawsolicitations, (1) soliciting Applications for and marketing and advertising of the Program in accordance with Article 5Program, and (2v) accepting acceptance of Credit Card Applications through Sun Country’s Company Channels in the ordinary course of business consistent with past practicepractice and (vi) acceptance of Credit Cards for payment by Company and its Affiliates in accordance with this Agreement, shall continue upon notice of termination or non-renewal of this Agreement by either party, except as the parties may mutually agree, subject to the terms of this Agreement, until the provisions of Section 15.2 and Section 15.3 are satisfied; provided, however, that Company may, at its option, upon notice to Bank, stop accepting Credit Card Applications, stop accepting Credit Cards as a form of payment in Company Channels, and/or stop marketing of the Program if Bank has breached its obligation to settle undisputed Company Transactions and has not cured such breach within two (2) Business Days of receipt of notice from Company of such breach; provided, further, that Company shall commence such acceptance once such breach has been cured. The Parties parties will cooperate in good faith to ensure the orderly wind-down or transfer of the Program Program, including the servicing thereof, in a manner that minimizes any adverse effect on the Program Program, Cardholders and Cardholders, including with respect to Bank, providing transition support by making Bank personnel available to respond to inquiries from Sun Country, at Bank’s sole cost and expense, as reasonably requested by Sun Country. Each Party agrees that it will (x) be responsible for party shall pay its own out-of-pocket costs and expenses during the Wind Down Period, except as otherwise specifically set forth in this Agreement, and (y) not incur any costs or expenses that are reimbursable by the other Party in accordance associated with the terms hereof without wind-down or transfer of the prior approval of such other PartyProgram. (b) [*] (c) To In the extent not previously terminated event that Bank performs any of the servicing functions for the Program as of a Program Purchase Date (as defined below), Bank shall, upon request of Company or waivedthe Nominated Purchaser, continue to provide interim servicing for a period of up to [*] (“Bank Interim Servicing Period”) from and after such date on the same terms and conditions as existed on the Program Purchase Date. (d) Upon the satisfaction of the provisions of Section 15.2 and Section 15.3, all rights and obligations of the Parties parties under this Agreement shall cease upon the expiration of the Wind Down Periodcease, except that the provisions specified in Section 18.23 17.22 shall survive. (d) If this Agreement is terminated by Bank prior to the scheduled expiration of the Initial Term as a result of Sun Country’s breach of its obligations pursuant to the Agreement that remain uncured or as a result of Sections 14.1, 14.3 or 15.3, then [*]. [*] Indicates portions omitted pursuant to a request for confidential treatment filed separately with the Commission.