Common use of Governance Escalation Event Clause in Contracts

Governance Escalation Event. ‌ A Governance Escalation Event occurs, if (a) the Service Provider asserts that it has been unable to perform all or a portion of the Services solely as a result of the failure by another DCS Service Provider to perform certain obligations reasonably specified in the Service Management Manual or in the applicable OLA , (b) the Service Provider has performed its own obligations as set forth in the Agreement, including the SOWs, Service Management Manual and the applicable OLA, and (c) the Service Provider, upon becoming aware of such an occurrence or failure, (i) immediately notifies such other DCS Service Provider of such failure and that such failure will result in a failure by the Service Provider to perform its obligations to DIR under such circumstances, (ii) provides such other DCS Service Provider with reasonable opportunity to correct such failure to perform and thereby avoid the Service Provider's non-performance, (iii) uses commercially reasonable efforts to perform its obligations under the Agreement notwithstanding such failure to perform,

Appears in 1 contract

Samples: Master Services Agreement

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Governance Escalation Event. ‌ A Governance Escalation Event occurs, if (a) the Service Provider asserts that it has been unable to perform all or a portion of the Services solely as a result of the failure by another DCS a Service Component Provider to perform certain obligations reasonably specified in the Service Management Manual or in the applicable OLA OLA, (b) the Service Provider has performed its own obligations as set forth in the Agreement, including the SOWs, Service Management Manual and the applicable OLA, and (c) the Service Provider, upon becoming aware of such an occurrence or failure, (i) immediately notifies such other DCS the Service Component Provider of such failure and that such failure will result in a failure by the Service Provider to perform its obligations to DIR under such circumstances, (ii) provides such other DCS the Service Component Provider with reasonable opportunity to correct such failure to perform and thereby avoid the Service Provider's non-performance, (iii) uses commercially reasonable efforts to perform its obligations under the Agreement notwithstanding such failure to perform,

Appears in 1 contract

Samples: Master Services Agreement

Governance Escalation Event. A Governance Escalation Event occurs, if (a) the Service Provider asserts that it has been unable to perform all or a portion of the Services solely as a result of the failure by another DCS Service Provider to perform certain obligations reasonably specified in the Service Management Manual or in the applicable OLA , (b) the Service Provider has performed its own obligations as set forth in the Agreement, including the SOWs, Service Management Manual and the applicable OLA, and (c) the Service Provider, upon becoming aware of such an occurrence or failure, (i) immediately notifies such other DCS Service Provider of such failure and that such failure will result in a failure by the Service Provider to perform its obligations to DIR under such circumstances, (ii) provides such other DCS Service Provider with reasonable opportunity to correct such failure to perform and thereby avoid the Service Provider's non-performance, (iii) uses commercially reasonable efforts to perform its obligations under the Agreement notwithstanding such failure to perform,

Appears in 1 contract

Samples: Master Services Agreement

Governance Escalation Event. A Governance Escalation Event occurs, if (a) the Service Provider asserts that it has been unable to perform all or a portion of the Services solely as a result of the failure by another DCS STC Service Provider to perform certain obligations reasonably specified in the Service Management Manual or in the applicable OLA , OLA; (b) the Service Provider has performed its own obligations as set forth in the Agreement, including the SOWs, Service Management Manual Manual, and the applicable OLA, ; and (c) the Service Provider, upon becoming aware of such an occurrence or failure, (i) immediately notifies such other DCS STC Service Provider of such failure and that such failure will result in a failure by the Service Provider to perform its obligations to DIR under such circumstances, (ii) provides such other DCS STC Service Provider with reasonable opportunity to correct such failure to perform and thereby avoid the Service Provider's non-performance, (iii) uses commercially reasonable efforts to perform its obligations under the Agreement notwithstanding such failure to perform,

Appears in 1 contract

Samples: Master Services Agreement

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Governance Escalation Event. ‌ A Governance Escalation Event occurs, if (a) the Service Provider asserts that it has been unable to perform all or a portion of the Services solely as a result of the failure by another DCS STC Service Provider to perform certain obligations reasonably specified in the Service Management Manual or in the applicable OLA , OLA; (b) the Service Provider has performed its own obligations as set forth in the Agreement, including the SOWs, Service Management Manual Manual, and the applicable OLA, ; and (c) the Service Provider, upon becoming aware of such an occurrence or failure, (i) immediately notifies such other DCS STC Service Provider of such failure and that such failure will result in a failure by the Service Provider to perform its obligations to DIR under such circumstances, (ii) provides such other DCS STC Service Provider with reasonable opportunity to correct such failure to perform and thereby avoid the Service Provider's non-performance, (iii) uses commercially reasonable efforts to perform its obligations under the Agreement notwithstanding such failure to perform,

Appears in 1 contract

Samples: Master Services Agreement

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