Services Migration Sample Clauses

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Services Migration. (a) The Providers shall, and shall use commercially reasonable efforts to cause any applicable Third Party Contractors to, assist the Recipients in connection with the transition from the performance of Transition Services by the Providers to the performance of such services by the Recipients or other third parties engaged by the Recipients, which may include assistance with the transfer of records, segregation and migration of historical data, the transition to non-Provider systems and cooperation with and assistance to any third party consultants engaged by the Recipients in connection with such transition (“Migration Services”), taking into account (i) the need to minimize the cost of such transition and the disruption to the ongoing business activities of the Parties and their Affiliates and (ii) the rights and interests of protecting Confidential Information and privilege in accordance with Article VI of the Separation Agreement (the “Protected Interests”). (b) Without limiting the generality of the foregoing, as soon as practicable after the date hereof, each Party shall, at its sole expense, in compliance with applicable Laws, take such action with respect to the systems that are under its control to separate logically and physically the Information Technology used to conduct the Distributing Business from the Information Technology used to conduct the Publishing Business, in such a manner that the Information Technology used to conduct the Publishing Business is not accessible to the members of the Distributing Group and the Information Technology used to conduct the Distributing Business is not accessible to the members of the Publishing Group, except, subject to and in accordance with Section 6.02, as and to the extent such access is necessary for the provision or receipt of Transition Services pursuant to this Agreement or as otherwise set forth herein.
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Services Migration. SVM and its Affiliates shall, and shall use commercially reasonable efforts to cause the applicable Third Party Contractors to, assist the Recipients in connection with the transition from the performance of Transition Services by the Providers to the performance of such services by the Recipients or other Third Parties engaged by the Recipients, which may include assistance with the transfer of records, segregation and migration of historical data, the transition to non-Provider systems and cooperation with and assistance to any Third Party consultants engaged by the Recipients in connection with such transition (“Migration Services”), taking into account (i) the need to minimize the cost of such transition and the disruption to the ongoing business activities of the Parties and their Affiliates and (ii) the rights and interests of protecting Confidential Information and privilege in accordance with Article VI of the Separation Agreement (the “Protected Interests”). Promptly after the Distribution Date, and in any event within 60 days thereafter, SVM and TG shall each designate representatives to develop a mutually agreed upon plan that will describe the scope and other terms (including the service charges) of the Migration Services. Any agreed-upon Migration Services shall be documented by an amendment in writing to the applicable Transition Service Schedule, and such Migration Services shall be deemed to be part of this Agreement and the Transition Services from and after the date of such amendment. The Parties acknowledge and agree that (x) all Migration Services shall be at the sole expense of TG and (y) insofar as the provision of any Migration Services reduces the scope or duration or any Transition Services otherwise provided for in the Transition Service Schedules, SVM shall be entitled to recover all of its stranded costs (as reasonably determined by SVM) associated with the reduced scope or duration of Transition Services to be provided under the Transition Service Schedules as so amended (“Stranded Costs”).
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Services Migration. 6 SECTION 2.08. Limited Remedy and Limitation of Damages. 7 ARTICLE III SERVICE CHARGES SECTION 3.01. Service Charges. 8 SECTION 3.02. Invoices and Payment Terms. 8 SECTION 3.03. Documentation; Audit. 9 SECTION 3.04. Taxes. 9 ARTICLE IV
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Related to Services Migration

  • Transportation Services i) In the event that transportation services for a student served by CONTRACTOR pursuant to an Individual Services Agreement are to be provided by a party other than CONTRACTOR or the LEA or its transportation providers, such services shall be reflected in a separate agreement signed by the parties hereto, and provided to the LEA and SELPA Director by the CONTRACTOR. Except as provided below, CONTRACTOR shall compensate the transportation provider directly for such services, and shall charge the LEA for such services at the actual and reasonable rates billed by the transportation provider, plus a ten percent (.

  • Customer Cooperation 3.2.1. Customer shall provide and make available all Customer personnel as may be further addressed in an applicable Order Form or that SAP reasonably requires in connection with performance of the Services. 3.2.2. Customer shall appoint a contact person with the authority to make decisions and to supply SAP with any necessary or relevant information expeditiously.

  • Telemedicine Services This plan covers clinically appropriate telemedicine services when the service is provided via remote access through an on-line service or other interactive audio and video telecommunications system in accordance with R.I. General Law § 27-81-1. Clinically appropriate telemedicine services may be obtained from a network provider, and from our designated telemedicine service provider. When you seek telemedicine services from our designated telemedicine service provider, the amount you pay is listed in the Summary of Medical Benefits. When you receive a covered healthcare service from a network provider via remote access, the amount you pay depends on the covered healthcare service you receive, as indicated in the Summary of Medical Benefits. For information about telemedicine services, our designated telemedicine service provider, and how to access telemedicine services, please visit our website or contact our Customer Service Department.

  • Hosting Services NCR Voyix shall furnish facilities, equipment, computer programs and services, as specified from time to time by NCR Voyix, that NCR Voyix deems necessary for operation and maintenance of the System (collectively, the “Hosting Services”).

  • Cloud Services Unless otherwise stated in the Agreement or in the Order, Company grants Customer a limited, non-transferable, non-sublicenseable, non-exclusive, worldwide license to access and use the Number of Units of Cloud Services during the Term solely for internal business purposes in accordance with the applicable license restrictions stated in the Business Unit Terms, Order, and Documentation. Additional Cloud Service Terms are stated at ▇▇▇▇▇://▇▇▇▇▇.▇▇▇▇▇.▇▇▇/#cloud-services, which are incorporated by reference.