Services Period. The provision of the Services shall commence on the date hereof and shall terminate at the applicable time and date set forth on Schedule A with respect to each applicable Service (the “Services Period”), and, upon such termination, the Company shall have no obligation to provide such Service. The Buyer, in its sole discretion, may terminate any Service or portion thereof, at any time upon such prior written notice to the Company as provided on Schedule A and, if no such notice period is provided on Schedule A, at any time upon at least thirty (30) days’ prior written notice to the Company, and, upon such termination, the Company shall have no obligation to provide such Service, and the Buyer’s obligation to pay or reimburse the Company for any future amounts for such terminated Service provided after such termination shall cease (provided, that the Buyer shall pay and reimburse the Company for all of such amounts due and payable as provided herein through the effective date of termination of such Service or as otherwise required by Schedule A, it being agreed that such payment and reimbursement obligations shall survive any such termination until satisfied in full; provided, further, that all obligations with respect to all other non-terminated Services shall not be effected thereby and shall continue). Notwithstanding anything in this Agreement to the contrary, if (a) ▇▇▇▇ ▇▇▇▇▇▇ is no longer employed by the Company, the Buyer may terminate the Finance Services described on Schedule A immediately and (b) ▇▇▇▇▇▇ ▇▇▇▇▇▇ is no longer employed by the Company, the Buyer may terminate the Manufacturing/QA/Regulatory Services described on Schedule A immediately, in each case without further obligation to the Buyer for such respective Services (provided, that the Buyer shall pay and reimburse the Company for all such amounts due and payable as provided herein for Services that are terminated as a result of either ▇▇▇▇ ▇▇▇▇▇▇ or ▇▇▇▇▇▇ ▇▇▇▇▇▇ no longer being employed by the Company through the effective date of the termination of such respective Service — it being understood that the Buyer shall only be required to pay the pro rata portion of any monthly fee in which such terminated Services were rendered if such termination occurs prior to the any month-end). The Company shall provide the Buyer with prompt written notice of any termination of employment with the Company of ▇▇▇▇ ▇▇▇▇▇▇ or ▇▇▇▇▇▇ ▇▇▇▇▇▇.
Appears in 2 contracts
Sources: Transition Services Agreement (Egalet Corp), Transition Services Agreement