Common use of Total Term Clause in Contracts

Total Term. The total term of this Agreement (the “Total Term”) shall be determined as follows: (a) If the Initial Term is not extended by the board of directors pursuant to Section 10.1, then the total term of this Agreement shall be equal to the Initial Term plus a transition period of five (5) years after the expiration of the Initial Term, for a Total Term of ten (10) years. (b) If the Initial Term is extended by the board of directors pursuant to Section 10.1 but the Extension Period is less than five (5) years, then the total term of this Agreement shall be equal to the Extended Initial Term plus a transition period equal to the difference between five (5) years and the Extension Period, for a Total Term of ten (10) years. (c) If the Initial Term is extended by the board of directors pursuant to Section 10.1 and the Extension Period is greater than five (5) years, then the Total Term of this Agreement shall be equal to the lesser of (i) the Extended Initial Term and (ii) five (5) years after the end of the period ending on the date referred to in clause (i) of the definition of Business Scope Period (as defined in the Transaction Agreement).