Transition at Expiration or Termination of This Agreement Sample Clauses

Transition at Expiration or Termination of This Agreement. 24.1 Contractor's Obligation to Assist with Transition Upon termination of this Agreement by Customer under either Article 12 or Article 23 hereof (hereafter "Termination Event") or upon expiration of this Agreement as the result of an election not to renew under Article 3 hereof ("Non-Renewal"), Contractor shall assist Customer in the orderly transition of the Services specified herein from Contractor to a successor contractor or administrator for the Canadian NPAC/SMS (in either case, the "Successor Contractor"), consistent with the requirements of this Article 24—Transition at Expiration or Termination of this Agreement. [Amended] 24.2 Optional Extension upon Termination or Non-Renewal without License Upon the occurrence of a Termination Event (other than a Termination Event under Section 23.1(c), (d) or (e), or Article 12) or Non-Renewal, and in each case, upon Customer's request in lieu of being granted a license under Article 9 hereof, Contractor shall agree to extend this Agreement with Customer for a period the last day of which shall not extend beyond the earlier of (i) the date that Customer completes its transition to a Successor Contractor for the provision of NPAC/SMS in the Canadian Region or (ii) the date that is 18 months after (a) in the case of a Termination Event, the date notice of termination is given by Customer or (b) in the case of Non-Renewal, the date the notice of Non-Renewal is given or received, as applicable, by Customer. Any such extension shall be at a price and Service Levels in effect on the date of termination or expiration of the Agreement, as applicable, as adjusted pursuant to Section 6.1 if such extension extends beyond the Initial Term. In addition, upon any such extension, Contractor shall provide any Transition Services (as defined below) requested by Customer; provided that (i) Contractor shall be paid for such services at reasonable rates, consistent with the charges underlying the Pricing Schedules set forth in Exhibit E and (ii) Contractor shall have no obligation to perform any such Transition Services under this Section 24.2 after the end of the extension period. Notwithstanding anything to the contrary above, Contractor's obligation to perform Services during any extension period is subject to Customer using diligent efforts to transition to a Successor Contractor beginning no later than (i) in the case of a Termination Event, the date it gives a notice of termination of this Agreement or (ii) in the case of...