Transition Managers Sample Clauses
The 'Transition Managers' clause designates individuals or entities responsible for overseeing and facilitating the smooth transfer of responsibilities, assets, or operations during a change in service providers or organizational restructuring. Typically, this clause outlines the scope of authority, duties, and expectations for transition managers, such as coordinating timelines, managing communications, and ensuring continuity of service. Its core practical function is to minimize disruption and ensure accountability during transitional periods, thereby reducing operational risks and maintaining business continuity.
Transition Managers. In order to facilitate the general intent and the terms of this TSA, each of the Parties has designated the individual(s) below as transition manager (each, a “Transition Manager”) to coordinate and manage the Services under this TSA and to serve as the principal contact in connection with the Services: For Vivint Solar: ▇▇▇▇ ▇▇▇▇▇▇▇ (Operations) ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ (IT) For Vivint: ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ The Transition Managers must meet at least on a monthly basis or as otherwise determined by the Transition Managers.
Transition Managers. In order to facilitate the general intent and the terms of this Agreement, Transferor and SpinCo have designated the individual opposite such Party below as transition manager (each, a “Transition Manager”) to coordinate and manage the Services hereunder and to serve as the principal contact in connection with the Services: For Transferor: M▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ For SpinCo: F▇▇▇ ▇▇▇▇ The Transition Managers will meet as they determine to be necessary and desirable. The responsibilities of such Transition Managers include coordination of the Services, ensuring the execution of the tasks set forth in the Transition Service Schedules and resolving any conflicts to the best of their abilities prior to escalation of any conflicts within their respective organizations.
Transition Managers. The ▇▇▇▇▇▇ team has appointed an individual Transition manager who will be responsible for overseeing the Transition Plan responsibilities, activities, and tasks.
2.1.1 Transition Managers a) [*]
Transition Managers. Throughout the Term, each Party shall maintain a designated point person responsible for overseeing, and communicating with the other Party with respect to, the performance of the Transition Services (each a “Transition Manager”). The Transition Managers shall have knowledge of their respective Party’s operations and shall be charged with, among other tasks, helping to resolve disputes and other issues raised by either Party with respect to the Transition Services. As of the Termination Effective Date, the Transition Manager for Immunomedics is , and the Transition Manager for Everest is .
Transition Managers. Each party hereto will appoint and identify to the other one or more of its key management personnel who shall be available to convey any and all decisions and, with respect to Seller, to establish any and all policies and practices relating to the provision of the Services by Seller hereunder. Such persons shall work and cooperate with each other and assume overall responsibility for managing the transition of the Cellular Business. The initial appointments of Seller and Purchaser of such key management personnel are set forth on Exhibit "4.1" attached hereto. All notices required under Section 2.5 shall be delivered to such named transition manager.
Transition Managers. 5.1.1 Each party shall nominate a transition manager (each a “Transition Manager”, and together the “Transition Managers”).
5.1.2 The Transition Managers shall be the point of contact for all questions and issues relating to the Services.
5.1.3 Each party shall be entitled to change its Transition Manager at any time on giving at least two Business Days’ prior written notice to the other party.
Transition Managers. Schedule A sets forth the primary point person for each of the Transition Services (each, a “Transition Manager”). Each Transition Manager shall have overall responsibility for (a) coordinating, on behalf of Seller or Buyer, as applicable, the activities undertaken by Seller or Buyer, hereunder, with respect to such Transition Manager’s applicable Transition Service, (b) coordinating the provision of the applicable Transition Service, and (c) acting as the contact with the other Party’s applicable Transition Manager. Either Party may change any of its Transition Managers by providing written notice to the other Party.
Transition Managers. 5.4.1. The Transition Managers will oversee the Parties’ interactions in between meetings of the Country Teams. The responsibilities of the Transition Managers shall consist of the following: (i) overseeing the Transition; (ii) directing and monitoring the implementation of the Transition Plan in accordance with their terms and this Agreement; (iii) encouraging and facilitating the co- operation and communication between the Parties on a day-to-day basis as it relates to this Agreement; (iv) resolving any issues that cannot be solved by the Country Teams; and (v) any other matters set forth to be within their remit under this Agreement. The Transition Managers will be the primary contact point between the Parties with respect to all matters arising during the Transition activities, and shall coordinate the Transition activities undertaken by the Parties, unless otherwise agreed herein. Each Party may replace its Transition Manager at any time upon giving no less ten (10) calendar days prior written notice to the other Party.
5.4.2. The Transition Managers shall initially be: Beppe ▇▇▇▇▇▇▇▇▇ (appointed by Amgen) and ▇▇▇▇▇ ▇▇▇▇▇ (appointed by GSK).
5.4.3. The Transition Managers shall meet (by teleconference or video conference or otherwise) on a weekly or other reasonable regular basis as agreed upon by Amgen and GSK. Subject to the last sentence of Section 5.4.1, the Transition Managers shall remain in place until completion of the Transition activities or earlier, if agreed by Amgen and GSK. The first meeting will be held no later than fifteen (15) days after the Effective Date.
5.4.4. The Transition Manager appointed by Amgen shall chair all meetings and shall be responsible for designating a secretary to record in reasonable detail and to circulate draft minutes of meetings to the Transition Managers for comment and review within five (5) calendar days after the relevant meeting. The Transition Managers jointly shall approve the final version of the minutes.
Transition Managers. Each Party shall appoint an individual to act as the primary point of managerial contact for the administration and operation of this Agreement, as follows:
(i) ADI SpinCo shall appoint an individual as the primary point of managerial contact pursuant to this Section 7.03(b) (the “ADI Transition Manager”), who shall initially be [●], and who shall have overall responsibility for managing, on behalf of ADI SpinCo, all activities undertaken by ADI SpinCo and its Providers, Affiliates and Representatives hereunder, including the performance of ADI SpinCo’s obligations hereunder, receiving and approving requests from the ADI Service Coordinator (including additional services, terminations and reductions in scope), attending to escalated disputes from the Service Coordinators with the Resideo Transition Manager and liaising with the Separation Management Committee. ▇▇▇ ▇▇▇▇▇▇ may change ADI Transition Manager from time to time upon written notice to Resideo. ADI SpinCo shall use commercially reasonable efforts to provide at least thirty (30) days’ prior written notice of any such change.
(ii) Resideo shall appoint an individual as the primary point of managerial contact pursuant to this Section 7.03(b) (the “Resideo Transition Manager” and each of the ADI Transition Manager and the Resideo Transition Manager, a “Transition Manager”), who shall initially be [●], and who shall have overall responsibility for managing, on behalf of Resideo, all activities undertaken by Resideo and its Providers, Affiliates and Representatives hereunder, including the performance of ▇▇▇▇▇▇▇’s obligations hereunder, receiving and approving requests from the Resideo Service Coordinator (including additional services, terminations and reductions in scope), attending to escalated disputes from the Service Coordinators with the ADI Transition Manager and liaising with the Separation Management Committee. Resideo shall use commercially reasonable efforts to provide at least thirty (30) days’ prior written notice of any such change.
(iii) The Resideo Transition Manager and ADI Transition Manager shall meet either via telephone or video conference or as otherwise agreed between Resideo Transition Manager and ADI Transition Manager at least monthly to review Resideo’s and ADI SpinCo’s provision of the Services as required under this Agreement.
Transition Managers. (a) . The Service Providers will, promptly following the date hereof, collectively appoint and designate a qualified individual to act as their initial services manager (the “Services Manager”), who shall be directly responsible for coordinating and managing the delivery of the Services and have authority to act on each of the Service Provider’s behalf with respect to all matters relating to this Agreement. The Services Manager shall work with the personnel of the Service Providers to periodically address issues and matters raised by Company relating to this Agreement.