Common use of Transitional Arrangements Clause in Contracts

Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information files) or (ii) any email conversion and forwarding or phone forwarding services. (b) Seller shall use Commercially Reasonable Efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement. (c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion. (d) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ notifications.

Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen thirty (1530) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, equipment, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding, fax forwarding or phone forwarding services. (b) Seller shall use Commercially Reasonable Efforts commercially reasonable efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement. (c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide within five (5) Business Days reasonable additional file-related information, including complete name and address, account masterfile, ATM ATM/debit card account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet bankingonline and mobile banking information such as payees, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data account histories and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion. (d) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customer notifications.

Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services. (b) Seller shall use Commercially Reasonable Efforts reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement. (c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data information and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion. (d) Not later than fifteen (15) calendar days after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller. (e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customer notifications.

Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information files) or (ii) any email conversion and forwarding or phone forwarding services. (b) Seller shall use Commercially Reasonable Efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement. (c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇b▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion. (d) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ notifications.

Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services. (b) Seller shall use Commercially Reasonable Efforts reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty sixty (3060) calendar days after the date of this Agreement. (c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data information and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion. (d) Not later than thirty forty-five (3045) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customer notifications.

Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters, or via teleconference or video conference, to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services. (b) Seller shall use Commercially Reasonable Efforts reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty twenty (3020) calendar days after the date of this Agreement. (c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet bankingonline and mobile banking information such as payees and account histories, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion. (d) As soon as practicable after the date of this Agreement (but in no event later than 20 calendar days), Purchaser shall complete Seller’s information security assessment2 and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller. (e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 or as otherwise required by law and (ii) the mailing file requirements of Seller and Purchaser in connection with such customers’ customers notifications.

Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services. (b) Seller shall use Commercially Reasonable Efforts commercially reasonable efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement. (c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data information and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion. (d) Not later than fifteen (15) calendar days after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Seller and its Affiliates that is reasonably requested by Seller. (e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customers notifications.

Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable convenient location to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or phone forwarding, and telephone forwarding services. (b) Seller shall use Commercially Reasonable Efforts reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty sixty (3060) calendar days after the date of this Agreement. (c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data information and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion. (d) Not later than thirty thirty-five (3035) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customer notifications.

Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services. (b) Seller shall use Commercially Reasonable Efforts reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement. (c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, online and mobile banking, and ▇▇▇▇ pay enrollment banking information, debit card customer data and any other related information with respect to the Deposits and the LoansDeposits. The Seller shall cooperate with Purchaser to provide timely, complete, complete and accurate information for a minimum of two test conversions and one mock conversion leading up to the final conversion. (d) As soon as reasonably practicable after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller. (e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Seller and Purchaser in connection with such customers’ customer notifications.

Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable acceptable location to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services. (b) Seller shall use Commercially Reasonable Efforts reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement. (c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, Internet banking and ▇▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion. (d) Not later than fifteen (15) calendar days after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller. (e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customer notifications.

Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or phone forwarding services. (b) Seller shall use Commercially Reasonable Efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement. (c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, banking and ▇▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion. (d) Not later than fifteen (15) calendar days after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller. Seller shall provide an overview of its information security assessment process prior to the parties entering into this Agreement. (e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ notifications.

Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services. (b) Seller shall use Commercially Reasonable Efforts reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement. (c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, banking and ▇b▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the LoansDeposits. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion. (d) Not later than fifteen (15) calendar days after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller. (e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customers notifications.

Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen (15) calendar days As soon as reasonably practicable after the date of this Agreement, Seller will meet with Purchaser in person at a mutually agreeable acceptable location or via telephone or teleconference to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services. (b) Seller shall use Commercially Reasonable Efforts commercially reasonable efforts to deliver to Purchaser (i) the file layout specifications within fifteen (15) calendar days after the date of this Agreement and (ii) the conversion sample files within thirty (30) calendar days after the date of this Agreement. (c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data information and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion. (d) Not later than ten (10) calendar days after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Seller and its Affiliates that is reasonably requested by Seller. (e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customer notifications.

Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen twenty (1520) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding, fax forwarding or phone forwarding services. (b) Seller shall use Commercially Reasonable Efforts commercially reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement. (c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet bankingonline and mobile banking information such as payees, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data account histories and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion. (d) As soon as practicable after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to information security of Seller and its Affiliates that is reasonably requested by Seller. (e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customer notifications.

Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters in Charlotte, North Carolina to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services. (b) Seller shall use Commercially Reasonable Efforts reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement. (c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet bankingonline and mobile banking information such as payees and account histories, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion. (d) As soon as practicable after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller. (e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 or as otherwise required by law and (ii) the mailing file requirements of Seller and Purchaser in connection with such customers’ customers notifications. (f) Notwithstanding anything contained herein to the contrary, to the extent that 90-day branch closing notices under 12 U.S.C. 1831r—1 are required for the Additional Branches, such notices shall be given by Seller.

Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services. (b) Seller shall use Commercially Reasonable Efforts reasonable best efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement. (c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, personal and business internet bankingbanking user ids, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion. (d) Not As soon as practicable after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller. (e) Purchaser and Seller shall promptly, but in no event later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon upon, (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ customer notifications.

Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or phone forwarding services. (b) Seller shall use Commercially Reasonable Efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement. (c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, banking and ▇b▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion. (d) Not later than fifteen (15) calendar days after the date of this Agreement, Purchaser shall complete Seller’s information security assessment and, in connection therewith, Purchaser shall promptly provide Seller with all information related to Purchaser and its Affiliates that is reasonably requested by Seller. Seller shall provide an overview of its information security assessment process prior to the parties entering into this Agreement. (e) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ notifications.

Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen (15) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or phone forwarding services. (b) Seller shall use Commercially Reasonable Efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement. (c) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, banking and ▇▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion. (d) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ notifications.

Transitional Arrangements. Seller and Purchaser agree to cooperate and to proceed as follows to effect the transfer of account record responsibility for the Branches: (a) Not later than fifteen ten (1510) calendar days after the date of this Agreement, Seller will meet with Purchaser at a mutually agreeable location Seller’s headquarters to investigate, confirm and agree upon mutually acceptable transaction settlement procedures and specifications, files, procedures and schedules, for the transfer of account record responsibility; provided, however, that Seller shall not be obligated under this Agreement to provide Purchaser (i) any information regarding Seller’s relationship with the customers outside of the relevant Branch (e.g., other customer products, householding information or customer information filesinformation) or (ii) any email conversion and forwarding or forwarding, RightFax forwarding, phone forwarding services. (b) Seller shall use Commercially Reasonable Efforts commercially reasonable efforts to deliver to Purchaser a file of all active Deposit account numbers within ten (10) calendar days after the date of this Agreement. (c) Seller shall use commercially reasonable efforts to deliver to Purchaser the specifications and conversion sample files within thirty (30) calendar days after the date of this Agreement. Such sample files shall include complete name and address, account masterfile, ATM/debit account number information, internet banking and ▇▇▇▇ pay account information (including complete ▇▇▇▇ pay payee information), applicable transaction and stop/hold/caution information, account-to-account relationship information, whether there is back-up withholding on such account, and any other related information with respect to the Deposits and the Loan. (cd) From time to time prior to the Closing, after Purchaser has tested and confirmed the conversion sample files, Purchaser may request and Seller shall provide reasonable additional file-related information, including complete name and address, account masterfile, ATM account number information, applicable transaction and stop/hold/caution information, account-to-account relationship information, internet banking, mobile banking, and ▇▇▇▇ pay enrollment information, debit card customer data and any other related information with respect to the Deposits and the Loans. The Seller shall cooperate with Purchaser to provide timely, complete, and accurate information for two test conversions and one mock conversion leading up to the final conversion. (d) Not later than thirty (30) calendar days after the date of this Agreement, Purchaser and Seller shall mutually agree upon (i) a calendar for all customer notifications to be sent pursuant to and in accordance with Section 4.2 and (ii) the mailing file requirements of Purchaser in connection with such customers’ notifications.