TSA Manager Clause Samples

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TSA Manager. Each Party shall nominate a representative to act as the primary contact person for business issues arising under this Agreement (each a “TSA Manager”). The initial TSA Manager of Provider shall be [ ] and the initial TSA Manager of Recipient shall be [ ]. Each Party shall have the right at any time and from time to time to replace its TSA Manager by advising the other Party in writing of any change in its TSA Manager in accordance with Section 10.1 hereof. The Parties agree that all written communications relating to the provision of any Transition Service shall be directed to the TSA Managers. Each Party may treat an act of a TSA Manager on behalf of the other Party as an act authorized by such other Party.
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TSA Manager. (i) The Parties shall each nominate representatives (each, a “TSA Manager”) to (i) serve as the primary contact for any issues arising out of the performance of this Agreement, and (ii) be primarily responsible for (A) general coordination of the delivery of Services, including the orderly winding-up of Services upon the termination thereof in accordance with this Agreement, (B) keeping the Parties reasonably informed regarding the performance of the Services, (C) oversight and resolution of Disputes (as defined below) arising under this Agreement and (D) consideration and approval of any Variations (as defined below). During the six (6) months immediately following the date hereof, the TSA Managers shall meet (in person or by telephone) on a weekly basis to discuss any such issues and negotiate to resolve any such Disputes in good faith. Following such period, the TSA Managers shall meet (in person or by telephone) as reasonably required to discuss any issues and resolve any Disputes arising out of the performance of this Agreement in good faith. Any decision with respect to any such Disputes that is mutually agreed upon by the TSA Managers shall be documented in writing and shall be binding upon the Parties. A Party may replace its TSA Manager at any time by giving notice thereof to the other Party. If there is a vacancy at a TSA Manager position, the Party with the vacancy shall give prompt notice to the other Party of such vacancy and shall have five (5) Business Days to fill such vacancy. (ii) Except as otherwise provided in this Agreement (including Section 2.1(c)(viii)), if either Party proposes a variation to a Service (a “Variation”), the TSA Managers shall hold a meeting (in person, by telephone or by other mutually agreed electronic means of communication) within five (5) Business Days to discuss the proposed Variation. The TSA Managers will give a Variation proposal their good faith consideration, and where applicable will use their commercially reasonable efforts to reach an agreement in relation to such Variation proposal; provided, however, that there will be no obligation for the TSA Managers to agree upon or approve any Variation. (iii) If the TSA Managers do not resolve any Dispute or agree upon any Variation within twenty (20) calendar days (or such longer period as agreed by the TSA Managers) after commencement of negotiations to resolve such Dispute or consider such Variation, then such Dispute or Variation, as applicable, will be refe...
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Related to TSA Manager

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  • Property Manager Any entity that has been retained to perform and carry out property rental, leasing, operation and management services at one or more of the Properties, excluding persons, entities or independent contractors retained or hired to perform facility management or other services or tasks at a particular Property.