Transition Obligations. Upon Termination, Cancellation or Expiration of this Contract, Contractor will take reasonable steps to ensure a smooth transition as directed by UConn Health. UConn Health reserves the right to begin the process of transitioning to a different supplier thirty (30) to forty-five (45) Calendar Days prior to the Contract end date (whether due to Termination, Cancellation or Expiration), at no additional cost to UConn Health. Transition steps may include: (a) UConn Health bringing another supplier’s equipment on site for demonstration/testing; (b) Contractor’s attendance at meetings; (c) Contractor’s participation in a phased removal of Contractor’s Goods; and (d) Contractor’s securely eliminating UConn Health electronic data from Contractor’s equipment (collectively, “Transition Work”). Contractor shall not charge for any Transition Work.
Transition Obligations. Contractor must provide for reasonable transition assistance requested by HCA to allow for the expired or terminated Contract, in whole or in part, to continue without interruption or adverse effect, and to facilitate the orderly transfer of such services to HCA or its designees. Such transition assistance will be deemed by the parties to be governed by the terms and conditions of this Contract, except for those terms or conditions that do not reasonably apply to such transition assistance.
Transition Obligations. During the final Contract Year of the Term, Representative and Rangers, LLC shall reasonably cooperate and take all reasonable and appropriate actions to successfully transition the marketing and sale of Team Sponsorship Assets from Representative to Rangers, LLC or a third party designated by Rangers, LLC. Notwithstanding anything contained in Sections 1.1 or 1.2, as of the final Contract Year, the exclusivity granted to Representative herein shall not preclude Rangers, LLC from selling Team Sponsorship Assets with respect to periods following the expiration date, and the parties shall coordinate sales efforts in good faith during such final Contract Year.
Transition Obligations. During the final Contract Year of the Term, Representative and Knicks, LLC shall reasonably cooperate and take all reasonable and appropriate actions to successfully transition the marketing and sale of Team Sponsorship Assets from Representative to Knicks, LLC or a third party designated by Knicks, LLC. Notwithstanding anything contained in Sections 1.1 or 1.2, as of the final Contract Year, the exclusivity granted to Representative herein shall not preclude Knicks, LLC from selling Team Sponsorship Assets with respect to periods following the expiration date, and the parties shall coordinate sales efforts in good faith during such final Contract Year.
Transition Obligations. (a) In the event of any termination of the Base Alliance Agreements in accordance with Article VIII, the AMC and the Senior Alliance Executives will discuss the respective obligations of the Parties in connection with any customer engagements existing on the effective date of such termination, including (a) the commitments of the Parties to cooperate with each other in the performance of such obligations and (b) the respective services to be provided by the Parties in connection with such customer engagements of the nature, for a period of time and on terms and conditions that are agreed upon by the AMC and the Senior Alliance Executives; provided that, in any event, the respective commitments of each Party to perform such obligations shall not be for a period of less than six months, unless otherwise agreed upon by the AMC and the Senior Alliance Executives.
Transition Obligations. Beginning from the time Buyer becomes the exclusive agent to run the Business under Section 6.14 and through the date that is forty-five (45) days after the Closing Date (the "Transition Period"), the Seller shall use its reasonable efforts to transition the relationships with business from the Customers and the Vendors to the Buyer and shall provide assistance with respect to recruitment of employees, and in communicating the sale to both employees and customers. Seller hereby grants Buyer a license, to be in effect during the Transition Period, to allow Buyer's employees (including those hired from Seller), to enter and conduct operations at Seller's facilities, including a license to use telephones, desks, photocopies, facsimile machines, internet access and packaging equipment. Such license also permits Buyer to store assets purchased hereunder on Seller's premises. Seller also agrees to provide the transition services set forth on Schedule 6.4 hereto and Buyer agrees to pay the charges set forth on Schedule 6.4 hereto promptly upon presentation of an invoice after the forty-five (45) day period referred to above. Seller also agrees to provide other necessary transition services during the Transition Period reasonably requested by Buyer and Buyer agrees to pay Seller its out-of-pocket expenses incurred with respect thereto.
Transition Obligations. During the Transition Period, Colleague agrees to provide any and all transition services reasonably requested by Energizer, including but not limited to:
Transition Obligations. Upon expiration or earlier termination of this Agreement, Race shall work cooperatively with RSFA to ensure a seamless transition to another service provider, so customers have no service interruption. In this regard, RSFA shall have the option, exercisable by delivering written notice to Race, to cause Race to provide RSFA or any other Service Provider designated by RSFA such assistance as is reasonably necessary to operate, maintain, and manage access to and use of the Network, to continue providing Services to Customers in accordance with the terms of this Agreement, and to otherwise resume the duties of Race arising under this Agreement until such time as RSFA is able to transition operation of the Network to another Service Provider. Race shall provide such services at no additional cost.
Transition Obligations. Upon Termination, Cancellation or Expiration of this Contract for any reason set forth herein, the Contractor will take reasonable steps to ensure a smooth transition as directed by UConn Health. UConn Health reserves the right to begin the process of transitioning to a different supplier thirty (30) to forty-five (45) days prior to the Contract end date (whether due to Termination, Cancellation or Expiration), at no additional cost to UConn Health. Transition steps may include: (a) bringing another supplier’s equipment on site for demonstration/testing; (b) requiring Contractor’s attendance at meetings; (c) requiring participation in a phased removal of Contractor’s Goods; and (d) securely eliminating UConn Health electronic data from Contractor’s equipment (collectively, “Transition Work”). The Contractor shall not charge for any Transition Work. UNWANTED GOODS: Failure to promptly remove any Goods or other Contractor supplies/equipment (“Unwanted Goods”) from UConn Health’s location(s) at the direction of UConn Health shall mean that Contractor, on behalf of itself and any Contractor Parties: (a) has voluntarily abandoned and relinquished all Title to such Unwanted Goods; (b) vests authority in UConn Health, without any further act required, to dispose of the Unwanted Goods; and (c) remises, releases and forever discharges UConn Health, the State, and their agents of and from all claims which Contractor, Contractor Parties and their respective successors or assigns, jointly or severally, ever had, now have or will have arising from the disposition of the Unwanted Goods in accordance herewith. Contractor shall promptly reimburse UConn Health for any costs incurred in connection with disposing of Unwanted Goods.
Transition Obligations. Upon the termination of this Agreement, the Service Provider shall take all actions reasonably necessary to effect the transition of the services hereunder to the Service Recipients or to a successor provider or providers of such services designated by the Service Recipients or the Service Recipients in an orderly and expeditious manner, including the assignment to the Service Recipients, or the service provider(s), as applicable, under any contracts entered into by the Service Provider relating to the performance of such services; provided, however, that the Service Provider shall not be responsible for (and the Service Recipients shall be responsible for) any payments, costs and expenses required in connection with securing transfer of such contracts. In addition, the Service Provider shall identify to the Service Recipients, and use good faith efforts to terminate in a cost-effective manner (unless the Service Recipients instructs it otherwise), any continuing payment or other contractual obligations that it or its Affiliates entered into for the benefit of either Service Recipient and its Affiliates in order to provide the services under this Agreement. The Service Recipients shall continue to be responsible for such payment obligations, and related costs and expenses incurred in connection with such termination, until such termination is effective. As an example, and without limiting the generality of the foregoing, in the event the Service Provider agreed to lease (in its own name) additional office space to house either or both of the Service Recipients or their employees or contractors, or Persons used to provide services primarily or exclusively for the benefit of either or both of the Service Recipients and their respective Affiliates, then (unless the Service Recipients instruct the Service Provider otherwise), upon termination of this Agreement, the Service Provider shall use good faith efforts to terminate such lease of additional office space; and the payment obligations and related costs and expenses it incurs in connection therewith, including without limitation the rental payments that it is unsuccessful in securing a landlord’s consent to early termination, will be charged to and paid by the Service Recipients. In connection with the foregoing, the Service Provider will cooperate with the Service Recipients to minimize such obligations (provided, however, such cooperation shall not include requiring the Service Provider to terminate lease...
