Transition of Business. (a) As soon as practicable after the execution of this Agreement, Company shall apply for and use its best efforts to obtain State Licenses to offer Consumer Money Wire Transfer Services and conduct the Business in its own name. No later than three months after the date hereof, Company shall inform the Designated Representative, in writing, of the material terms of Company's strategy and anticipated schedule for obtaining such licenses and shall keep IPS informed, in writing, on a timely and regular basis of any changes to such strategy and schedule.
Transition of Business. Upon request of the Purchaser, Seller 1 agrees to support, to the extent permissible by law, any potential hiring of Seller 1’s personnel by the Company that is presently dedicated exclusively to the Company’s business.
Transition of Business. After the Closing Date, Seller and Guarantor shall, for a period of sixty (60) days, cooperate with Buyer to provide support services to the Business to the extent necessary to affect an orderly transition of the Business to Buyer, at no cost to Buyer. This obligation includes in-person meetings for a period of seven (7) days following the Closing Date, and Seller’s and Guarantor’s availability by telephone or video conference for consultation for the remainder of this sixty (60) day period, at such times as are mutually agreeable to the Parties.
Transition of Business. From and after closing, for a period of up to one (1) month, Seller shall cooperate with Buyer in the transition of Seller’s Business to Buyer and shall undertake all actions in connection therewith reasonably requested by Buyer.
Transition of Business. Sellers shall assist Buyer in accomplishing an orderly transition of the Business with respect to the Purchased Assets from Sellers to Buyer or one or more designee of Buyer, including holding discussions with respect to personnel policies and procedures, and other operational matters relating to the Business with respect to the Purchased Assets.
Transition of Business. Each of Moadel and PC agrees to cooperate fully with Prime and Newco in transitioning the Assets Related Business existing prior to the Closing, including the relationships maintained by Moadel and PC with respect to the Assets Related Business, to Newco after the Closing; and, each of Moadel and PC agrees not to take any action or make any disclosure, including disclosures related to the transactions contemplated by this Agreement, which might alter or impair any relationship with any customer, or other service recipient, person or entity which did business with PC prior to the Closing. Each of Moadel and PC agrees to promptly remit to Newco any payments required to have been made under the Office and Equipment Use Agreement. Newco agrees that it shall, as of the Effective Time, employ each of the individuals listed on Schedule 3.15 attached hereto. 10.2
Transition of Business. Each of KCL, VCC and Couch agrees to cooperate fully with Prime and Newco in transitioning the Assets Related Business existing prior to the Closing, including the relationships maintained by VCC and Couch with respect to the Assets Related Business, to Newco after the Closing; and, each of KCL, VCC and Couch agrees not to take any action or make any disclosure, including disclosures related to the transactions contemplated by this Agreement, which might alter or impair any relationship with any customer, or other service recipient, person or entity which did business with VCC prior to the Closing. Each of KCL, VCC, Couch and Newco agrees to cooperate after the Closing to account for procedures done between the Effective Time and the Closing and to allocate amounts received in respect thereof pursuant to the terms of the Facility Use Agreement.
Transition of Business. The Selling Parties will do nothing to interfere with Purchaser’s efforts to transition the employees, customers, vendors, independent contractors, agents, and regulatory agencies of the Business as it pertains to the Upstate Region.
Transition of Business. You agree to carry out the duties of your position as President, Old Navy and an officer of the Company as agreed by you and the Company Chief Executive Officer (“CEO”) through the Termination Date, including but not limited to: work in good faith to ensure a successful transition; act in the best interests of the Company; adhere to all Company policies and procedures, including the Code of Business Conduct; maintain confidentiality of Company trade secrets and proprietary information; and work on assignments or projects as assigned by the CEO.
Transition of Business. At Buyer’s expense, Seller shall, for a period of up to 90 days, cooperate with Buyer in the orderly transition of the Seller’s Business to Buyer and shall undertake all actions in connection therewith reasonably requested by Buyer. Without limiting the foregoing, immediately after Closing, (a) Buyer and Seller shall notify all of Seller’s customers of the Closing of the transactions contemplated hereby, (b) Seller shall forward all written communications received from customers to Seller, (c) Seller will provide Buyer with copies of all of customer records, including billing information, and laboratory records and data, (d) Seller will transfer possession of all private cord blood and tissue units stored by Seller, (e) Seller transfer to Buyer all of its paper Books and Records as described in Section 2.02, in electronic format and provide access to Seller’s computers or servers and (e) Seller shall allow Buyer to access its premises (located at 0000 Xxxxxx Xxxx Xxxxx, Xxxxx 0000, Xxxxxxx XX 32810) on a month-to-month basis for up to 90 days so that Buyer can operate and transition the Business. Furthermore, during the period of time that Buyer elects to so access the foregoing premises, which may be up to 90 days but could be less, in its discretion (Buyer will notify Seller of the period of time Buyer desires access to such Leased Property on or before the close of business on May 28, 2018), Buyer shall pay, and be responsible for, all rent, at a total rent price of $18,323 per month, pro rated for any partial months, plus all related property and sales taxes, utility costs and other facility expenses for the period during which Buyer is accessing the Leased Real Property and shall directly pay such rent to any applicable landlord under any such Lease or reimburse Seller, at Seller’s written direction, and with respect to all related property and sales taxes, utility costs and other facility expenses for Leased Real Property, as reasonably directed in writing by Seller. Buyer shall promptly reimburse Seller for any compensation paid or payable to any employee of Seller after the Closing Date and during the 90-day transition period set forth in this Section 6.18 that assist in such transition; provided that, on or before the close of business on May 28, 2018, Seller shall provide Buyer with a list of proposed employees reasonably necessary to provide assistance during the transition period at Buyer’s expense, which list of employees shall be subject to B...
