OPTION FOR TRANSITION SERVICES Clause Samples

OPTION FOR TRANSITION SERVICES. I.13.1 The Provider recognizes that the services provided under this Agreement are vital to the District of Columbia and shall continue without interruption. In the event that either (a) the Agreement expires or (b) the District terminates the Agreement, and either or these events occur during the Agreement or more than 120 days prior to the end of the Agreement, the District can exercise the Option for Transition Services for a period of up to 120 days. In the event that the District exercises this Option for Transition Services, the Provider shall agree to: a. Furnish phase-out, phase-in (transition) training; b. Exercise its best efforts and cooperation to effect an orderly and efficient transition to a successor. c. Negotiate in good faith a plan with a successor to determine the nature and extent of phase- in, phase-out services required. The plan shall specify a training program and a date for transferring responsibilities for each division of work described in the plan, and shall be subject to the Contracting Officer’s approval. d. Provide sufficient experienced personnel during the period of the Option for Transition Services to ensure that the services called for by this Agreement are maintained at the required level of proficiency. e. Allow as many personnel as practicable to remain on the job to help the successor maintain the continuity and consistency of the services required by this Agreement. The Provider also shall disclose necessary personnel records and allow the successor to conduct on-sit interviews with these employees. If selected employees are agreeable to the change, the Provider shall release them at a mutually agreeable date and negotiate transfer of their earned fringe benefits to the successor. I.13.2 The Provider shall transfer all data regarding the provision of covered dental services to eligible clients to MAA or a new Provider. All transferred data shall be compliant with HIPAA, and shall be delivered in a manner and format that assures its continued usefulness without proprietary or additional programming being required. I.13.3 All relevant data shall be received and verified by MAA or the subsequent Provider. If MAA determines that not all of the data regarding the provision of Covered Dental Services to Beneficiaries was transferred, as required, or the data is not HIPAA compliant, MAA reserves the right to hire an independent vendor to assist MAA in obtaining and transferring all the required data and to ensure that all...
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Related to OPTION FOR TRANSITION SERVICES

  • Transition Services The Purchasers will provide to the Sellers termination assistance as reasonably requested in order to provide an orderly transition following the termination of the Agreement (or any portion thereof), and the Sellers will provide to the Purchasers reasonable cooperation and assistance in connection therewith. In connection with this transition assistance, the Purchasers and Sellers will reasonably cooperate in the transition of the Services from the Purchasers to any Replacement Provider. With respect to the Serviced Appointments subject to termination, the Sellers shall provide the Purchasers with notice of the effective date (each, a “Transition Effective Date”) of the transition of the Services to a Replacement Provider. Notwithstanding any termination of the Agreement (or any portion thereof) in accordance with this Article II, with respect to the Serviced Appointments subject to termination, the rights and obligations of the parties under the Servicing Agreement shall remain in effect until the applicable Transition Effective Date.

  • Compensation for Consulting Services For each quarter (i.e., three-month period) that Executive provides consulting services to MediciNova pursuant to the option of MediciNova contained in Section 9 above, MediciNova shall pay Executive a sum equal to fifteen percent (15%) of Executive’s annual Base Compensation which shall be applicable at the time of Executive’s termination of employment with MediciNova (prorated for any period of less than a quarter). The parties expressly agree that when Executive is performing consulting services for MediciNova, Executive is acting as an independent contractor. Therefore, Executive shall be solely liable for Social Security and income taxes that result from Executive’s compensation as a consultant. In addition, Executive shall not be entitled to any other benefits including, without limitation, such group medical, life and disability insurance and other benefits as may be provided to employees and/or executives of MediciNova.

  • Transition Services Agreement Seller shall have executed and delivered the Transition Services Agreement.

  • Compensation for Additional Services Additional Services shall be compensated as set forth on Exhibit A for the stipulated payment amounts set forth therein. Other Additional Services not set forth on Exhibit A that are required or requested by the Owner shall be compensated as agreed, using the methodology set forth on Exhibit A, prior to the Design Professional undertaking such Additional Services; provided, however, that if such compensation cannot be agreed, the Additional Services shall be performed at the hourly rates set forth and listed in Exhibit B, plus reimbursable expenses pursuant to Article 4.1.3 below, with a limitation as to maximum amount specified.

  • Subcontracting for the Provision of Services (a) The parties acknowledge that, subject to the provisions of the Enabling Legislation, the HSP may subcontract the provision of some or all of the Services. For the purposes of this Agreement, actions taken or not taken by the subcontractor, and Services provided by the subcontractor, will be deemed actions taken or not taken by the HSP, and Services provided by the HSP. (b) When entering into a subcontract the HSP agrees that the terms of the subcontract will enable the HSP to meet its obligations under this Agreement. Without limiting the foregoing, the HSP will include a provision that permits the Funder or its authorized representatives, to audit the subcontractor in respect of the subcontract if the Funder or its authorized representatives determines that such an audit would be necessary to confirm that the HSP has complied with the terms of this Agreement. (c) Nothing contained in this Agreement or a subcontract will create a contractual relationship between any subcontractor or its directors, officers, employees, agents, partners, affiliates or volunteers and the Funder. (d) When entering into a subcontract, the HSP agrees that the terms of the subcontract will enable the HSP to meet its obligations under the FLSA.