Provision of Transitional Services Sample Clauses

The Provision of Transitional Services clause outlines the obligation of one party, typically the seller in a business transaction, to provide certain support services to the other party for a defined period after the closing of a deal. These services may include IT support, accounting, human resources, or other operational assistance necessary to ensure a smooth transition of business operations. By specifying the scope, duration, and terms of these services, the clause helps prevent operational disruptions and facilitates a seamless handover, addressing potential gaps that could arise during the transition period.
Provision of Transitional Services. Subject to Section 9, Pinnacle, either by itself or through its Affiliates, shall provide to Buyer the Transitional Services during the Transition Period. Buyer shall be responsible for paying any and all costs directly related to such request. In the event Buyer hires any Dedicated Employee, Transitional Services with respect to such Dedicated Employee shall no longer be necessary, and, therefore, Transitional Services involving such Dedicated Employee shall be deemed to have been terminated by Buyer notwithstanding the absence of any formal exercise of Buyer’s termination rights in accordance with Section 9. Prior to the commencement of any Transitional Services, the Parties shall use good faith efforts to agree in advance on the Allocated Cost of such services. If Buyer reasonably determines that additional transition services of the type previously provided by Pinnacle to the Project are necessary to complete the transition (“Additional Services”), Pinnacle shall provide such services to Buyer; provided that Additional Services shall be limited to providing supporting consulting services to Buyer and shall not require any travel or full-time dedicated services of any Pinnacle employees. If Buyer elects to add any Additional Services, representatives of Pinnacle and Buyer will meet to discuss the terms and conditions (including cost) upon which such Additional Services will be provided. Any such Additional Services mutually agreed to and the fees thereof shall be effective as of the date of execution of an amendment to this Agreement by duly authorized representatives of the parties hereto. It is understood and agreed that Pinnacle shall be under an obligation to provide any such Additional Services requested by Buyer, as so limited above.
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Provision of Transitional Services. (a) Subject to the terms and conditions of this Agreement and during the Transition Period (as defined herein), OC will provide the Company (for the Business): (i) the corporate services described in Appendix A, which is attached to and made part of this Agreement (hereinafter referred to individually as a "Service" and collectively as the ------- "Corporate Services"); ------------------ (ii) the information systems services described in Appendix B, which is attached to and made part of this Agreement (hereinafter referred to individually as a "Service," and collectively as the "IS Services"). ----------- (b) Subject to the terms and conditions of this Agreement and during the Term (as defined herein), the Company will provide OC with the services described in Appendix C.
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Provision of Transitional Services. (a) Any and all fees or expenses to be paid in connection with the performance of the Services provided outside of the normal course of business hereunder shall be payable by ▇▇▇▇▇, or reimbursed to Seller by ▇▇▇▇▇, subject to delivery of an invoice to Buyer therefor. (b) Seller acknowledges receipt of good and sufficient consideration for the provision of Services, including consideration received, directly or indirectly, pursuant to the Purchase Agreement, and that no additional consideration will be paid to Seller for the provision of the Services. (c) Until such time that all obligations of Seller under this Agreement have expired or been terminated in accordance with the terms hereof (including, for the avoidance of doubt, any extension of Services beyond the Transition Period in accordance with Section 1.1), Seller shall maintain its corporate existence, all tax identification numbers and billing entities and numbers.
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Provision of Transitional Services. 89 14.4 Production of Witnesses and Documents......................89 14.5
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Provision of Transitional Services. 5.1 The Seller has entered into a contract with, inter alia, Lo"81' under which Lon _ has undertaken to negotiate in good faith with the Seller and/or the Purchaser to agree the precise scope, terms and conditions of transitional support and services to be provided by Longs or Tata Steel UK Limited in relation to information technology, human resources and other such administrative support and technical services reasonably Seller shall not be obliged to incur any expense, cost or liability in making such arrangements.
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Provision of Transitional Services. After the Closing and at PURCHASER's request, SELLER shall, for a period of up to one (1) year, provide continuing administrative services to PURCHASER similar to those services provided by SELLER to the ▇▇▇▇▇ Companies prior to Closing (e.g., computer services, accounting services, order entry, etc.). For these services, PURCHASER shall reimburse SELLER for their actual costs of providing such services during the first six (6) months and for their actual costs plus ten percent (10%) during the next six (6) months.
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Provision of Transitional Services 
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Related to Provision of Transitional Services

  • Transitional Services Upon cancellation, termination, or expiration of the Contract for any reason, the Contractor shall provide reasonable cooperation, assistance and Services, and shall assist the Department to facilitate the orderly transition of the work under the Contract to the Department and/or to an alternative contractor selected for the transition upon written notice to the Contractor at least thirty (30) business days prior to termination or cancellation, and subject to the terms and conditions set forth in the Contract.

  • Optional Services To the extent that the Fund elects to engage the Transfer Agent to provide the services listed below the Fund shall engage the Transfer Agent to provide such services upon terms and fees to be agreed upon by the parties: (a) Corporate actions (including inter alia, odd lot buy backs, exchanges, mergers, redemptions, subscriptions, capital reorganization, coordination of post-merger services and special meetings).

  • Transitional Services Agreement Buyer shall have executed and delivered to Seller, for execution by Seller, the Transitional Services Agreement.

  • Additional Services Registry Operator shall be entitled to provide the Registry Services described in clauses (a) and (b) of the first paragraph of Section 2.1 in the Specification 6 attached hereto (“Specification 6”) and such other Registry Services set forth on Exhibit A (collectively, the “Approved Services”). If Registry Operator desires to provide any Registry Service that is not an Approved Service or is a material modification to an Approved Service (each, an “Additional Service”), Registry Operator shall submit a request for approval of such Additional Service pursuant to the Registry Services Evaluation Policy at ▇▇▇▇://▇▇▇.▇▇▇▇▇.▇▇▇/en/registries/rsep/rsep.html, as such policy may be amended from time to time in accordance with the bylaws of ICANN (as amended from time to time, the “ICANN Bylaws”) applicable to Consensus Policies (the “RSEP”). Registry Operator may offer Additional Services only with the written approval of ICANN, and, upon any such approval, such Additional Services shall be deemed Registry Services under this Agreement. In its reasonable discretion, ICANN may require an amendment to this Agreement reflecting the provision of any Additional Service which is approved pursuant to the RSEP, which amendment shall be in a form reasonably acceptable to the parties.

  • Professional Services Warranty 5.1 Oracle warrants that Professional Services will be provided in a professional manner consistent with industry standards. Customer must notify Oracle of any warranty deficiencies within 60 days from performance of the deficient Professional Services. 5.2 ORACLE DOES NOT WARRANT THAT THE PROFESSIONAL SERVICES WILL BE PERFORMED ERROR- FREE OR UNINTERRUPTED, THAT ORACLE WILL CORRECT ALL PROFESSIONAL SERVICES ERRORS, OR THAT THE PROFESSIONAL SERVICES WILL MEET CUSTOMER’S REQUIREMENTS OR EXPECTATIONS. ORACLE IS NOT RESPONSIBLE FOR ANY ISSUES RELATED TO THE PERFORMANCE, OPERATION OR SECURITY OF THE PROFESSIONAL SERVICES THAT ARISE FROM CUSTOMER DATA OR THIRD PARTY APPLICATIONS OR PROFESSIONAL SERVICES PROVIDED BY THIRD PARTIES. 5.3 FOR ANY BREACH OF THE PROFESSIONAL SERVICES WARRANTY, CUSTOMER’S EXCLUSIVE REMEDY AND ORACLE’S ENTIRE LIABILITY SHALL BE THE CORRECTION OF THE DEFICIENT PROFESSIONAL SERVICES THAT CAUSED THE BREACH OF WARRANTY, OR, IF ORACLE CANNOT SUBSTANTIONALLY CORRECT THE DEFICIENCY IN A COMMERCIALLY REASONABLE MANNER, CUSTOMER MAY END THE DEFICIENT PROFESSIONAL SERVICES AND ORACLE WILL REFUND TO THE CUSTOMER THE FEES FOR THE TERMINATED PROFESSIONAL SERVICES THAT CUSTOMER PRE-PAID TO ORACLE FOR THE PERIOD FOLLOWING THE EFFECTIVE DATE OF TERMINATION. 5.4 TO THE EXTENT NOT PROHIBITED BY LAW, THIS WARRANTY IS EXCLUSIVE AND THERE ARE NO OTHER EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS, INCLUDING FOR SOFTWARE, HARDWARE, SYSTEMS, NETWORKS OR ENVIRONMENTS OR FOR MERCHANTABILITY, SATISFACTORY QUALITY AND FITNESS FOR A PARTICULAR PURPOSE.