Routine Services. Thermo Electron shall provide, or cause one or more of the other members of the Thermo Electron Group to provide, to Viasys or one or more of the other members of the Viasys Group designated by Viasys the services identified in subparagraphs (a) through (k) below, in each case to the extent that such services are routine and consistent with Thermo Electron's past practices as set forth in the following two sentences (collectively, "Routine Services") and as more fully described in previous correspondence regarding the scope of services to be provided by Thermo Electron to Viasys. Thermo Electron and/or one or more of the other members of the Thermo Electron Group shall provide to the Viasys Group Routine Services in such quantity and in the manner and at a level of service generally consistent with that provided by one or more members of the Thermo Electron Group to the Viasys Group during the two-year period prior to the Distribution (the "Base Period"). Notwithstanding the foregoing, with respect to Routine Services arising from Viasys's reporting obligations under the Exchange Act and its other obligations as a public company, Thermo Electron and/or one or more of the other members of the Thermo Electron Group shall provide to the Viasys Group such services in such quantity and in the manner and at a level of service generally consistent with that provided by one or more members of the Thermo Electron Group to the publicly-held subsidiaries of Thermo Electron during the Base Period. Thermo Electron shall determine, in good faith, what services constitute Routine Services, and such determination shall not be subject to challenge by any member of the Viasys Group unless made in bad faith. (a) Accounting and Securities Compliance Related Services. Until March 31, 2002, Thermo Electron shall assist, if and when necessary, in the preparation of Viasys's routine Securities and Exchange Commission filings, including without limitation Forms 10-K, 10-Q, 8-K and Proxy Statements, assist in the preparation of An▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇rly Reports to Viasys stockholders, maintain internal audit support services and review compliance with financial and accounting procedures.
Appears in 2 contracts
Sources: Transition Services Agreement (Viasys Healthcare Inc), Transition Services Agreement (Thermo Electron Corp)
Routine Services. Thermo Electron shall provide, or cause one or more of the other members of the Thermo Electron Group to provide, to Viasys or one or more of the other members of the Viasys Group designated by Viasys the services identified in subparagraphs (a) through (k) below, in each case to the extent that such services are routine and consistent with Thermo Electron's past practices as set forth in the following two sentences (collectively, "Routine Services") and as more fully described in previous correspondence regarding the scope of services to be provided by Thermo Electron to Viasys. Thermo Electron and/or one or more of the other members of the Thermo Electron Group shall provide to the Viasys Group Routine Services in such quantity and in the manner and at a level of service generally consistent with that provided by one or more members of the Thermo Electron Group to the Viasys Group during the two-year period prior to the Distribution (the "Base Period"). Notwithstanding the foregoing, with respect to Routine Services arising from Viasys's reporting obligations under the Exchange Act and its other obligations as a public company, Thermo Electron and/or one or more of the other members of the Thermo Electron Group shall provide to the Viasys Group such services in such quantity and in the manner and at a level of service generally consistent with that provided by one or more members of the Thermo Electron Group to the publicly-held subsidiaries of Thermo Electron during the Base Period. Thermo Electron shall determine, in good faith, what services constitute Routine Services, and such determination shall not be subject to challenge by any member of the Viasys Group unless made in bad faith.or
(a) Accounting and Securities Compliance Related ServicesACCOUNTING AND SECURITIES COMPLIANCE RELATED SERVICES. Until March 31, 2002, Thermo Electron shall assist, if and when necessary, in the preparation of Viasys's routine Securities and Exchange Commission filings, including without limitation Forms 1010-▇, ▇▇-K▇, 10▇-Q, 8-K and ▇ ▇▇d Proxy Statements, assist in the preparation of An▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇rly Annual and Quarterly Reports to Viasys stockholders, maintain internal audit support services and review compliance with financial and accounting procedures.
Appears in 1 contract
Sources: Transition Services Agreement (Viasys Healthcare Inc)
Routine Services. Thermo Electron shall provide, or cause one or more of the other members of the Thermo Electron Group to provide, to Viasys or one or more of the other members of the Viasys Group designated by Viasys the services identified in subparagraphs (a) through (k) below, in each case to the extent that such services are routine and consistent with Thermo Electron's past practices as set forth in the following two sentences (collectively, "Routine Services") and as more fully described in previous correspondence regarding the scope of services to be provided by Thermo Electron to Viasys. Thermo Electron and/or one or more of the other members of the Thermo Electron Group shall provide to the Viasys Group Routine Services in such quantity and in the manner and at a level of service generally consistent with that provided by one or more members of the Thermo Electron Group to the Viasys Group during the two-year period prior to the Distribution (the "Base Period"). Notwithstanding the foregoing, with respect to Routine Services arising from Viasys's reporting obligations under the Exchange Act and its other obligations as a public company, Thermo Electron and/or one or more of the other members of the Thermo Electron Group shall provide to the Viasys Group such services in such quantity and in the manner and at a level of service generally consistent with that provided by one or more members of the Thermo Electron Group to the publicly-held subsidiaries of Thermo Electron during the Base Period. Thermo Electron shall determine, in good faith, what services constitute Routine Services, and such determination shall not be subject to challenge by any member of the Viasys Group unless made in bad faith.
(a) Accounting and Securities Compliance Related ServicesACCOUNTING AND SECURITIES COMPLIANCE RELATED SERVICES. Until March 31, 2002, Thermo Electron shall assist, if and when necessary, in the preparation of Viasys's routine Securities and Exchange Commission filings, including without limitation Forms 10-K, 10-Q, 8-K and Proxy Statements, assist in the preparation of An▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇rly Reports to Viasys stockholders, maintain internal audit support services and review compliance with financial and accounting procedures.
Appears in 1 contract
Sources: Transition Services Agreement (Viasys Healthcare Inc)