Termination Transition Services Clause Samples

The Termination Transition Services clause outlines the obligations of a service provider to continue offering certain essential services for a defined period after the main agreement is terminated. Typically, this clause ensures that the client receives support during the transition to a new provider or to internal operations, such as data migration, knowledge transfer, or continued access to critical systems. Its core function is to facilitate a smooth and orderly transition, minimizing disruption and risk to the client’s business operations when the contractual relationship ends.
Termination Transition Services. Contractor must assist the County in transitioning from the Solution by providing Transition Services, as provided below. Upon the expiration or termination of this Contract, the County may require Contractor to provide Services in the form of Optional Work to assist the County to transition System operations from Contractor to the County or the County’s designated third party (“Transition Services”). Upon the County’s request for Transition Services, the County and Contractor agree to negotiate in good faith the scope of work and the price for such Transition Services. Contractor agrees that if the County terminates this Contract for any breach by Contractor or for insolvency of Contractor, Contractor must perform all Transition Services as required by the County at no cost to the County. Contractor must provide the County with all the Transition Services as provided in this Paragraph
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Termination Transition Services. ‌ Contractor agrees that in the event of any termination of the Contract, including expiration, breach thereof by either party, or for any other reason, Contractor must fully cooperate with the County in the transition of Services by the County to a successor Contractor prior to the termination date, which date shall be solely determined by the County. The transition period shall be of sufficient length to ensure the Department or a successor Contractor, as applicable, can perform uninterrupted delivery of Services. During the transition, Contractor must work with the successor Contractor to ensure the continuation of uninterrupted Service delivery. Contractor must provide transition services at its own expense.
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Termination Transition Services. (a) Your status as an officer and employee of the Company will end on May 31, 2006 ("End Date"), without the requirement of any further action by you or the Company. (b) From the Effective Date until the End Date (the "Transition Period"), you agree to assist the Board of Directors of the Company (the "Board") in effecting an orderly transition of the management of the Company in the manner directed by the Board (the "Transition Services"). You understand and agree that, effective as of May 1, 2006, the Company will employ the individual who is intended by the Board to serve as interim Chief Executive Officer following the End Date, and that, as part of the Transition Services, you agree to cooperate with such individual in effecting the management transition and in transferring the duties and responsibilities of the Chief Executive Officer to such individual. Subject to the foregoing, you shall continue to act during the Transition Period as the Chief Executive Officer of the Company and, in such capacity and as part of the Transition Services, shall be responsible for, among other things, the timely filing on behalf of the Company of all periodical filings due under the Securities Exchange Act of 1934, as amended, including the applicable certifications as Chief Executive Officer required under Section 302 of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 in connection with the filing of the Company's Form 10-Q for the first quarter of 2006 and the Company's Form 10-K/A for 2005.
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Termination Transition Services. 9.8.1 Contractor shall assist County in transitioning from the Solution by providing certain transition services, as provided below. 9.8.2 Upon the expiration or termination of this Agreement, County may require Contractor to provide services in the form of Optional Work to assist County to transition Solution operations from Contractor to County or County's designated third party (“Transition Services”). Upon County's request for Transition Services, County and Contractor agree to negotiate in good faith the scope of work and the price for such Transition Services. Contractor agrees that in the event that County terminates the Agreement for breach by Contractor pursuant to Sub-paragraphs 9.2 or 27, Contractor shall perform all of the Transition Services set forth in this Sub-paragraph
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Termination Transition Services. Commencing upon any notice of termination or non-renewal of this Agreement, SunGard shall provide to Customer, for a period of up to six (6) months, the reasonable termination/expiration assistance requested by Customer to allow the System and System Services to continue without interruption and to facilitate the orderly transfer of the System and System Services to Customer ("Termination Transition Services"). Termination Transition Services will be provided on a time and materials basis based on the SunGard Standard Professional Fees then in effect;. SunGard shall provide all reasonable information and assistance necessary to permit the transition of the System and System Services and functions being performed by SunGard to Customer. Without limiting the foregoing, SunGard shall: (a) Assist Customer in developing a plan for transitioning the System and System Services back to Customer; (b) Assist Customer in notifying relevant third parties of the procedures to be followed prior to and during the transition; (c) Assist Customer with the turnover of operational responsibility, including reasonable assistance and cooperation in the exercise of parallel operations, monitoring, and testing; and (d) After turnover of operational responsibility, provide assistance as reasonably requested by Customer to assure continuity of service during the balance of the period during which Termination Transition Services are to be provided.
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Termination Transition Services. (a) Upon termination of this Agreement, AHS shall cooperate with Hemostemix, as reasonably requested and Hemostemix's sole cost and expense, to provide for the orderly cessation or completion of the Services provided under this Agreement. (b) If either Party terminates this Agreement pursuant to this Section 10, then the Parties' obligations with respect to manufacturing and supply of Products hereunder shall continue, unless earlier terminated by Hemostemix, for a period of six (6) months from the initial Termination Date, or until Hemostemix can obtain commercial supply of the Products from another source, whichever is earlier at which point AHS shall have no further obligation to continue to manufacture the Products. (c) Upon the termination of this Agreement or any notice of the future termination of this Agreement pursuant to this Section 10, then AHS shall use it commercially reasonable best efforts to transition the Services to a Third Party designated by Hemostemix prior to cessation of supply by AHS. (d) For the avoidance of doubt the costs for any transition of the Services to a Third Party shall be borne solely by Hemostemix, unless otherwise specified in or pursuant to this Agreement
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Termination Transition Services. A. If at any time during the term of this Agreement, either party considers terminating the Agreement, such party shall give the other party written notice that it is considering such action, which B. In the event of a breach by Client of the payment terms set forth in Paragraph 16 of this Agreement, Aramark shall give Client written notice specifying the amount of such breach, and Client shall have thirty (30) days within which to cure such breach. If the breach is not cured within that time, Aramark shall have the right to then terminate this Agreement by giving Client thirty (30) days’ written notice of its intention to terminate. C. In the event of a material default in the performance of the Agreement, the Party claiming such failure shall give the other Party written notice of such material default. If the failure has not been corrected within thirty (30) days from such notice (or, with respect to default in payment, within thirty (30) days from such notice), the non-defaulting party may terminate the applicable the Agreement effective ten (10) days after the end of said period. For purposes of clarity, this right to termination is separate and in addition to the Material Breach standard required for the exception to buyback protection of the 2022 Reimbursable Grant and Financial Commitment set forth in Paragraph 15 above. D. Upon the termination or expiration of the Agreement, Aramark shall, as soon thereafter as is feasible, but in no event later than thirty (30) days after the effective date of termination or expiration of the Agreement, vacate all parts of the Premises occupied by Aramark, remove its equipment (if applicable) and return the Facilities to Client, together with all the equipment furnished Client pursuant to the terms of the Agreement, in the same condition as when originally made available to Aramark, excepting reasonable wear and tear, fire and other casualty loss.
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Related to Termination 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.

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

  • Termination Assistance Services Following the termination of this Agreement and/or any Ordering Document, the Parties may agree for Axway to provide transition services pursuant to a duly executed SOW, during which time this Agreement will continue in full force and effect solely to the extent necessary to allow such transition services to be performed. Axway agrees that the costs for any such services shall be comparable to the fees charged to other customers for similar types of services.

  • Consultation Services The company hereby employs the consultant to perform the following services in accordance with the terms and conditions set forth in this agreement: The consultant will consult with the officers and employees of the company concerning matters relating to the management and organization of the company, their financial policies, the terms and conditions of employment, and generally any matter arising out of the business affairs of the company.