Transition Period Clause Samples

Transition Period. Upon termination of this Agreement, and for 90 consecutive calendar days thereafter (the “TRANSITION PERIOD”), Executive agrees to make himself available to assist the Company with transition projects assigned to him by the Board. Executive will be paid at a reasonable, agreed upon hourly rate for any work performed for the Company during the Transition Period.

Transition Period. Due to the nature of our purchasing process, a transition period is often required during the evaluation period, final contract negotiations or contract award and execution. The Contractor shall agree to maintain the same terms and conditions as this Agreement for a period not to exceed ninety (90) days after the automatic termination of this Agreement at the end of its term, if necessary, as a transition period. In addition, if the Contractor is not the successful bidder for a future solicitation for the same or similar services, he or she shall agree to provide the same goods and/or services provided in this Agreement for a period not to exceed ninety (90) day to allow for an orderly transition to the new provider.

Transition Period. The performance incentive adjustment will not be calculated for the first 6 months from the inception of the fund. After 6 full calendar months, the performance fee adjustment will be determined using the average assets and Performance Difference over the first 6 full calendar months, and the Adjustment Rate will be applied in full. Each successive month an additional calendar month will be added to the performance adjustment computation. After 12 full calendar months, the full rolling 12-month period will take affect.

Transition Period. Notwithstanding anything in this Agreement to the contrary, beginning on the Business Day immediately following expiration or termination of this Agreement and ending on the earlier of (A) ninety (90) days following expiration or termination of this Agreement, or (B) the date on which all Credit Balances have been successfully delivered to the applicable Student and all checks delivered under the Check Method have been cashed (the “Transition Period”), TMS shall (I) perform the Services set forth in Section 2.5 of this Agreement related to the delivery of Credit Balances for Students who, as of the date of expiration or termination of this Agreement, as applicable, have selected a Delivery Method from the Student Portal, (II) provide School continued access to the School Portal and those Students who have already selected a Delivery Method from the Student Portal, access thereto, and (III) assist School with processing new Credit Balance deliveries for Students who did not successfully receive Credit Balances previously delivered under this Agreement, and/or who need such Credit Balances delivered via a different Delivery Method. TMS shall continue to invoice School, and School shall continue to pay TMS, in accordance with Section 3 of this Agreement, for Services performed during the Transition Period. Except for any amount subject to a good faith payment dispute as documented in writing by a Party to the other Party, each Party shall pay any amounts that it owes the other Party within thirty (30) days following the expiration of the Transition Period. Upon the conclusion of the Transition Period, TMS shall cease providing Services set forth in this Section 11.4, and each Party shall return or destroy the other Party’s Confidential Information in accordance with Section 7.4 of this Agreement, except as otherwise set forth therein. Any provision of this Agreement that is necessary for either Party to perform its respective obligations under this Agreement during the Transition Period shall survive until the expiration or termination of the Termination Period, as applicable. TMS may, at is option, terminate the Transition Period prior to its expiration for any reason set forth in Section 11.2(b) of this Agreement and subject to the provisions set forth therein, as applicable.

Transition Period. For ninety (90) days prior to the expiration date of this Agreement or Statement of Work, or upon notice of termination of this Agreement or Statement of Work, Contractor shall assist the JBE in extracting and/or transitioning all JBE Data in the format determined by the JBE (“Transition Period”). During the Transition Period, the Hosted Services and JBE Data access shall continue to be made available without alteration.

Transition Period. Due to the nature of our purchasing process, the District often requires an existing service provider to continue to provide goods and/or services while the District is in the process of advertising, evaluating, and awarding a contract for the provision of the same goods and/or services in the future. To accommodate this process, the Contractor shall agree to maintain the same terms and conditions set forth in this Agreement for a period up to ninety

Transition Period. Executive will remain employed by the Company as CFO during a period of time (the “Transition Period”) in order to provide for an orderly transition of his duties and while the Company begins a search for a replacement CFO. The Transition Period will commence as of the date Executive signs this Agreement (the “Signature Date”), and will continue until the earlier of: (a) such time as the Company determines that Executive’s services as CFO are no longer needed and upon providing Executive at least ten (10) days’ written notice; or (b) if a new CFO has not been appointed by January 2, 2019, Executive may end the Transition Period upon at least thirty (30) days’ written notice to the Company. Executive shall perform his regular duties as CFO during the Transition Period at a level of performance consistent with his performance prior to the Signature Date and in any event, in a manner that would not constitute Cause (as “Cause” is defined in the Severance Plan) to terminate his employment, until a new CFO is appointed and actually employed by the Company, and, if employment as CFO has ended earlier than December 31, 2018, Executive shall continue his employment as a regular employee (not as CFO) until December 31, 2018 (the actual date on which Executive’s employment terminates is referred to herein as the “Separation Date”). Executive shall be paid his full compensation and participate in full benefits through the Separation Date at the same levels he receives such compensation and participates in such benefits at the Signature Date, provided that he will not be eligible for any additional or new equity awards under any of the Company’s equity plans after the Signature Date. As of the Separation Date, Executive will be deemed to have resigned from all of his officer positions with the Company (i.e., Executive Vice President and Chief Financial Officer) and from all of his officer and director positions of its subsidiaries and affiliates, as well as any positions Executive may hold with third parties at the request of or on behalf of the Company. Executive agrees to execute all documents necessary to effect his resignation from such entities and assure a smooth transition of duties and responsibilities from such roles.

Transition Period. Upon termination of this Agreement, and for a period of thirty (30) days thereafter (the “Transition Period”), the Employee agrees to make Employee available to assist the Company with transition projects assigned to Employee by the Board. The Employee will be paid at an agreed upon hourly rate commensurate with the industry standard rate of pay for any work performed by the Employee for the Company during the Transition Period.

Transition Period. The period from the Transition Commencement Date to the date when Executive’s employment with Cadence under this Agreement terminates (the “Termination Date”) is called the “Transition Period” in this Agreement. Executive’s Termination Date will be the earliest to occur of: a. the date on which Executive resigns from all employment with Cadence; b. the date on which Cadence terminates Executive’s employment due to a material breach by Executive of Executive’s duties or obligations under this Agreement after written notice delivered to Executive identifying such breach and his failure to cure such breach, if curable, within thirty (30) days following delivery of such notice; and c. one year from the Transition Commencement Date.