Extract to table

2 — Interpretation and Cross-References (a) Capitalized terms used but not otherwise defined in this Agreement shall have the meanings ascribed to such terms in the Purchase Agreement

Without limiting the generality of the foregoing, the terms "Material Adverse Effect," "Knowledge," "Person," "Affiliate," "Business Day," "Governmental Authority," "Law," "Lien," "Order," "Permit," "Tax," and "Transaction Documents," as used herein, shall have the meanings set forth in Section 1

(c) The headings and captions contained in this Agreement are for convenience of reference only, shall not be deemed to be a part of this Agreement, and shall not be referred to in connection with the construction or interpretation of this Agreement

1 — Scope of Services (a) Commencing on the Service Commencement Date and continuing during the applicable Service Period, the Service Provider shall provide, or shall cause its employees, consultants, and authorized agents to provide, the transitional services described in Schedule A (the "Services") to the Service Recipient

The Service Provider shall not relocate the primary location from which any material portion of the Services is provided without the prior written consent of the Service Recipient, which consent shall not be unreasonably withheld, conditioned, or delayed

In the event that the Service Recipient requests Services that the Service Provider reasonably determines to exceed such scope, nature, volume, frequency, or duration, the Parties shall negotiate in good faith to agree upon appropriate modifications to the scope of Services and the applicable Service Charges