Cognizant. (1) Cognizant Group shall comply with all Laws (a) applicable to Cognizant Group, (b) applicable to Cognizant Group’s performance of the Services and (c) as necessary to keep NAIC Group in compliance with Laws with respect to the Services. Cognizant Group shall provide the Services to NAIC Group in compliance with all applicable Laws.
Cognizant. Cognizant represents, warrants and covenants that:
Cognizant. Cognizant shall defend, indemnify and hold harmless the NAIC Indemnified Parties from and against any Loss relating to a Claim by a third party against the NAIC Indemnified Parties:
Cognizant. Group shall establish a crisis management team at each Service Location and permit NAIC Group to designate individuals to participate as members of such team. The crisis management team shall meet quarterly and provide the minutes of such meeting to Cognizant Group. Upon NAIC Groups’ request, Cognizant shall designate members of the Service Delivery Organization to participate in NAIC Groups’ crisis management teams. In the event of a Force Majeure Event or Business Continuity Event, Cognizant Group shall implement its crisis management teams and cooperate with NAIC Groups’ crisis management teams.
Cognizant. Audit Office Template (CAOT): This template is designed to capture relevant information concerning (1) the specific location (address or addresses for prime and proposed major subcontractors and minor subcontractors as appropriate) where auditable cost information physically resides that supports amounts proposed;
Cognizant. 45 Section 16.03 Indemnification Procedures. 46 Section 16.04 Contribution. 46
Cognizant. Group shall update and amend the Procedures Manual from time to time in order to reflect all changes to Cognizant Group’s operations and the then-current Services and to include any additional Services; provided, however, that Cognizant Group shall not update or amend the Procedures Manual without prior notice to the NAIC Senior Executive and the NAIC Service Delivery Executives whose Services are impacted, and approval by such NAIC Service Delivery Executives. As a minimum, Cognizant Group shall make such updates and amendments (a) at the end of each quarter, (b) after a material Change is made to the Services, (c) prior to the Go-Live Date of a new Service, (d) at the same time a material Change is made to the Services that affects the Business Continuity Plan or Disaster Recovery Plan and (e) at any time upon NAIC Group’s request. Cognizant Group shall deliver such updated Procedures Manual to NAIC for NAIC approval within a reasonable time, but in any event within 10 days after the applicable Change, quarter, period or NAIC Group request, or such other period agreed upon by the Cognizant Service Delivery Executive and NAIC Senior Executive in writing or by electronic mail. – NAIC Confidential –
Cognizant. Audit Office Template (CAOT): This template is designed to capture relevant information concerning (1) the specific location (address or addresses for prime and proposed major subcontractors and minor subcontractors as appropriate) where auditable cost information physically resides that supports amounts proposed; (2) the person or persons (name, address, phone number, and e-mail address) who can be contacted by DCAA to provide audit information for the prime Offeror, (3) the person or persons (name, address, phone number, and e-mail address) who can be contacted by DCAA to provide audit information for companies, partners (in a teaming, joint venture or partnership situation) or proposed major subcontractor(s); and (4) the name and address of the cognizant DCAA field audit office to which electronic and hardcopy proposals were sent. The name, location and contact information for the DCMA PACO or ACO. Cost Volume Part 3 – Offeror’s Pricing Model (OPM)
Cognizant any subsequent Optionee and ACNielsen shall at all relevant times cooperate in good faith with respect to the Plan. Each such party will act in good faith
Cognizant and Seller shall retain responsibility for and continue to pay all medical, life insurance, disability and other welfare plan expenses and benefits for each TE with respect to claims incurred by such employees or their covered dependents prior to the Closing Date. For purposes of this paragraph, a medical claim shall be deemed incurred when the services that are the subject of such claim are performed. Claims incurred by any TE under any applicable workers' compensation legislation shall if incurred prior to the Closing Date, be the sole responsibility and liability of Cognizant and the Seller. Seller and Cognizant shall be responsible for all legally mandated continuation of health care coverage for any former TE and
