CSC Support. As requested by Sears from time to time, CSC shall assist Sears in defining information technology architectures and standards applicable to the activities that are the subject of the Services on an ongoing basis (collectively, the “Sears Standards”) and in annually preparing long-term strategic information technology plans and short-term implementation plans based thereon. The assistance to be provided by CSC shall include: (i) active participation with Sears representatives on permanent and ad hoc committees and working groups addressing such issues as further specified in the Transaction Document, or otherwise agreed to by the Parties; (ii) assessments of the then-current Sears Standards at a level of detail sufficient to permit Sears to make informed business decisions; (iii) analyses of the appropriate direction for such Sears Standards in light of business priorities, business strategies, competitive market forces and changes in technology; (iv) the provision of information to Sears regarding CSC’s information technology strategies for its own business; (v) technology briefings from an industry perspective, (vi) accompanying Sears, upon Sears’ request, at meetings with other technology vendors (e.g., Microsoft), and (vii) recommendations regarding information technology architectures and platforms, software and hardware products, information technology strategies, standards and directions, and other enabling technologies. With respect to each recommendation Sears’ elects to investigate further, CSC shall provide the Table of Contents following at a level of detail sufficient to permit Sears to make an informed business decision: (A) cost projections and cost/benefit analyses; (B) the changes, if any, in the Software, Equipment, Materials, Personnel and other resources required to operate and support the changed environment; (C) the resulting impact on Sears’ information technology costs; and (D) the expected performance, quality, responsiveness, efficiency, reliability, security risks and other Service Levels. CSC shall, and shall cause the CSC Personnel to, perform their respective obligations under this Agreement without any preference for or bias toward any Software, Equipment or other products licensed or sold by CSC, its Affiliates or any other CSC Personnel, including in connection with any recommendations that CSC or the CSC Personnel may make regarding business processes, technologies or specific solutions that Sears should adopt.
