Common use of General Support Clause in Contracts

General Support. To the extent requested by CoreLogic, Supplier shall (i) assist CoreLogic or its designee(s) in developing a written disengagement plan (“Disengagement Plan”) to effect the disengagement, (ii) perform programming and consulting services to assist in implementing the Disengagement Plan, (iii) train personnel designated by CoreLogic or its designee(s) in the use of any business processes, work instructions and work procedures and any Equipment, Software, Systems, Materials and tools used in connection with the performance of the Affected Services and to which CoreLogic or an Eligible Recipient has license rights following the termination or expiration of the Affected Services, (iv) catalog all business processes, work instructions, work procedures, Software, CoreLogic Data, Equipment, Materials, Third Party Contracts and tools used to provide the Affected Services, (v) provide machine readable and printed listings and associated documentation for *** Software owned by any Eligible Recipient and *** to which any Eligible Recipient is entitled under this Agreement or the applicable Supplement and assist in its re-configuration, (vi) provide technical documentation for Software used by Supplier to provide the Affected Services and to which CoreLogic or the Eligible Recipients has rights following the termination or expiration of this Agreement, (vii) assist in the execution of a parallel operation, data migration and testing process until the successful completion of the transition of the Affected Services to CoreLogic or its designee(s), (viii) create and provide copies of the CoreLogic Data related to the Affected Services in the format and on the media reasonably requested by CoreLogic, another Eligible Recipient and/or their designee(s), (ix) provide a complete and up-to-date, electronic copy of the Policy and Procedures Manual and any applicable business processes, work instructions and work procedures, in each case in the format and on the media reasonably requested by CoreLogic, and (x) provide other technical assistance requested by CoreLogic that is reasonably related to the disengagement with respect to the Affected Services. With respect to any designee of an Eligible Recipient as contemplated in this Section 20.8(b)(1), CoreLogic agrees to (i) cause the applicable Eligible Recipient to execute an agreement (or confirm that such an agreement as been executed) with such designee that includes confidentiality terms at least as protective as the confidentiality terms contained herein governing CoreLogic’s use of Supplier’s Confidential Information and (ii) provide written confirmation to Supplier that such agreement has been executed between such Eligible Recipient and the applicable designee.

Appears in 1 contract

Samples: Master Services Agreement (Corelogic, Inc.)

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General Support. To the extent requested by CoreLogicAscension Health, Supplier shall (i) assist CoreLogic Ascension Health, the applicable Eligible Recipient or its their designee(s) in developing a written disengagement plan (“Disengagement Plan”) to effect the disengagement, (ii) perform programming and consulting services to assist in implementing the Disengagement Plan, (iii) train personnel designated by CoreLogic Ascension Health, the applicable Eligible Recipient or its their designee(s) in the use of any business processes, work instructions and work procedures and if applicable, if the Eligible Recipient elects to in-source functions and license the RC Tools then Supplier will train the Eligible Recipient personnel on use of the RC Tools and any associated business processes and any Equipment, Software, Systems, Materials and tools used in connection with the performance of the Affected Services and to which CoreLogic or an Eligible Recipient has license rights following the termination or expiration of the Affected Services, (iv) catalog all business processes, work instructions, work proceduresEligible Recipient policies and procedures affecting the Services, Software, CoreLogic Ascension Health Data, Equipment, Materials, Third Party Contracts and tools used to provide the Affected Services, (v) provide machine readable and printed listings and associated documentation for *** source code for Software owned by any Eligible Recipient and *** source code to which any Eligible Recipient is entitled under this Agreement or the applicable Supplement and assist in its re-configuration, (vi) provide technical documentation for Software used by Supplier to provide the Affected Services and to which CoreLogic or the Eligible Recipients has rights following the termination or expiration of this Agreement, (vii) assist in the execution of a parallel operation, data migration and testing process until the successful completion of the transition of the Affected Services to CoreLogic Ascension Health, another Eligible Recipient or its their designee(s), (viiivii) create and provide copies of the CoreLogic Ascension Health Data related to the Affected Services in the format and on the media reasonably requested by CoreLogicAscension Health, another Eligible Recipient and/or their designee(s), (ixviii) provide a complete and up-to-to- date, electronic copy of the Policy and Procedures Manual and any applicable business processes, work instructions and work procedures, in each case procedures in the format and on the media reasonably requested by CoreLogicAscension Health, and (xix) provide other technical assistance requested by CoreLogic Ascension Health that is reasonably related to the disengagement with respect to the Affected Services. With respect to any designee of an Eligible Recipient as contemplated in this Section 20.8(b)(1(2), CoreLogic agrees to (i) cause the applicable Eligible Recipient to execute an agreement (or confirm that such an agreement as been executed) with such designee that includes confidentiality terms at least as protective as the confidentiality terms contained herein governing CoreLogic’s use of Supplier’s Confidential Information and (ii) provide written confirmation to Supplier that such agreement has been executed between such Eligible Recipient and the applicable designee.

Appears in 1 contract

Samples: Master Professional Services Agreement (Accretive Health, Inc.)

General Support. To the extent requested by CoreLogicSears, Supplier CSC shall (i) assist CoreLogic or its designee(s) Sears in developing a written disengagement transition plan for the transition of the Services to the Eligible Recipients, which plan shall include (“Disengagement Plan”as requested by Sears) capacity planning, facilities planning, human resources planning, telecommunications planning and other planning necessary to effect the disengagementtransition, (ii) perform programming and consulting services as requested to assist in implementing the Disengagement Plantransition plan, (iii) train personnel Personnel designated by CoreLogic or its designee(s) Sears in the use of any business processes, work instructions and work procedures and any Equipment, Software, Systems, Materials and or tools used in connection with the performance provision of the Affected Services and to which CoreLogic or an Eligible Recipient has license rights following the termination or expiration of the Affected Services, (iv) catalog all business processes, work instructions, work procedures, Software, CoreLogic Sears Data, Equipment, Materials, Third Party Contracts and tools used to provide the Affected Services, (v) provide machine readable and printed listings and associated documentation for *** source code for Software owned by any Eligible Recipient Sears and *** source code to which any Eligible Recipient Sears is otherwise entitled under this Agreement or the applicable Supplement and assist in its re-configuration, (vi) provide technical documentation analyze and report on the space required for the Sears Data and the Software used by Supplier needed to provide the Affected Services and to which CoreLogic or the Eligible Recipients has rights following the termination or expiration of this AgreementServices, (vii) assist in the execution of a parallel operation, data migration and testing process until the successful completion of the transition of to the Affected Services to CoreLogic or its designee(s)Eligible Recipients has been successfully completed, (viii) create and provide copies of the CoreLogic Sears Data related to the Affected Services in the format and on the media reasonably requested by CoreLogic, another Eligible Recipient and/or their designee(s)Sears, (ix) provide a complete and up-to-date, electronic copy of Table of Contents the Policy and Operational Procedures Manual and any applicable business processes, work instructions and work procedures, in each case in the format and on the media reasonably requested by CoreLogicSears, and (x) provide other technical assistance as requested by CoreLogic that is reasonably Sears, (xi) provide Sears with information related to the disengagement with respect Services that Sears reasonably requests during any Exhibit Term to enable Sears to draft requests for proposal relating to the Affected Services. With respect to any designee of an Eligible Recipient as contemplated in this Section 20.8(b)(1), CoreLogic agrees to (i) cause the applicable Eligible Recipient to execute an agreement (or confirm that such an agreement as been executed) with such designee that includes confidentiality terms at least as protective as the confidentiality terms contained herein governing CoreLogic’s use of Supplier’s Confidential Information and (iixii) at Sears’ request, provide written confirmation due diligence information to Supplier that recipients of such agreement has been executed between requests for proposal. CSC may or may not be a recipient of any such Eligible Recipient and the applicable designeerequests for proposal.

Appears in 1 contract

Samples: Master Services Agreement (Sears Roebuck & Co)

General Support. To Supplier shall, to the extent requested by CoreLogicapplicable, Supplier shall (i) assist CoreLogic or its Hercules, an Eligible Recipient and/or their designee(s) in developing a written disengagement transition plan for the transition of the Services to Hercules, such Eligible Recipient, or their designee(s), which plan shall include (“Disengagement Plan”as requested by Hercules) capacity planning, business process planning, facilities planning, human resources planning, technology planning, telecommunications planning and other planning necessary to effect the disengagementtransition, (ii) perform programming and consulting services as requested to assist in implementing the Disengagement Plantransition plan, (iii) train personnel designated by CoreLogic Hercules, an Eligible Recipient or its their designee(s) in the use of any business processes, work instructions and work procedures and THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [******] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. any Equipment, Software, Systems, Materials and tools used in connection with the performance provision of the Affected Services and to which CoreLogic or an Eligible Recipient has license rights following the termination or expiration of the Affected Services, (iv) catalog all business processes, work instructions, work procedures, Software, CoreLogic Hercules Data, Equipment, Materials, Third Party Contracts and tools used to provide the Affected Services, (v) provide machine readable and printed listings and associated documentation for *** source code for Software owned by any Eligible Recipient Hercules and *** source code to which any Eligible Recipient Hercules is entitled under this Agreement or the applicable Supplement and assist in its re-configuration, (vi) provide technical documentation analyze and report on the space required for the Hercules Data and the Software used by Supplier needed to provide the Affected Services and to which CoreLogic or the Eligible Recipients has rights following the termination or expiration of this AgreementServices, (vii) assist in the execution of a parallel operation, data migration and testing process until the successful completion of the transition of the Affected Services to CoreLogic Hercules, an Eligible Recipient or its their designee(s), (viii) create and provide copies of the CoreLogic Hercules Data related to the Affected Services in the format and on the media reasonably requested by CoreLogicHercules, another an Eligible Recipient and/or or their designee(s), (ix) provide a complete and up-to-date, electronic copy of the Policy and Procedures Manual and any applicable business processes, work instructions and work procedures, in each case procedures in the format and on the media reasonably requested by CoreLogicHercules, an Eligible Recipient or their designee(s) and (x) provide other technical assistance as requested by CoreLogic that is reasonably related to the disengagement with respect to the Affected Services. With respect to any designee of Hercules, an Eligible Recipient as contemplated in this Section 20.8(b)(1or their designee(s), CoreLogic agrees to (i) cause the applicable Eligible Recipient to execute an agreement (or confirm that such an agreement as been executed) with such designee that includes confidentiality terms at least as protective as the confidentiality terms contained herein governing CoreLogic’s use of Supplier’s Confidential Information and (ii) provide written confirmation to Supplier that such agreement has been executed between such Eligible Recipient and the applicable designee.

Appears in 1 contract

Samples: Master Professional Services Agreement (Hercules Inc)

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General Support. To the extent requested by CoreLogicSears, Supplier CSC shall (i) assist CoreLogic or its designee(s) Sears in developing a written disengagement transition plan for the transition of the Services to the Eligible Recipients, which plan shall include (“Disengagement Plan”as requested by Sears) capacity planning, facilities planning, human resources planning, telecommunications planning and other planning necessary to effect the disengagementtransition, (ii) perform programming and consulting services as requested to assist in implementing the Disengagement Plantransition plan, (iii) train personnel Personnel designated by CoreLogic or its designee(s) Sears in the use of any business processes, work instructions and work procedures and any Equipment, Software, Systems, Materials and or tools used in connection with the performance provision of the Affected Services and to which CoreLogic or an Eligible Recipient has license rights following the termination or expiration of the Affected Services, (iv) catalog all business processes, work instructions, work procedures, Software, CoreLogic Sears Data, Equipment, Materials, Third Party Contracts and tools used to provide the Affected Services, (v) provide machine readable and printed listings and associated documentation for *** source code for Software owned by any Eligible Recipient Sears and *** source code to which any Eligible Recipient Sears is otherwise entitled under this Agreement or the applicable Supplement and assist in its re-configuration, (vi) provide technical documentation analyze and report on the space required for the Sears Data and the Software used by Supplier needed to provide the Affected Services and to which CoreLogic or the Eligible Recipients has rights following the termination or expiration of this AgreementServices, (vii) assist in the execution of a parallel operation, data migration and testing process until the successful completion of the transition of to the Affected Services to CoreLogic or its designee(s)Eligible Recipients has been successfully completed, (viii) create and provide copies of the CoreLogic Sears Data related to the Affected Services in the format and on the media reasonably requested by CoreLogic, another Eligible Recipient and/or their designee(s)Sears, (ix) provide a complete and up-to-date, electronic copy of the Policy and Operational Procedures Manual and any applicable business processes, work instructions and work procedures, in each case in the format and on the media reasonably requested by CoreLogicSears, and (x) provide other technical assistance as requested by CoreLogic that is reasonably Sears, (xi) provide Sears with information related to the disengagement with respect Services that Sears reasonably requests during any Exhibit Term to enable Sears to draft requests for proposal relating to the Affected Services. With respect to any designee of an Eligible Recipient as contemplated in this Section 20.8(b)(1), CoreLogic agrees to (i) cause the applicable Eligible Recipient to execute an agreement (or confirm that such an agreement as been executed) with such designee that includes confidentiality terms at least as protective as the confidentiality terms contained herein governing CoreLogic’s use of Supplier’s Confidential Information and (iixii) at Sears’ request, provide written confirmation due diligence information to Supplier that recipients of such agreement has been executed between requests for proposal. CSC may or may not be a recipient of any such Eligible Recipient and the applicable designeerequests for proposal.

Appears in 1 contract

Samples: Master Services Agreement (Sears Roebuck & Co)

General Support. To the extent requested by CoreLogicAscension Health, Supplier shall (i) assist CoreLogic Ascension Health, the applicable Eligible Recipient or its their designee(s) in developing a written disengagement plan (“Disengagement Plan”) to effect the disengagement, (ii) perform programming and consulting services to assist in implementing the Disengagement Plan, (iii) train personnel designated by CoreLogic Ascension Health, the applicable Eligible Recipient or its their designee(s) in the use of any business processes, work instructions and work procedures and if applicable, if the Eligible Recipient elects to in-source functions and license the RC Tools then Supplier will train the Eligible Recipient personnel on use of the RC Tools and any associated business processes and any Equipment, Software, Systems, Materials and tools used in connection with the performance of the Affected Services and to which CoreLogic or an Eligible Recipient has license rights following the termination or expiration of the Affected Services, (iv) catalog all business processes, work instructions, work proceduresEligible Recipient policies and procedures affecting the Services, Software, CoreLogic Ascension Health Data, Equipment, Materials, Third Party Contracts and tools used to provide the Affected Services, (v) provide machine readable and printed listings and associated documentation for *** source code for Software owned by any Eligible Recipient and *** source code to which any Eligible Recipient is entitled under this Agreement or the applicable Supplement and assist in its re-configuration, (vi) provide technical documentation for Software used by Supplier to provide the Affected Services and to which CoreLogic or the Eligible Recipients has rights following the termination or expiration of this Agreement, (vii) assist in the execution of a parallel operation, data migration and testing process until the successful completion of the transition of the Affected Services to CoreLogic Ascension Health, another Eligible Recipient or its their designee(s), (viiivii) create and provide copies of the CoreLogic Ascension Health Data related to the Affected Services in the format and on the media reasonably requested by CoreLogicAscension Health, another Eligible Recipient and/or their designee(s), (ixviii) provide a complete and up-to-date, electronic copy of the Policy and Procedures Manual and any applicable business processes, work instructions and work procedures, in each case procedures in the format and on the media reasonably requested by CoreLogicAscension Health, and (xix) provide other technical assistance requested by CoreLogic Ascension Health that is reasonably related to the disengagement with respect to the Affected Services. With respect to any designee of an Eligible Recipient as contemplated in this Section 20.8(b)(1), CoreLogic agrees to (i) cause the applicable Eligible Recipient to execute an agreement (or confirm that such an agreement as been executed) with such designee that includes confidentiality terms at least as protective as the confidentiality terms contained herein governing CoreLogic’s use of Supplier’s Confidential Information and (ii) provide written confirmation to Supplier that such agreement has been executed between such Eligible Recipient and the applicable designee.

Appears in 1 contract

Samples: Master Professional Services Agreement (Accretive Health, Inc.)

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