Improved Technology. BNY Mellon shall: (1) jointly with Voya, identify cost-efficient methods to implement technology changes and proven methodologies and implement such changes and methodologies in accordance with the Change Procedures; (2) use commercially reasonable efforts to maintain a level of technology, in a manner consistent with other top-tier fund administration or business process outsourcing service providers; and (3) as part of the Executive Committee meetings conducted in accordance with Exhibit 5, meet with Voya to discuss any new information processing technology or business process that BNY Mellon is developing or technology or process trends and directions of which BNY Mellon is otherwise aware that could reasonably be expected to have an impact on Voya’s business. To the extent that BNY Mellon establishes an advisory board or other group for the purpose of evaluating and setting policy with regard to then-existing technology and available upgrades applicable to BNY Mellon’s services and such advisory board or other group includes client representatives, BNY Mellon will permit Voya to have at least one representative (to be selected by Voya) on such advisory board or other group, provided that such obligation will not require BNY Mellon to add additional Voya representatives to such board or other group if a Voya or a Voya Affiliate personnel already represents Voya or a Voya Affiliate on such board or other group.
Improved Technology. The SI shall also propose Updates to maintain the currency of the applicable NFPS Software and to take advantage of software engineering and other relevant developments.
Improved Technology. In providing technology and the Services to EMW, IBM shall (1) jointly with a EMW's designee and in accordance with the Procedures Manual, identify the least cost/highest benefit methods to implement technology changes and proven methodologies and, upon EMW's approval, implement technology changes and proven methodologies, (2) at EMW's request, inform EMW about the Improved Technology for EMW's evaluation in connection with the Services and (3) at EMW's request, meet with EMW once during every 60 day period in accordance with the Procedures Manual to inform EMW of any new technology relating to the Services which IBM is developing or of which IBM is otherwise aware that could reasonably be expected to have an impact on EMW's business.
Improved Technology. 10 3.9 Changes in Law and Regulations .......................................10 3.10 TechnicalStandards ...................................................11 3.11
Improved Technology. As part of the Services, Perot Systems shall provide CalPX with information about, anx xxxommendations regarding, information technology developments that could reasonably be expected to have a favorable impact on CalPXs information technology operations for CalPXs consideration and evaluation, including information regarding any new information technology developments that are not subject to third party confidentiality restrictions made generally available by Perot Systems for use by Perot Systems' customers. In additixx, Xerot Systems shall mxxx xith CalPX at least twice per year xxxxxg the Term to inform CalPX of any new information technology developments that are not subject to third party confidentiality restrictions which Perot Systems is developing and any appropriate information xxxxxssing trends and directions of which Perot Systems is aware.
Improved Technology. Throughout the Term, Supplier shall: (a) maintain a level of technology used to provide the Services that (i) allows the PacifiCare Entities to take advantage of technological advances in order to remain competitive in the markets that the PacifiCare Entities serve, (ii) is at least current with the level of technology that Supplier uses in providing services to its other customers who receive services comparable to the Services, and (iii) is at least current with the level of technology generally adopted from time to time in the PacifiCare Entities' industries; provided that Supplier can maintain such level of technology through technology and resources available to Supplier that do not require a level of investment not otherwise made or contemplated by Supplier in providing services to similarly situated customers; (b) jointly, with PacifiCare, on an ongoing basis identify and evaluate the least cost/highest benefit methods to implement technology advancements and improved methodologies and processes that represent advancements, improved methods, and processes in addition to the level of technology evolution, advancement and improvement otherwise contemplated by this Agreement ("IMPROVED TECHNOLOGY"); (c) implement such Improved Technology after obtaining PacifiCare's consent thereto (implementation of which may be effectuated pursuant to Section 5.1, as agreed by the Parties); and (d) meet with PacifiCare, upon PacifiCare's request and at least once during every ninety (90)-day period, in accordance with the procedures agreed upon by the PacifiCare Supplier Relationship Manager and the Supplier Client Relationship Manager to inform PacifiCare of any new information technology Supplier is developing or information technology trends and directions that Supplier, in the ordinary course of its business, is aware of and that could reasonably be expected to have an impact on the PacifiCare Entities' business, taking into consideration the PacifiCare Entities' use of the Services.
Improved Technology. In providing the Services to Advanta, Supplier shall: (i) determine the commercially reasonable least cost/highest benefit methods to implement technological changes; (ii) maintain a level of technology, for technology provided by Supplier, that allows Advanta to take advantage of technological advances in order to remain competitive in Advanta’s business and the markets in which Advanta operates subject to Article 16; (iii) identify Improved Technology to the Steering Committee for its evaluation in connection with the Services, and provide sufficient information to enable the Steering Committee to conduct such evaluation; (iv) identify emerging risks and threats to the security of Advanta’s Confidential Information or the performance of the Services and identify technological, procedural or other solutions to protect against or mitigate such risks and threats; and (v) meet with the program manager appointed by Advanta (the “Advanta General Program Manager”), at Advanta’s request, to inform Advanta of any Improved Technology or new information processing technology Supplier is developing, or information processing trends and directions of which Supplier is otherwise aware, that could reasonably be expected to have an impact on Advanta’s business. In the event there is a shift in the risks and threats faced by Advanta or the technology used in Advanta’s business that affects or might reasonably affect the Services, at Advanta’s request and to the extent such shift is not otherwise addressed in this Agreement, the Parties shall negotiate in good faith to address the effect, if any, of such shift on the Services and Fees. ****** — Denotes material that has been omitted and filed separately with the Commission.
Improved Technology. In providing the Services to Chordiant, at no additional cost and in addition to the Supplier’s obligations set forth in Exhibit 14, Supplier shall: (a) actively seek and identify opportunities to implement new technologies and methodologies advantageous to Chordiant’s business operations and, upon Chordiant’s approval, implement such technologies and methodologies; (b) maintain a level of technology used to provide the Services that (i) allows Chordiant to take advantage of technological advances in order to remain competitive, (ii) is at least current with the level of technology that Supplier uses in providing services to its other customers, and (iii) is at least current with the level of technology generally adopted from time to time in Chordiant’s industry (provided that the foregoing clause does not [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.
Improved Technology. Fiserv shall use reasonable efforts to provide Northern Trust access to, for Northern Trust’s evaluation and acceptance testing, new information technology developments relating to the financial and information services industries or to any Designated Services (“Improved Technology”), provided, that such access is not inconsistent with Fiserv’s obligations of confidentiality to any unaffiliated third party. All costs, fees and expenses associated with such evaluation and testing shall be borne by the parties as mutually agreed by the parties hereto. Fiserv shall use reasonable efforts to adopt and implement at its cost any Improved Technology that becomes the industry standard for leading technology banking service institutions serving the large corporate market. In addition, to the extent not inconsistent with Fiserv’s obligations of confidentiality to any unaffiliated third party, Fiserv shall meet with Northern Trust at least once each Contract Year to inform Northern Trust of any Improved Technology related to any item or information processing or imaging technology Fiserv is developing, or is considering developing, or is otherwise aware of, that relates to either the financial or information services industries or to any Designated Services. Except as otherwise mutually agreed by the parties hereto, Fiserv covenants and agrees (1) that any and all third-party software used by Fiserv to provide the Designated Services shall never be more than one version behind the then-current release of such third-party software available in the marketplace, and (2) that the same software shall be used at each Service Location. Each quarter, Fiserv shall obtain an update from its software vendors that identifies the current released version of third-party software used by Fiserv to provide the Designated Services and such updates shall be discussed in the monthly management meetings described in Exhibit 9.
Improved Technology. 4 3.3 Governmental Approvals; Changes in Laws........................................... 4 3.4
