Common use of Legal Process; Complaints Clause in Contracts

Legal Process; Complaints. (1) If Voya notifies BNY Mellon that any of the information of or relating to Voya or its business, employees, vendors, customers or subscribers (“Covered Data”) in BNY Mellon’s possession or control may be subject to future discovery due to the reasonable anticipation of litigation or otherwise, then BNY Mellon shall implement, within a reasonable time period, measures to preserve the Covered Data in accordance with the processes and policies that BNY Mellon employs for its data in response to anticipated litigation. To the extent operationally practicable and in BNY Mellon’s reasonable discretion, BNY Mellon will fulfill any additional requests by Voya with respect to preserving Covered Data. At Voya’s reasonable request, BNY Mellon shall provide a written description of the preservation efforts undertaken pursuant to this Section and comply with subpoenas related to BNY Mellon’s Covered Data preservation efforts. (2) If BNY Mellon receives actual notice of a complaint, subpoena, document request, investigatory demand or other judicial, regulatory or governmental process seeking disclosure of Covered Data (a “Complaint”), then BNY Mellon shall promptly, unless legally prohibited from doing so, notify Voya of such Complaint and provide Voya with all documentation in BNY Mellon’s possession related thereto. BNY Mellon shall not provide any Covered Data or information about the Covered Data in response to a Complaint unless and until either (a) Voya consents in writing or (b) BNY Mellon is ordered to do so by a court of competent jurisdiction after Voya has had, if not legally prohibited, an opportunity to contest any discovery request related to a Complaint in the applicable court of law. BNY Mellon shall cooperate with Voya in the filing of any objection, motion to quash or similar effort to limit or block any such discovery request; provided that as part of such cooperation, BNY Mellon is not obligated under this Section to pay any fees to outside counsel engaged by Voya, subject to any applicable indemnification obligations set forth in Article 15. (3) After receiving a request from Voya to provide Voya with the extracted copies of Covered Data that is subject to a Complaint, BNY Mellon will produce the specifically identified Covered Data to Voya within a reasonable time period for the type of Covered Data requested.