Common use of Procedures Manual Clause in Contracts

Procedures Manual. (a) An SOW may specify that Acxiom shall develop, establish, maintain, and comply with a procedure manual (the “Procedures Manual”) for the Services provided under such SOW. D&B’s rights to use such Procedures Manual are as provided in Section 8.9 above. The Procedures Manual shall be suitable for use by D&B to understand the Services under the applicable SOW and shall describe: (i) how Acxiom shall perform and deliver the Services under this the applicable SOW; (ii) the Equipment and Software being used, and the documentation (e.g., operations manuals, user guides, specifications) which provides further details of such activities; (iii) the activities Acxiom proposes to undertake in order to provide the Services, including those direction, supervision, monitoring, staffing, reporting, planning and oversight activities normally undertaken to provide services of the type Acxiom is to provide hereunder; (iv) descriptions of the acceptance testing and quality assurance procedures approved by D&B; and (v) Acxiom’s problem management and escalation procedures, and the other standards and procedures of Acxiom pertinent to D&B’s interaction with Acxiom in obtaining the Services. (b) Acxiom shall periodically update each Procedures Manual to reflect changes in the operations or procedures described therein. Updates of the Procedures Manuals shall be provided to D&B for review, comment, and approval. Acxiom shall perform the Services in accordance with the Procedures Manuals. The Procedures Manuals shall not be used to amend this Agreement. If there is a conflict between the provisions of this Agreement and the Procedures Manual, the provisions of this Agreement shall control. D&B/Acxiom Confidential Information -43-

Procedures Manual. (a) An SOW may specify that Acxiom shall developEach EDS Provider shall, establish[*****] after the Effective Date applicable to it, maintain, deliver to Coors for review and comply with comment a procedure draft of a manual (the each a “Procedures Manual”) for describing in detail how such EDS Provider shall perform the Services provided under to be performed by such SOW. D&B’s rights to use such Procedures Manual are as provided in Section 8.9 above. The Procedures Manual shall be suitable for use by D&B to understand the Services under the applicable SOW and shall describe: (i) how Acxiom shall perform and deliver the Services under this the applicable SOW; (ii) EDS Provider, the Equipment and Software being usedused to provide the Services, and the documentation (e.g., such as operations manuals, user guides, specificationsand forms of Service Level reports and requests for approvals or information) which provides further details of information regarding the Services, and the interfaces between such activities; (iii) EDS Provider and its corresponding Coors Recipient and Coors. Such Procedures Manual shall describe the activities Acxiom such EDS Provider proposes to undertake in order to provide the Services, including including, where appropriate, those direction, supervision, monitoring, quality assurance, staffing, reporting, planning and oversight activities normally undertaken to at facilities that provide services of the type Acxiom is to such EDS Provider shall provide hereunder; (iv) descriptions of the under this Agreement, and further including acceptance testing and quality assurance procedures approved by D&B; and Coors. Such EDS Provider shall incorporate any reasonable comments and suggestions made by Coors [*****] Coors’ receipt of such EDS Provider’s draft of its Procedures Manual and shall deliver a revised Procedures Manual to Coors [*****] after the Effective Date applicable to it. Such EDS Provider’s final Procedures Manual shall be subject to Coors’ approval. Notwithstanding the provisions of subsection (vb) Acxiom’s problem management below, the timeframes in this subsection (a) shall also be applicable to the revisions of the EDS/Coors Procedures Manual necessary as a result of the execution of the Local Country Agreement between EDS-UK and escalation procedures, CBL and the other standards and procedures migration of Acxiom pertinent the Coors Help Desk from the Sacramento Data Center to D&B’s interaction with Acxiom in obtaining the ServicesNew Zealand. (b) Acxiom The EDS Providers shall periodically update each their respective Procedures Manual Manuals throughout the Term (including, if necessary, within thirty (30) days following the execution by another EDS Provider of a Local Country Agreement) to reflect changes in the operations or Services and the procedures described thereinand resources used to provide the Services (including, for purposes of clarity, any changes an EDS Provider is required to make to its provision of the Services as a result of another EDS Provider’s execution of a Local Country Agreement). Each EDS Provider shall also update its Procedures Manual within thirty (30) days of its receipt of a request to do so from Coors, to address the matters identified in Coors’ request. Updates of to the Procedures Manuals shall also be provided to D&B Coors for review, comment, comment and approval. Acxiom . (c) Each EDS Provider shall perform the Services in accordance with its then-existing Procedures Manual. In the Procedures Manuals. The Procedures Manuals shall not be used to amend this Agreement. If there is event of a conflict between the provisions of this Agreement and the a Procedures Manual, the provisions of this Agreement shall control. D&B/Acxiom Confidential Information -43-.

Procedures Manual. (a) An SOW may specify that Acxiom Ensono shall develop, establish, maintain, and comply with a procedure manual (the “Procedures Manual”) for the Services provided under such SOW. D&B’s rights to use such Procedures Manual are as provided in Section 8.9 8.10 above. The Procedures Manual shall be suitable for use by D&B to understand the Services under the applicable SOW and shall describe: (i) how Acxiom Ensono shall perform and deliver the Services under this the applicable SOW; (ii) the Equipment and Software being used, and the documentation (e.g., operations manuals, user guides, specifications) which provides further details of such activities; (iii) the activities Acxiom Ensono proposes to undertake in order to provide the Services, including those direction, supervision, monitoring, staffing, reporting, planning and oversight activities normally undertaken to provide services of the type Acxiom Ensono is to provide hereunder; (iv) descriptions of the acceptance testing and quality assurance procedures approved by D&B; and (v) AcxiomEnsono’s problem management and escalation procedures, and the other standards and procedures of Acxiom Ensono pertinent to D&B’s interaction with Acxiom Ensono in obtaining the Services. (b) Acxiom Ensono shall periodically update each Procedures Manual to reflect changes in the operations or procedures described therein. Updates of the Procedures Manuals shall be provided to D&B for review, comment, and approval. Acxiom Ensono shall perform the Services in accordance with the Procedures Manuals. The Procedures Manuals shall not be used to amend this Agreement. If there is a conflict between the provisions of this Agreement and the Procedures Manual, the provisions of this Agreement shall control. D&B/Acxiom Confidential Information -43-.

Procedures Manual. (a) An SOW may specify that Acxiom Within thirty (30) days after the commencement of Services under any Service Agreement or within such other time period specified in the applicable Service Agreement in cases where no existing procedures manual can be provided to Supplier by Advantica, Supplier shall develop, establish, maintain, deliver to Advantica for review and comply with comment a procedure draft of a manual (the “"Procedures Manual”") for the Services provided under such SOW. D&B’s rights to use such Procedures Manual are as provided describing in Section 8.9 above. The Procedures Manual shall be suitable for use by D&B to understand the Services under the applicable SOW and shall describe: (i) detail how Acxiom Supplier shall perform and deliver the Services under this the applicable SOW; (ii) Services, the Equipment and Software being usedused to provide the Services, and the documentation (e.g.such as, for example, operations manuals, user guides, specificationsforms of Service Level reports, call lists, escalation procedures, emergency procedures, and requests for approvals or information) which provides further details of such activities; (iii) information regarding the Services. The Procedures Manual shall describe the activities Acxiom Supplier proposes to undertake in order to provide the Services, including including, where appropriate, those direction, supervision, monitoring, quality assurance, staffing, reporting, planning and oversight overseeing activities normally undertaken to at facilities that provide services of the type Acxiom is to Supplier shall provide hereunder; (iv) descriptions of the under this Agreement, and further including acceptance testing and quality assurance procedures approved by D&B; and Advantica. The Procedures Manual shall be based on the Advantica procedures manual in use immediately before the commencement of Services under such Service Agreement if such procedures manual exists and can be provided by Advantica. Supplier shall incorporate any reasonable comments and suggestions made by Advantica and shall deliver a revised Procedures Manual within fifteen (v15) Acxiom’s problem management and escalation procedures, and the other standards and procedures days after receipt of Acxiom pertinent Advantica's comments. The final Procedures Manual shall be subject to D&B’s interaction with Acxiom in obtaining the ServicesAdvantica's approval. (b) Acxiom Supplier shall periodically update each the Procedures Manual throughout the applicable Service Agreement Term to reflect changes in the operations or Services and the procedures described thereinand resources used to provide the Services. Updates to the Procedures Manual shall also be provided to Advantica for review, comment and approval. Supplier shall update and deliver to Advantica for approval portions of the Procedures Manuals shall be provided Manual relating to D&B for review, comment, and approval. Acxiom any material operational change in the Services within fifteen (15) days of such change. (c) Supplier shall perform the Services in accordance with the then-current version of the Procedures ManualsManual. The Procedures Manuals Manual shall be for operational purposes only, and shall not be used to amend this Agreementconstitute a contractual document. If there is Accordingly, in the event of a conflict between the provisions of this Agreement and the a Procedures Manual, the provisions of this Agreement shall control. D&B/Acxiom Confidential Information -43-, and Advantica's acceptance of the Procedures Manual shall not be deemed a waiver of any rights of Advantica.