MASTER SERVICES AGREEMENT

CONFIDENTIAL
EXECUTION VERSION

Exhibit 10.25

MASTER SERVICES AGREEMENT

BY AND BETWEEN

LEVI XXXXXXX & CO.

AND

WIPRO LIMITED

NOVEMBER 7, 2014

EXHIBIT 2
DESCRIPTION OF SERVICES

CONFIDENTIAL
EXECUTION VERSION

TABLE OF CONTENTS

1.	Introduction		1
	1.1	Purpose	1
	1.2	References	1
	1.3	Definitions	1
2.	Services		2
	2.1	Overview	2
	2.2	Charges	2
	2.3	Operations Manual	2
	2.4	Service Categories	2
	2.5	Provision of Services	3
	2.6	Service Delivery Practices	3
3.	Equipment and Third Party Agreements		3
	3.1	Managed Agreements	3
	3.2	Assigned Agreements	4
4.	Evolution		4
	4.1	Service Delivery	4
	4.2	Periodic Review	5
	4.3	Support of Evolution	5
5.	Projects		5
	5.1	Projects	5
	5.2	Work Order	5
	5.3	Critical Deliverables	6
	5.4	Change Orders	6
	5.5	Reprioritization and Cacellation	6
6.	Finance Services - Undertakings		7
	6.1	Debt and Other Covenants	7

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EXECUTION VERSION

1. INTRODUCTION.

1.1 Purpose. This Exhibit describes the Services to be performed for LS&Co. by Supplier pursuant to the Agreement.

1.2 References. References to an Attachment, Appendix, Section or Article shall be to such Attachment or Appendix to, or Section or Article of, this Exhibit unless otherwise provided. A reference to Exhibit includes a reference to the Attachments and Appendices attached hereto.

1.3 Definitions. As used in this Exhibit, capitalized terms shall have the meanings set forth in Exhibit 1. Other terms used in this Exhibit are defined where they are used and have the meanings there indicated. The following terms shall have the meaning set out below:

(a) “Assigned Agreements” means the third party agreements, if any, that the Parties agree are to be assigned to Supplier in connection with the Agreement. As of the Effective Date, there are no Assigned Agreements.

(b) “Assignment Date” has the meaning given in Section 3.2.

(c) “Critical Deliverable” has the meaning given in Section 5.3.

(d) “Deliverable” means a deliverable (including any material, document, information or data) to be provided to LS&Co. by Supplier pursuant to the Agreement, including anything that is specified as such in a Work Order, the Transition Plan, a New Services Proposal or elsewhere in the Agreement. A Deliverable may include software, documentation, manuals, instructions, specifications and requirements or project plans. For clarity, for any Deliverable that consists of Software, Supplier shall provide as part of such Deliverable all source code and Documentation related to such Software unless expressly specified otherwise by the Parties.

(e) “Deliverable Credit” means a credit applied against the Charges as a result of Supplier’s failure to meet a Milestone, which credit is specified in the Work Orders.

(f) “Managed Agreement” means the third party agreements, if any, that the Parties agree are to be managed by Supplier pursuant to the Agreement. As of the Effective Date, there are no Managed Agreements.

(g) “Managed Agreement Invoice” means any invoice submitted by third parties in connection with the Managed Agreements.

(h) “Undertakings” has the meaning given in Section 6.1.

(i) “Work Order” means a document (substantially in a form and format acceptable to LS&Co.) that authorizes Supplier’s performance of the services, tasks and responsibilities for a Project. A Work Order shall specify the business

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requirements of LS&Co., the services, tasks and responsibilities to be performed by Supplier, each Deliverable and its associated milestone and Deliverable Credit, the Charges to be paid by LS&Co. for Supplier’s completion of the Project and such other items required by LS&Co.

2. SERVICES.

2.1 Overview. This Exhibit describes the Services to be performed for LS&Co. by Supplier pursuant to the Agreement.

2.2 Charges. Supplier shall be responsible for providing the personnel and other resources necessary to provide the Services, and provide all of the Services within the Base Charges, as such may be varied in accordance with Exhibit 4.

2.3 Operations Manual. Supplier shall be responsible for developing and maintaining the Operations Manual. Supplier shall update the Operations Manual (and provide LS&Co. with a copy of such updated manual) to reflect any changes to the content of the Operations Manual, including changes to the Services and Supplier’s operations. The Operations Manual shall include: (a) a detailed description of how Supplier will perform and deliver the Services, including describing the activities to be performed; (b) a list, and description of, the Equipment and Software being used; (c) the policies and procedures applicable to the Services as well as the other standards and procedures of Supplier pertinent to LS&Co.’s interaction with Supplier in obtaining the Services; (d) reference links to configuration data relating to any supported Equipment; (e) the documentation (e.g., operations manuals, end user guides, specifications) which provide further details of all activities to be performed by Supplier with respect to Software and Equipment; (f) details on the direction, supervision, monitoring, staffing, reporting, planning and oversight activities normally undertaken to provide services of the type Supplier is to provide; (g) descriptions of any specific acceptance testing and quality assurance procedures approved by LS&Co.; and (h) the incident management, problem management and escalation procedures. The Operations Manual shall be suitable for use by the Service Recipients to understand and perform the Services. The Operations Manual shall be in an electronic format and available through a web interface to LS&Co. and all Supplier Staff.

2.4 Service Categories. For purposes of ease of organization and reference, the Services have been divided into multiple Service Categories under the Agreement. The Service Categories as of the Effective Date, and the Attachments which set forth the objectives of each Service Category and the Parties’ responsibilities under each Service Category, are set forth in the following table:

Attachment Reference #	Service Category
2.1	Human Resource Services
2.2	Finance Services
	Information Technology Services

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Attachment Reference #	Service Category
2.3.1	Network Services
2.3.2	Deskside Support Services
2.3.3	Cross-Functional Services
2.3.4	Server Operations Center Services
2.3.5	Service Desk Services
2.3.6	Global Information Security Services
2.3.7	IT Applications Services
2.3.8	Test Center of Excellence Services
2.4	Customer Service Services
2.5	Consumer Relations Services

2.5 Provision of Services. Supplier shall commence the provision of particular Services: (a) when the associated Transition Milestone identified in the Transition Plan has been completed; or, (b) for Services that are not directly associated with a Transition Milestone, upon the earlier of: (i) the completion of all Transition-related activities associated with the applicable Service Category; and (ii) the completion of the Transition.

2.6 Service Delivery Practices. Supplier shall implement, maintain and comply with the processes, practices, standards and methodologies applicable to each Service. Without limiting the foregoing, Supplier shall implement, maintain and comply with the specific processes, practices, standards and methodologies that are set out in or incorporated in a Statement of Work.

3. EQUIPMENT AND THIRD PARTY AGREEMENTS.

3.1 Managed Agreements. Supplier shall administer the Managed Agreements and related invoices as specified in this Section 3.1 and shall comply with all Applicable Terms. Supplier shall provide LS&Co. with reasonable notice of any renewal, termination or cancellation dates and fees with respect to the Managed Agreements. Supplier shall not renew, modify, terminate or cancel, or request or grant any consents or waivers under, any Managed Agreements without the consent of the LS&Co. Governance Executive. Any fees or charges or other liability or obligation imposed upon LS&Co. in connection with (a) any renewal, modification, termination, or cancellation of, or consent or waiver under, the Managed Agreements, obtained or given without LS&Co.’s consent as required under the foregoing sentence or (b) Supplier’s failure to comply with the Applicable Terms shall be paid or discharged, as applicable, by Supplier. Supplier shall: (x) receive all Managed Agreement Invoices; (y) review and seek correction of any errors in any such Managed Agreement Invoices in a timely manner; and (z) submit such Managed Agreement Invoices to LS&Co. within a reasonable period of time prior to the due date or, if a discount for payment is offered, the date on which LS&Co. may pay such Managed Agreement Invoice with a discount. LS&Co. shall pay the Managed Agreement Invoices received and approved by Supplier. LS&Co. shall only be responsible for payment of the Managed Agreement Invoices and shall not be responsible to Supplier for any management, administration or maintenance fees of Supplier in connection with the Managed

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Agreement Invoices. LS&Co. shall not be responsible for any late fees and other associated charges, including interest charges, with respect to the Managed Agreement Invoices if Supplier failed to submit the applicable Managed Agreement Invoices to LS&Co. for payment within a reasonable period of time prior to the date any such Managed Agreement Invoice is due, and in any case, no later than 10 business days prior to the due date of such Managed Agreement Invoice; provided however that where a Managed Agreement Invoice is provided to Supplier such that Supplier is unable to submit the Managed Agreement Invoice to LS&Co. at least 10 business days prior to the due date, Supplier’s obligation shall be to work diligently (i) to submit the invoice to LS&Co. as promptly as possible after receipt; and (ii) to obtain an extension to the due date of such Managed Agreement Invoice. If Supplier fails to submit a Managed Agreement Invoice to LS&Co. for payment in accordance with the preceding sentence, Supplier shall also be responsible for any discount not received with respect to such Managed Agreement Invoice. If Supplier fails to submit any Managed Agreement Invoice to LS&Co. for payment more than 60 days after Supplier’s receipt of such invoice, Supplier shall be responsible for payment of the entire amount of the invoice (less any amounts properly disputed by Supplier with respect to the Managed Agreement Invoice), including any late fees and other associated charges, including interest charges; provided that such 60-day period will be extended by the number of days taken by Supplier to have the third party correct any errors in a Managed Agreement Invoice or to resolve any dispute properly raised by Supplier with respect to that Managed Agreement Invoice; provided further, that in order to obtain such an extension, Supplier must work diligently in addressing any errors or disputes relating to that Managed Agreement Invoice.

3.2 Assigned Agreements. Supplier shall assume all responsibility (including all obligations and post-assignment liability) for each Assigned Agreement on and from the date that the Assigned Agreement is assigned to Supplier (“Assignment Date”). Supplier shall agree to be bound by the terms of such Assigned Agreement from and after the Assignment Date. Any modification, termination or cancellation fees or charges imposed upon LS&Co. in connection with any modification, termination or cancellation of, or consent or waiver under, an Assigned Agreement made by Supplier after the Assignment Date shall be paid by Supplier. If LS&Co. has prepaid any amounts under any Assigned Agreement which apply to obligations to be performed after the Assignment Date, Supplier shall reimburse or credit LS&Co. (at LS&Co.’s discretion) for such amounts on the first invoice provided by Supplier to LS&Co. after such amounts have been identified. Supplier shall, as of the Assignment Date, pay the invoices submitted by third parties in connection with each Assigned Agreement and shall thereafter be responsible for any late fees with respect to such third party invoices.

4. EVOLUTION.

4.1 Service Delivery. For each Service Category, Supplier shall: (a) perform the applicable Services using generally accepted processes and methods of service delivery and

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technology for services similar to such Services, as each of the foregoing is evolved, supplemented, modified or enhanced during the Term; and (b) with LS&Co.’s prior approval and without additional charge to LS&Co., improve and advance the quality, efficiency and effectiveness of the processes and methods of service delivery and technology to support LS&Co.’s efforts to maintain its competitiveness in the markets in which it competes and to keep pace with the advancements and improvements that occur during the Term, including adopting processes and methods of service delivery and technology that: (i) Supplier uses in providing such services to its other customers; (ii) are generally accepted in the industry applicable to such Services; or (iii) are generally adopted in LS&Co.’s industries during the Term.

4.2 Periodic Review. Supplier shall meet with LS&Co. periodically, at least once during every 180-day period or as otherwise requested by LS&Co., to inform LS&Co. of any new processes and methods of service delivery and technology Supplier is developing or processes and methods of service delivery and technology trends and directions of which Supplier is aware that could reasonably be expected to have an effect on LS&Co.’s business operations.

4.3 Support of Evolution. Supplier shall: (a) train Supplier Staff in new processes and methods of service delivery and technology used generally within Supplier’s organization or used generally within Supplier’s industry and approved by LS&Co. for use in the Services; (b) make investments in processes and methods of service delivery and technology to improve the quality, efficiency and effectiveness of the processes and methods of service delivery and technology and to support LS&Co.’s efforts to maintain its competitiveness in the markets in which it competes; (c) research and propose reasonable improvements to the Services, and the process and methods of service delivery and technology, to improve the quality, efficiency and effectiveness of the processes and methods of service delivery and technology and to support LS&Co.’s efforts to maintain its competitiveness in the markets in which it competes; (d) meet with LS&Co. periodically, at least once during every 180-day period or as otherwise requested by LS&Co., to inform LS&Co. of, and discuss with LS&Co., any new processes and methods of service delivery and technology that could be implemented to improve the quality, efficiency and effectiveness of the processes and methods of service delivery and technology and to support LS&Co.’s efforts to maintain its competitiveness in the markets in which it competes; and (e) permit LS&Co. to have at least one representative (selected by LS&Co.) on any advisory board or other group established by Supplier for the purpose of soliciting or obtaining customer input with regard to any investment in the processes and methods of service delivery and technology.

5. PROJECTS.

5.1 Projects. Supplier shall perform Projects as directed by LS&Co. and in accordance with the Agreement. From time to time, and at LS&Co.’s sole discretion, LS&Co. may request that Supplier perform a Project. LS&Co. may initiate such a request by submitting or otherwise communicating to Supplier the details of the Project and LS&Co.’s business requirements with respect to a Project.

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EXECUTION VERSION

5.2 Work Order. Upon LS&Co.’s request, Supplier shall, at no cost to LS&Co., prepare a draft Work Order in accordance with LS&Co.’s specified business requirements for LS&Co.’s review; provided however that Supplier may charge for the preparation of a Work Order where the LS&Co. Governance Executive and the Supplier Governance Executive agree in writing that Supplier may charge for the preparation of an identified Work Order. If revisions are required to a draft Work Order, Supplier shall make such revisions at no cost to LS&Co. and submit the revised Work Order to LS&Co. for review and approval. A Work Order shall become effective and binding on the Parties only after such Work Order has been executed by both the Parties and no work shall be commenced by Supplier on a Project prior to receipt of LS&Co.’s approval for such Project. Projects shall be performed on a fixed-price, time-and-materials or other basis, depending on the nature of the Project and the pricing structure agreed upon by the Parties in the Work Order. No Charges for a Project or expenses shall be payable by LS&Co. under a Work Order unless expressly agreed upon by LS&Co. pursuant to such Work Order. Supplier shall track the productive hours spent by Supplier Staff performing Project activities in accordance with an agreed upon time tracking policy so that LS&Co. can properly track productive hours spent by Supplier Staff. Any time or resources that Supplier Staff expend on the Services shall not be billed to LS&Co. as chargeable Project support.

5.3 Critical Deliverables. The Work Order shall specify the dates for completion of the milestones and Deliverables (each a “Critical Deliverable”). If Supplier fails to achieve any Critical Deliverable by the completion date specified for such Critical Deliverable in the Work Order, LS&Co. shall not be required to pay any portion of the Charge associated with the Critical Deliverable unless and until Supplier’s completion of the Critical Deliverable is approved by LS&Co. If Supplier fails to complete any Critical Deliverable for which a Deliverable Credit is due by the date specified for such Critical Deliverable in the Work Order, then Supplier shall apply the Deliverable Credit against the Charges. In addition to any Deliverable Credit payable by Supplier in accordance with the Work Order if Supplier fails to meet the date specified for the Critical Deliverable, Supplier shall not be entitled to any further compensation beyond the agreed to Charge associated with the Critical Deliverable for the additional work associated with completing such Critical Deliverable after such date.

5.4 Change Orders. In the event of any changes to an executed Work Order, including changes to the description of the applicable Project, or any functional or technical requirements or acceptance criteria, Supplier shall promptly prepare a draft change order that describes such changes to the executed Work Order. Such change orders shall: (a) reflect LS&Co.’s requested changes; and (b) propose reasonable adjustments, if any, to the schedule and delivery dates described in the applicable Work Order, the date by which each Deliverable is to be completed, if applicable, and the estimated or fixed fees for the applicable Work Order. LS&Co.’s request for such draft change orders will not affect the Work Order until the change order has been executed by LS&Co. If LS&Co. accepts a draft change order, the Parties shall execute such change order and the Work Order to which it relates will be amended accordingly.

5.5 Reprioritization and Cancellation. Supplier acknowledges and agrees that LS&Co. has the right, in its sole discretion, to reprioritize, stop or suspend any Project at any time

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upon informing the Supplier Governance Executive. LS&Co. shall not be obligated to pay Supplier any additional compensation associated with stopping or suspending a Project, except to the extent that LS&Co. agrees in advance and in writing to cover specific and identified costs that are directly related to a temporary suspension of a Project (such as agreed-to lease charges, and wages for Supplier Staff that Supplier is unable to temporarily reassign during the period of any delay), and provided that such costs shall not exceed any cap agreed to by the Parties. Supplier shall stop performing the Project work in an orderly manner as of the date specified by LS&Co., and Supplier shall only be entitled to charge LS&Co. for actual performance provided by Supplier for chargeable Project work up to the date specified in LS&Co.’s notice.

6. FINANCE SERVICES – UNDERTAKINGS.

6.1    Debt and other Covenants. With respect to Supplier’s performance of the Finance Services set out in the applicable Statement of Work (and such other applicable Services) and without limiting Supplier’s other obligations under this Agreement, Supplier shall perform the Services in compliance with all of the undertakings of LS&Co. in any financial instrument, financial covenant or other similar undertaking of LS&Co. as such undertakings are communicated to Supplier from time to time (including any ABL credit agreement, ISDA agreement with bank counterparties or bond indentures) (the “Undertakings”). Supplier shall perform the Services as necessary to keep LS&Co. in compliance with the Undertakings; except that, to the extent that Supplier is required to perform obligations above and beyond those specified in the applicable Statement of Work, such that Supplier would be required to incur material additional costs or an increase in a material manner to the Supplier Staff beyond, in each case, that which is ordinarily used or incurred by Supplier to provide the Services, then Supplier may, in accordance with the Contract Change Process, request that LS&Co. pay the incremental costs related to such material increase. Without limiting the foregoing, Supplier shall, with respect to the Undertakings: (a) support all debt related reporting requirements and needs; (b) participate in, and assist with, periodic and ad-hoc audits of accounts receivable and inventory; (c) provide to LS&Co. such financial information of LS&Co. as is required by the applicable admin agent, trustees and paying agents (including creating documents in the form and format, and containing the information, specified by LS&Co. or the admin agent, trustee or paying agent); (d) support restrictions related to intercompany transactions; and (e) support regular audits of LS&Co.’s supply chain from SKU to standard cost (which may require access across multiple systems).

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EXECUTION VERSION

MASTER SERVICES AGREEMENT^∗ 

BY AND BETWEEN

LEVI XXXXXXX & CO.

AND

WIPRO LIMITED

NOVEMBER 7, 2014

EXHIBIT 2
DESCRIPTION OF SERVICES

ATTACHMENT 2.1
DESCRIPTION OF SERVICES – HUMAN RESOURCE SERVICES

* Certain information in this exhibit has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions marked with [****]*.

CONFIDENTIAL TREATMENT REQUESTED – REDACTED COPY

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EXECUTION VERSION

TABLE OF CONTENTS

1.	INTRODUCTION.	1
2.	EMPLOYEE RELATIONS.	2
3.	LEAVE ADMINISTRATION.	7
4.	EMPLOYEE DATA MANAGEMENT.	12
5.	BENEFITS ADMINISTRATION.	15
6.	RECRUITEMENT.	24
7.	COMPENSATION ADMINISTRATION.	32
8.	PERFORMANCE MANAGEMENT.	36
9.	OFFBOARDING.	40
10.	HR HELP DESK.	45
11.	HRIS.	50
12.	HR LANGUAGE SUPPORT.	61

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1. INTRODUCTION.

Purpose: This Exhibit describes the Services to be performed for LS&Co. by Supplier pursuant to the Agreement.References: References to an Attachment, Appendix, Section or Article shall be to such Attachment or Appendix to, or Section or Article of, this Exhibit unless otherwise provided. A reference to Exhibit includes a reference to the Attachments and Appendices attached hereto.

• Employee Relations

• Leave Administration

• Employee Data Management

• Benefits Administration

• Recruitment

• Compensation Administration

• Performance Management

• Off boarding

• HR Helpdesk

• HRIS

Without limiting Section 3.1 of the Agreement, the Services include (a) the services, functions and responsibilities described in this Attachment; and (b) the services, functions and responsibilities identified in the roles and responsibilities matrices contained within this Attachment for which Supplier is responsible (i.e., those Services which have an “a” in the column labeled Supplier).

Without limiting the obligations in this Attachment or elsewhere in the Agreement, Supplier shall, at its sole cost and expense, use its best efforts to obtain and maintain certified solution partner status for Workday applications (and any other Workday related certifications that are necessary for Supplier to provide any Services related to Workday). In addition, Supplier shall expeditiously onboard to the account, and in any event by no later than [****]^* technical specialists (the cost and expense for which are within the Charges) and [****]^* functional specialists for Workday (the cost and expense for [****]^* such specialist during the Transition Period being within the Charges) who shall be available at the LS&Co. Service Location specified by LS&Co., and such positions shall form part of the LS&Co. account for the Term. The Parties shall discuss and mutually agree any increases to the Charges to reflect the addition of such [****]^** functional

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specialists during the Transition Period and the retention of all [****]^* functional specialists on the account for the duration of the Term; provided, however, that the rate applicable to any such specialists charged to LS&Co. shall not exceed [****]^* (subject to any reasonable yearly adjustments agreed to by the Parties to reflect changes in resource costs; provided that no such adjustment shall be effective until the expiration of Contract Year 1). In addition, where agreed to by LS&Co., Supplier shall be entitled to charge travel and lodging related expenses on a Pass-Through Expense basis (and subject to the requirements in Exhibit 4) with respect to any functional specialist who is required by LS&Co. to travel to a LS&Co. Service Location in order to perform their duties.

2. EMPLOYEE RELATIONS.

Supplier will be responsible for performing the Employee Relations (ER) Process. The Employee Relation Process consists of a comprehensive set of integrated functions and responsibilities that constitute support for, or relate to resolution of, employee grievances, address disciplinary and performance situations, and provide coaching to managers in connection with LS&Co.’s business, including the Supplier principal activities set forth in the following table. LS&Co. will support Supplier’s performance of the Employee Relation Process by performing the LS&Co. principal activities set forth in the following table.

No.	Principal Activity		Supplier			LS&Co.
		[****		****	****]*	[****	****	****]*
2.1	Employee Relations
2.1.1	Provide operating standards and procedures to aid Supplier in case resolution (i.e. policies, investigation methodology, appropriate remedies, tools, templates etc.)					a	a	a
2.1.2	Develop ER training materials based on the guidance provided by LS&Co. to train Supplier’s staff on LS&Co. ER policies, processes and protocols.		a	a	a
2.1.3	Approve training material.					a	a	a
2.1.4	Provide trained ER subject matter experts with LS&Co. policies, processes and controls to respond to issues and inquiries and escalate to LS&Co. ER as required.		a	a	a
2.1.5	Provide ER subject matter experts to provide					a	a	a
	assistance and guidance to Supplier’s ER staff. Define policies and procedures for escalation.
2.1.6	Based on LS&Co. input, define process and channels for which cases are handled by					a	a	a

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No.	Principal Activity		Supplier			LS&Co.
	vendor and which are escalated to LS&Co.
2.1.7	Approve escalation process.					a	a	a
2.1.8	Leverage Supplier’s experience in the ER arena to create supporting documents which may be provided for internal Supplier use or to the LS&Co. HR team to facilitate the resolution of the ER issue.		a	a	a
2.1.9	Review, tailor to company-specification, and approve ER supporting documents created by Supplier					a	a	a
2.1.10	Establish initial input and provide periodic input for case handling guidance.					a	a	a
2.1.11	Adhere to case handling guidance.		a	a	a
2.1.12	Adhere to operating standards and procedures for case resolution.		a	a	a
2.1.13	ER subject matter experts conduct initial probing to determine nature of the case and apply case referral protocol as agreed.		a	a	a
2.1.14	Provide managers and employees with agreed upon ER consultation services, including investigation, discovery, recommendations and coaching and case management in accordance with LS&Co. HR policies, legal requirements, established ER practices, and in consideration of Business strategic priorities as agreed for the topics: Performance management and coaching, Misconduct, Interpersonal conflicts, Harassment, Terminations for Cause and Not for Cause (including transaction processing as agreed), Absenteeism, Addressing		a	a	a
	underperformance, Working environment, Workplace accommodations, Employee grievances/complains, Other manager and employee grievances, performance issues, and/or disciplinary actions

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No.	Principal Activity		Supplier			LS&Co.
2.1.15	Communicate case-specific updates to employees or managers who initiated the ticket with timing agreed to with LS&Co.		a	a	a
2.1.16	Identify opportunities and suggest recommendations and actions based on industry best practices		a	a	a
2.1.1.17	Review and approve suggested recommendations to be part of process manuals					a	a	a
2.1.18	Approve recommendations to be a part of procedure manual					a	a	a
2.1.19	Seek LS&Co. ER support or consensus when non-standard solutions are recommended or as required, as agreed to with LS&Co.		a	a	a
2.1.20	Respond to requests from Supplier ER subject matter experts in regard to case resolution support or required consensus, as agreed to with LS&Co.					a	a	a
2.1.21	Provide case management of employment related legal claims.					a	a	a
2.1.22	Provide available historical case documentation and employee historical data that relates to legal demands as directed by LS&Co.		a	a	a
2.1.23	Create template design documents for written correspondence associated with the ER function and direct Supplier ER SMEs on the use of templates.					a	a	a
2.1.24	Utilize templates as directed and tailor as needed for written correspondence		a	a	a
2.1.25	Suggest modifications to template design that		a	a	a
	arise during the course of business
2.1.26	Approve created template designs and any modifications thereafter.					a	a	a
2.1.27	Establish mitigation strategies to address ER case trends and root causes.					a	a	a
2.1.28	Provide workshop facilitation on ER topics as		a	a	a

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No.	Principal Activity		Supplier			LS&Co.
	directed by LS&Co.
2.1.29	Provide standard reports as agreed.		a	a	a
2.1.30	Provide custom and ad hoc reports as appropriate		a	a	a
2.1.31	Identify, analyse and implement opportunities to drive continuous improvement and improve efficiency		a	a	a
2.1.32	Share all regulatory and government updates with LS&Co gathered through best practice sharing sessions		a	a	a
2.1.33	Collaborate with LS&Co. to make the required process or documentation change based on the regulatory and government updates		a	a	a
2.2	Case Management
2.2.1	Identify and report ER case trends and root causes to LS&Co. as agreed and provide recommendations and actions for improvement.		a	a	a
2.2.2	Develop and/or refresh annually the escalation protocol to determine incident handling response (which calls go immediately to Supplier ER specialist for handling)		a	a	a
2.2.3	Approve the annual escalation protocol framework					a	a	a
2.2.4	For open employee relations cases, review files of Supplier and work with LS&Co. to determine previous leaves and employee relations cases that may impact current case. Ensure final recommendation takes into account previous leaves and employee relations cases as appropriate		a	a	a
2.3	Disability and Recovery Support (DRS)
2.3.1	Lead resolution of less complex requests for accommodations based on agreed guidance from LS&Co. for employees with disabilities.		a	a	a
2.3.2	Respond to escalations regarding accommodation issues related to					a	a	a

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No.	Principal Activity		Supplier			LS&Co.
	LS&Co. employees with disabilities.
2.4	Employment Corrective Action
2.4.1	Establish corporate policies regarding corrective actions.					a	a	a
2.4.2	Counsel LS&Co. managers on corporate policies and applicable legal implications related to corrective actions.		a	a	a
2.4.3	Counsel LS&Co. managers (for escalated cases) on corporate policies and applicable legal implications related to corrective actions.					a	a	a
2.4.4	Manage the corrective action process.		a	a	a
2.4.5	Manage corrective action process for escalated cases.					a	a	a
2.5	Internal or External Charge Investigation and Resolution
2.5.1	Complete investigation and/or manage vendors as required.					a	a	a
2.5.2	Work with outside counsel and coordinate responses.					a	a	a
2.5.3	Participate as needed in settlement resolution process.					a	a	a
2.5.4	Provide available employee data to assist LS&Co. in responding to internal or external charge cases in accordance with Agreement.		a	a	a
2.6	Legislative Updates
2.6.1	As legislative changes with respect to employment and labor law occur, provide input into required revisions and changes to templates and					a	a	a
	processes.
2.6.2	Coordinate revisions and changes to templates and processes as agreed with LS&Co.		a	a	a
2.6.3	Provide available employee data to assist LS&Co. in responding to legislative changes.		a	a	a
2.7	Unemployment Insurance/Compensation

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No.	Principal Activity		Supplier			LS&Co.
	Claim Dispute Process
2.7.1	Manage, investigate and protest unlawful dismissal claims as needed (data support to be provided by Supplier).					a	a	a
2.7.2	Any data support for social & compliance audits or external audits / legal cases.		a	a	a

3. LEAVE ADMINISTRATION.

The scope of the Leave Administration services will be to provide all Leave related administrative support to all LS&Co. employees.

No.	Process Steps	Supplier			LS&Co.
		[****	****	****]*	[****	****	****]*
3.1	Leave Policy and Communication
3.1.1	Develop leave policies.				a	a	a
3.1.2	Develop leave communications content (regulatory, policy, and procedures) to include updates to Leave Packets.				a	a	a
3.1.3	Maintain the leave communication packets by making ordinary content updates as directed by LS&Co.	a	a	a
3.1.4	Approve changes to leave communication packets				a	a	a
3.1.5	Assist with development of leave communications by providing input (subject matter expertise regarding legal and industry best practices) to LS&Co. proposed communications material.	a	a	a
3.1.6	Provide information and forms/documentation to LS&Co. associates regarding leave	a	a	a
	policies.
3.1.7	Identify, analyse and implement opportunities to drive continuous improvement and improve efficiency.	a	a	a
3.1.8	Share all regulatory and government updates with LS&Co gathered through best practice sharing sessions	a	a	a

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No.	Process Steps	Supplier			LS&Co.
3.1.9	Collaborate with LS&Co. to make the required process or documentation change based on regulatory and government updates	a	a	a
3.2	Leave/ Administration (including Short and Long term Disability)
3.2.1	Establish eligibility guidelines for leaves related to specific Company leave policies.				a	a	a
3.2.2	Provide data entry, verification, record keeping, contact center support and fulfillment support for all leaves. Including but not limited to the following: · Review leave requests for consistency with leave policies · Administer leave program within documented guidelines · Process approved and denied leaves · Monitor leaves for adherence to LS&Co. policies (e.g. regulatory practices, pay practices) and take action to correct any discrepancies · Tracking and invoicing of premium billing notices and reconcile premium payments received with what was billed · Track and collect premiums from employees who have not submitted payment for coverage that is not covered by LS&Co. · Initiate and administer return from leave process · Provide status updates to Human Resources contacts as designated by LS&Co. · Administer the Leave Exhaustion process - Reconciling absence management with leave	a	a	a

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No.	Process Steps	Supplier			LS&Co.
	(where systems/time tracking is done) prior to monthly payroll - Provide leave details to payroll for terminations/severance - Provide data for statutory updates to relevant stakeholders
3.2.3	Determine and communicate to employees eligibility for requested leave based on Company leave policies.	a	a	a
3.2.4	Escalate any leave requests that fall outside of guidelines to LS&Co.	a	a	a
3.2.5	Provide final decision on approval or denial for leave requests that fall outside of Company leave policies.				a	a	a
3.2.6	Track leaves usage.	a	a	a
3.2.7	Work with other in-scope teams to determine if there are implications to other work streams (employee relations, etc.) that could be impacted by employee being on leave.	a	a	a
3.2.8	Manage communication with employees on leave.	a	a	a
3.2.9	Provide entitlement tracking for leave eligibility.	a	a	a
3.2.10	Provide monthly leave reporting, including leave of absence reporting, to internal stakeholders such as Finance and external stakeholders as agreed to with LS&Co.	a	a	a
3.2.11	Process leave payments in accordance with country laws / regulations and LS&Co. policies, for example, calculate and provide notification to LS&Co. for any other offsets to LS&Co. disability payments.	a	a	a
3.2.12	Create the content for the LS&Co. website.				a	a	a
3.2.13	Update content on LS&Co. website.	a	a	a

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No.	Process Steps	Supplier			LS&Co.
3.2.14	Enter leave accrual adjustments in HRIS monthly to maintain audit requirements.	a	a	a
3.3	Workers’ Compensation and Accident Insurance
3.3.1	Select and manage Workers’ Compensation Claims (WC Provider) or local equivalent.				a	a		a
3.3.2	Identification and notification of on the job injury (Employee or employee’s manager contacts Vendor).				a	a	a
3.3.3	Review Accident/Illness Report Form as reported by the employee and the employee’s manager.				a	a	a
3.3.4	Complete and submit the Accident report form to the WC Provider or local equivalent (as applicable) to initiate the claim process.	a	a	a
3.3.4	Review injury claim and incident work location, if possible, to avoid future employee injuries.				a	a	a
3.3.5	Coordinate with insurance and health care provider to determine viability of claim and necessary length of leave.				a	a	a
3.3.6	Complete the appropriate Workers Compensation Form (or local equivalent).	a	a	a
3.3.7	Provide the Workers Compensation / Insurance Form to the WC / Insurance Provider so that they can coordinate the claim.	a	a	a
3.3.8	Track Workers’ compensation/Insurance forms - and claim administration process.				a	a	a
3.3.9	Respond to questions from WC Provider/Insurance and Health Care Provider.				a	a	a
3.3.10	Provide injured employee with their FMLA (or equivalent) notification if the employee is out of work as a result of the illness/injury.	a	a	a

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No.	Process Steps	Supplier			LS&Co.
3.3.11	Complete leave related paperwork and enter relevant data into Workday and forward paperwork to Payroll.	a	a	a
3.3.12	Provide earnings and headcount information for insurance renewal process / equivalent process across regions.	a	a	a
3.3.13	Prepare information for workers compensation premium.				a	a	a
3.3.14	Pay workers compensation premium.				a	a	a
3.3.15	Provide earnings and headcount information for LS&Co. wide workers compensation insurance renewal process.	a	a	a
3.4	Leave Management – Return to Work
3.4.1	Establish the policies and accountabilities to address return to work plans for employees with disabilities and any other type of work restrictions.				a	a	a
3.4.2	Coordinate and implement the processes to address Return to Work plans for employees with disabilities and any other leave related type of work restriction.	a	a	a
3.4.3	Resolve medical requests for accommodations for LS&Co. employees or other applicable stakeholders with disabilities based on agreed to accommodation guidelines by LS&Co. Supplier responsibilities include: - Handling requests for accommodations - Gathering eligibility information - Discussing with employees and managers.	a	a	a
3.4.4	Manage claim process and confirm claim is handled properly. Oversee the return to work process.				a	a	a
3.4.5	Coordinate with employee’s manager to arrange any special accommodations that may be required for employee’s return to work.	a	a	a

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No.	Process Steps	Supplier			LS&Co.
3.4.6	Authorize any special accommodations that may be required for employee’s return to work as per LS&Co. guidelines.				a	a	a

4. EMPLOYEE DATA MANAGEMENT.

Supplier will be responsible for performing the Employee Data Management Process. The Employee Data Management Process consists of a comprehensive set of integrated functions and responsibilities that constitute timely and accurately completion of all employee transactions data entry into the human resource system in order to maintain employee satisfaction.

No.	Process Steps	Supplier			LS&Co.
		[****	****	****]*	[****	****	****]*
4.1	Strategy and Policy
4.1.1	Establish employee record management strategy and policies.				a	a	a
4.1.2	Identify specific regulatory or legislative requirements that govern records management (e.g. data protection, privacy, retention, registration requirements) and identify compliance requirements.				a	a	a
4.1.3	Identify, analyse and implement opportunities to drive continuous improvement and improve efficiency.	a	a	a
4.1.4	Share all regulatory and government updates with LS&Co gathered through best practice sharing sessions	a	a	a
4.1.5	Collaborate with LS&Co. to make the required process or documentation change based on the regulatory and government updates	a	a	a
4.2	New Hire Processing and General Administration Activities
4.2.1	Provide new hire information for data entry into HR Systems where self-service is not available.				a	a	a
4.2.2	Receive new hire information, enter, and verify	a	a	a

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No.	Process Steps	Supplier			LS&Co.
	New Hire employee data for HR, Benefits and Payroll processing.
4.2.3	Produce a monthly immigration compliance forms (such as I9) report and reconcile with the new hires data.	a	a	a
4.2.4	Retain legacy immigration compliance forms (such as I9) for new hires and purge upon termination of employee.	a	a	a
4.2.5	Update immigration compliance forms (such as I9) for employee name changes. Employee is required to submit the legal name change form to Supplier.	a	a	a
4.2.6	Complete a new hire check list to ensure that all required documents have been completed. The checklist is filed in the employee file.	a	a	a
4.2.7	Audit, track and chase the tentative non-confirmations that are returned based on background check results. Escalate as appropriate until issue is resolved.	a	a	a
4.2.8	Track and chase new hires with pending TNC’s and resolve or terminate as applicable within guidelines provided by LS&Co.	a	a	a
4.2.9	Verify information in the HR System.	a	a	a
4.2.10	Maintain a log of LS&Co. new hire information received. The log will be based on LS&Co. defined new hire information required documents list.	a	a	a
4.2.11	Annually prepare the Wage Notifications as required. Track and chase and follow up with employees who have not completed and returned the wage notices.	a	a	a
4.2.12	Develop the Wage Notifications Report (related to the previous item).	a	a	a
4.2.13	Receive, process, and store employee benefits data for global employees as per country requirements for a wide arrange of	a	a	a

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No.	Process Steps	Supplier			LS&Co.
	insurance and benefits programs.
4.2.14	Email Network ID letters (performed for employees do not have corporate email addresses on a cadence agreed to with LS&Co.) to employee managers; to be performed manually if integrations are not built.	a	a	a
4.2.15	Update employee data in HR Systems for mobility (cross-border assignments and in-country transfers and special assignments).	a	a	a
4.2.16	Update and maintain electronic records and reports.	a	a	a
4.2.17	Run and distribute scheduled reports.	a	a	a
4.2.18	Provide ad-hoc reports as requested by LS&Co.	a	a	a
4.3	Physical Employee Records, Files and Documents
4.3.1	Define data content requirements (personnel file content).				a	a	a
4.3.2	Provide records retention policy to Supplier.				a	a	a
4.3.3	Forward/ship physical documents for storage at Supplier’s agreed to site(s), where applicable and pending global storage solution across towers.				a	a	a
4.3.4	Store physical documents received at Supplier location and off-site storage according to client-defined requirements for statutory and regulatory compliance and agreed client requirements.	a	a	a
4.3.5	Fulfill requests for files to employees/retirees, managers, HR and Legal per corporate standards and within agreed to timeframes.	a	a	a
4.3.6	Maintain records of all LS&Co. files including checked out and returned logs.	a	a	a
4.3.7	Dispose of LS&Co. files based on agreed to disposal procedures.	a	a	a

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5. BENEFITS ADMINISTRATION.

This document sets forth the functional Benefit Administration requirements for LS&Co., identifies the in-scope processes, primary owner for each function, and the Benefits Administration services which Supplier shall provide in accordance with the Agreement.

No.	Process Steps	Supplier			LS&Co.
		[****	****	****]*	[****	****	****]*
5.1	Benefits Strategy, Policy & Program Design
5.1.1	Develop benefits strategy and policies – design benefit programs to meet business goals and objectives.				a	a	a
5.1.2	Provide recommendation(s) for implementation of benefits plans, strategy, federal and state compliance/legislative updates and communications.				a	a	a
5.1.3	Approve or decline implementation recommendations.				a	a	a
5.1.4	Develop benefits communication strategy/vision and structure/develop communications.				a	a	a
5.1.5	Deploy and deliver communications to employees including but not limited to communications for open enrolment, new hires, medical retirement notices, governmental notices.	a	a	a
5.1.6	Updated standard operating procedures for new/revised benefit plans.	a	a	a
5.1.7	Define the strategy and direction for the enrollment process, including formats, default elections, and follow-up/reminder criteria.				a	a	a
5.1.8	Notify Supplier of policy changes affecting benefits administration.				a	a	a
5.1.9	Communicate notification of policy changes affecting benefits administration to LS&Co. employees using agreed-upon templates/formats.	a	a	a
5.1.10	Provide best practices related to	a	a	a

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No.	Process Steps	Supplier			LS&Co.
	outsourcing of benefits administration.
5.1.11	Review and comment on impact of benefits communication strategy and employee communications when prepared by LS&Co.	a	a	a
5.1.12	Develop and update annual Benefits information session materials and provide to Supplier.				a	a	a
5.1.13	Present Benefits information sessions.	a	a	a
5.1.14	Train and update Supplier Benefits teams on LS&Co. annual benefits information.	a	a	a
5.1.15	Identify, analyse and implement opportunities to drive continuous improvement and improve efficiency.	a	a	a
5.1.16	Share all regulatory and government updates with LS&Co gathered through best practice sharing sessions	a	a	a
5.1.17	Collaborate with LS&Co. to make the required process or documentation change based on the regulatory and government updates	a	a	a
5.2	Annual Enrollment
5.2.1	Develop the plan for annual enrollment and manage the overall process.				a	a	a
5.2.2	Review annual enrollment plan and provide feedback to LS&Co.	a	a	a
5.2.3	Notify participants of enrollment opportunity.	a	a	a
5.2.4	Administer default benefit elections, as agreed.	a	a	a
5.2.5	Coordinate with 3rd party vendors and manage enrolment process.	a	a	a
5.2.6	Coordinate system updates and testing with 3rd party vendors and LS&Co.	a	a	a

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No.	Process Steps	Supplier			LS&Co.
5.2.7	Send communication to employees during plan renewal/enrollment period	a	a	a
5.2.8	Receive and Process manual enrollment benefit elections forms.	a	a	a
5.2.9	Notify LS&Co. of the status of the aggregate enrolment activity in conjunction with agreed to overall reporting responsibilities.	a	a	a
5.2.10	For enrollments, issue electronic reminders to employees of the enrollment period deadlines, based upon agreed to business rules and employee populations. (Note that these notices may be fully automated at some point in time).	a	a	a
5.2.11	Manage/Assist with employee annual enrollment issues (e.g. enrollment submissions, guidelines, enrollment issues, etc.).	a	a	a
5.2.12	Administer the annual open enrollment process, including the preparation and execution of the project plan and coordination of all project activities. Enrollment includes benefit plans (including pension) for LS&Co. employees and retirees.	a	a	a
5.2.13	Perform user/functional testing of system changes (applied during annual open enrollment)	a	a	a
5.2.14	Send Paper Open Enrollment Package for employee populations that have been agreed to by LS&Co. where applicable.	a	a	a
5.2.15	Review & manage rate changes with 3rd party vendors and communicate new rates to Supplier.				a	a	a
5.2.16	Update rates in LS&Co. systems, related tools, and employee communications.	a	a	a

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No.	Process Steps	Supplier			LS&Co.
5.2.17	Provide benefits policy to be uploaded in the portal.				a	a	a
5.2.18	Publish benefits policy in the portal.	a	a	a
5.2.19	Identify eligible annual enrollment participants & submit any errors to correct.	a	a	a
5.2.20	Correct eligibility errors identified by LS&Co.	a	a	a
5.2.21	Generate forms and mailings (e.g. EOI mailings) required in support of benefits administration globally.	a	a	a
5.3	Process Newly Eligible Employees
5.3.1	Design/Update new hire packet materials.				a	a	a
5.3.2	Update new hire packets with materials provided by LS&Co.	a	a	a
5.3.3	Identify eligibility post promotion, comp changes etc. and send out benefits packet.	a	a	a
5.3.4	Enter accurate participant data in the HR System for designated employee groups as determined by LS&Co.	a	a	a
5.3.5	Proactively investigate, communicate and resolve any significant or recurring data issues where Supplier has the responsibility for updating on behalf of LS&Co, including but not limited to identification of data discrepancies from interface error reports.	a	a	a
5.3.6	Notify LS&Co. of any data errors or issues that are identified by Supplier.	a	a	a
5.3.7	Liaise with third party vendors to resolve/fix data discrepancies and take all appropriate action to resolve, correct, and update discrepancies with vendors.	a	a	a
5.3.8	Escalate data errors or issues to LS&Co. as required, with ownership remaining with Supplier to identify, resolve,	a	a	a

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No.	Process Steps	Supplier			LS&Co.
	and correct the error / issue.
5.3.9	Perform year-end taxable benefit reconciliation as agreed.	a	a	a
5.3.10	Communicate/coordinate with 3rd party vendors where necessary to confirm participant's eligibility.	a	a	a
5.3.11	Issue enrollment reminders to employees to remind them of enrollment deadline.	a	a	a
5.3.12	Generate forms and mailings (e.g. EOI mailings) required in support of benefits administration globally.	a	a	a
5.3.13	Calculate and program deductions for contributions, as needed for each country benefit program, and deliver accurate amounts to payroll on time.	a	a	a
5.4	Life Events / Employment Status Change
5.4.1	Design Life event strategy including policies around life events.				a	a	a
5.4.2	Receive and process manual enrollment benefit elections forms, where self-service is not available.	a	a	a
5.4.3	Identify employees who have a change in their eligibility status, due to an employment status change.	a	a	a
5.4.4	Terminate participant coverage (due to ineligibility) in the HR System	a	a	a
5.4.5	Terminate or extend participant coverage for benefits in accordance with severance policies, as agreed.	a	a	a
5.4.6	Generate forms and mailings (e.g. EOI mailings) required in support of benefits administration globally, and update the system records for approved documents returned from LS&Co.’s insurance provider.	a	a	a
5.4.7	Update beneficiary designations where self-service is not available.	a	a	a

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No.	Process Steps	Supplier			LS&Co.
5.4.8	Determine employee costs to be conveyed to vendors for eligibility, claims, billing, reconciliation, and preparation of accounting materials for the LS&Co. benefits accounting teams.	a	a	a
5.4.9	Collect premiums directly from participants and submit amounts to the appropriate parties.				a	a	a
5.4.10	Terminate coverage due to non-payment as agreed.	a	a	a
5.4.11	Receive notification of death and death certificate from participant or survivor.	a	a	a
5.4.12	File claim for death processing, and determine impact on benefits.	a	a	a
5.4.13	Provide single point of contact for participant/survivor to assist with claim filing and understanding the impact on benefits.	a	a	a
5.4.14	Provide corresponding documentation and/or claim forms to 3rd party vendor.	a	a	a
5.4.15	Transmit status and coverage changes to carriers and third parties as agreed.	a	a	a
5.4.16	Assist with life insurance claim form submission.	a	a	a
5.4.17	Coordinate with 3rd parties (for administration and distribution) of benefits vouchers, including but not limited to lunch vouchers, child care vouchers, long-term service award vouchers.		a	a
5.4.18	Distribute benefits vouchers.					a	a
5.5	Billing and Reconciliation
5.5.1	Manage/reconcile and request provider payments and disbursements.	a	a	a
5,5.2	Manage/reconcile trusts and escalate issues when discovered.				a	a	a

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No.	Process Steps	Supplier			LS&Co.
5.5.3	Validate invoices and compare this to what is recorded in the HR system for enrollments.	a	a	a
5.5.4	Communicate and resolve discrepancies with 3rd party vendors and LS&Co.	a	a	a
5.5.5	Reconcile employee eligibility against invoices received and report on it to LS&Co. on a monthly basis; escalate vendor relations issues	a	a	a
5.5.6	Provide fiscal management of plans including financial management, reconciliation of trusts, actuarial relationships/performance, plan assumptions and funding.				a	a	a
5.5.7	Review Benefit plan vendor’s error reports and determine corrective actions required.	a	a	a
5.5.8	Make corrections in Workday (dependent on Workday roles assigned to Supplier).	a	a	a
5.5.9	Communicate corrective actions that are LS&Co.’s responsibility to correct (plan set up and configuration)	a	a	a
5.5.10	Correct errors that require Workday plan set up or configuration changes.	a	a	a
5.6	Regulatory Reporting
5.6.1	Provide standard reporting	a	a	a
5.6.2	Access ad hoc reporting or obtain reports to gather information necessary for design and support of benefits programs, for workforce planning purposes and regulatory reporting.	a	a	a
5.6.3	Provide data for statutory, regulatory, and compliance reporting and monitoring as agreed	a	a	a
5.6.4	Produce statutory, regulatory, and compliance reports and test for benefits regulatory compliance.	a	a	a
5.6.5	Provide fulfillment (participant) services for	a	a	a

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No.	Process Steps	Supplier			LS&Co.
	government mandated disclosures or equivalent.
5.6.6	Provide notification of legislative changes that affect the in-scope benefit plans in accordance with the Agreement.				a	a	a
5.7	Manage Service Requests / Escalations
5.7.1	Manage cases and escalations related to benefits claims and the benefits claims processes as agreed, including but not limited to voluntary benefits, global wellness programs, global EAP, adoptions programs.	a	a	a
5.7.2	Respond to inquiries related to benefits claims and the benefits claims processes as agreed, including but not limited to voluntary benefits, global wellness programs, global EAP, adoptions programs.	a	a	a
5.7.3	Escalate cases to designated LS&Co. representative when needed.	a	a	a
5.7.4	Resolve escalated issues.				a	a	a
5.7.5	Instruct employee on benefit eligibility appeals and final determination process.	a	a	a
5.7.6	Review and make final determination on eligibility/enrollment appeals.				a	a	a
5.7.7	Provide claims data to support adjudication appeals.	a	a	a
5.7.8	Resolve adjudication appeals.				a	a	a
5.7.9	Respond to queries related to any ancillary benefits program including but not limited to life insurance, wellness, EAP, adoption benefits, legal insurance, and refer to carrier(s) as needed in an accurate and timely manner (as applicable per the local policies)	a	a	a

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No.	Process Steps	Supplier			LS&Co.
5.7.10	Proactively investigate, communicate and resolve any significant or recurring data issues where Supplier has the responsibility for updating on behalf of LS&Co.	a	a	a
5.7.11	Notify LS&Co. of any data errors or issues that are identified by Supplier.	a	a	a
5.8	Retiree Administration
5.8.1	Provide eligibility policy				a	a	a
5.8.2	Determine accurate eligibility for retiree medical coverage upon retirement and enrol/migrate them to the appropriate plan. Manage specific age and eligibility requirements for all country’s retiree medical programs as needed (for example, in the US, ensure that under 65 and over 65 retirees are transitioned to the correct medical plan)	a	a	a
5.8.3	Send retirement packet to any eligible employees upon request or identification for eligibility	a	a	a
5.8.4	Provide any retirement plan change information				a	a	a
5.8.5	Update system of record for Retirees for plan changes as per agreed administrative responsibilities (i.e. rate changes, supplemental life coverage, deduction waivers)	a	a	a
5.8.6	Work with vendor on Retiree direct xxxx	a	a	a
5.8.7	Share annual retire rate charges				a	a	a
5.8.8	Manage rate change – calculate & communicate	a	a	a
5.8.9	Provide administrative support for all country retirement income programs as needed, including providing forms, information, integrations, and vendor handoffs where outsourced	a	a	a

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6. RECRUITMENT.

Supplier will be responsible for performing the recruitment Process. The Responsibility Matrix set forth below indicates who is accountable for certain listed processes, activities and tasks as part of the Recruitment Services.

No.	Process Steps	Supplier			LS&Co.
		[****	****	****]*	[****	****	****]*
6.1	Strategy, Policy and Planning
6.1.1	Assess business need for talent acquisition and talent deployment.				a	a	a
6.1.2	Develop workforce plan to indicate a rolling forecast with 90 day horizon.				a	a	a
6.1.3	Design delivery strategy for recruitment administration and execution.	a	a	a
6.1.4	Design and develop employment branding/marketing materials and related internal and external recruiting communications.				a	a	a
6.1.5	Utilize developed employment branding/marketing materials and related internal and external recruiting communications for Retail and Distribution requisitions.	a	a	a
6.1.6	LS&Co. will advise Supplier of changes in company policies that impact this recruitment SOW. Any material impact on Supplier costs will be captured through the change process.				a	a	a
6.1.7	Identify, analyse and implement opportunities to drive continuous improvement and improve efficiency	a	a	a
6.1.8	Share all regulatory and government updates with LS&Co gathered through best practice sharing sessions	a	a	a
6.1.9	Collaborate with LS&Co. to make the required process or documentation change based on the regulatory and government updates	a	a	a

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EXECUTION VERSION

No.	Process Steps	Supplier			LS&Co.
6.2	Requirement Gathering
6.2.1	Define open job requirement.				a	a	a
6.2.2	Initiate requisition and approve as appropriate.				a	a	a
6.2.3	Edit, complete and post job requisition, and audit for accuracy as required.				a	a	a
6.2.4	Discuss needs and decide sourcing strategy with hiring manager or HR as appropriate.				a	a	a
6.2.5	Define and communicate level and compensation guidelines.				a	a	a
6.2.6	Confirm level and compensation with LS&Co. hiring manager.				a	a	a
6.2.7	Verify approval for open positions as appropriate.				a	a	a
6.3	Sourcing and Screening
6.3.1	Develop sourcing plan based on delivery strategy.				a	a	a
6.3.2	Provide off-limit companies or institutions as defined by LS&Co. policy.				a	a	a
6.3.3	Develop or acquire sourcing licenses and database tools to support the Recruitment strategy.				a	a	a
6.3.4	Design and communicate sourcing guidelines specifically related to LS&Co. brand.				a	a	a
6.3.5	Mine LS&Co. resume/CV database and match candidates to open requisition.				a	a	a
6.3.6	Source and mine external job boards for requisitions.				a	a	a
6.3.7	Mine LS&Co. succession database and match candidates to open requisition.				a	a	a
6.3.8	Distribution hires - Identify candidates per terms of applicable collective agreements or legislation (e.g. layoffs, seniority based job bidding, recalls, etc.) using the ATS				a	a	a
6.3.9	Match candidates as provided (from collective agreements, works councils) to open requisition.				a	a	a
6.3.10	Determine if internal candidate pool is sufficient				a	a	a

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No.	Process Steps	Supplier			LS&Co.
	for requisitions.
6.3.11	Manage and execute all sourcing required to fill in-scope positions including job postings, advertising, career fairs and internet postings				a	a	a
6.3.12	Manage and track employee referrals based on LS&Co. guidelines.				a	a	a
6.3.13	Post Retail requisitions on xxxxxxxxxxx.xxx and Threads.	a	a	a
6.3.14	Posting support on job boards, niche sites and print ads will include Retail Hourly requisitions. All costs including career fair attendance and travel must be approved by LS&Co. and passed-through with no xxxx-up.	a	a	a
6.3.15	Manage reporting of employee referral payments consistent with LS&Co. company policy.				a	a	a
6.3.16	Track applicants and status of candidate flow.				a	a	a
6.3.17	Work with approved recruiting agencies for requisitions. All agency costs are retained by LS&Co.				a	a	a
6.3.18	Develop job requisition and employment application.				a	a	a
6.3.19	Send acknowledgement communication.				a	a	a
6.3.20	Conduct initial screen for Distribution owned requisitions.				a	a	a
6.3.21	Perform screen and document results for using the Application Tracking System (“ATS”) for requisitions.				a	a	a
6.3.22	Receive paper resumes and screening questionnaires from retail stores and distribution centers, process and enter into the LS&Co. system for agreed upon countries and volumes.	a	a	a
6.2.23	Enter assessment results into the ATS for manually processed applications and communicate to LS&Co. as required for agreed upon volumes.	a	a	a

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No.	Process Steps	Supplier			LS&Co.
6.3.24	Rank and select candidates for hiring using the ATS.				a	a	a
6.4	Candidate Assessment and Qualification
6.4.1	Develop candidate lists and develop short lists				a	a	a
6.4.2	Assess candidates from short list and make selections				a	a	a
6.4.3	Qualify candidates.				a	a	a
6.4.4	Make contact with executive referred candidates.				a	a	a
6.4.5	Administer assessments/testing using LS&Co. approved and validated tests at the cost of LS&Co.	a	a	a
6.4.6	Validate candidate eligibility based upon customer’s guidelines. (Including the right to work in the country)	a	a	a
6.4.7	Administer background checks as per the global policy and with support from 3rd party agencies	a	a	a
6.4.8	Request medical / drug screen for candidates	a	a	a
6.4.9	Track and record results of drug testing	a	a	a
6.4.10	Manage communication to denied candidates and communicate to LS&Co. for medical / drug screen	a	a	a
6.4.11	Follow-up with qualified candidates and communicate to LS&Co. for medical / drug screen.	a	a	a
6.4.12	Provide compliance adjudication guidelines and determine final decision for candidates in pending statuses per LS&Co. policies.				a	a	a
6.4.13	Determine course of action in liaison with LS&Co. based on background check findings				a	a	a
6.4.14	Communicate results of background check to candidates and to LS&Co.	a	a	a
6.5	Interview and Selection
6.5.1	Administer and coordinate interview schedules, responding to request from LS&Co. for scheduling within agreed upon	a	a	a

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No.	Process Steps	Supplier			LS&Co.
	timeframe
6.5.2	Respond to interview scheduling invitations within timeframe mutually agreed.				a	a	a
6.5.3	Administer and coordinate selection process for requisitions.				a	a	a
6.5.4	Conduct screening interview for requisitions				a	a	a
6.5.5	Coordinate candidate's travel utilizing LS&Co.'s travel center and follow LS&Co. prescribed recruitment travel policies, as requested by LS&Co. All candidate travel costs are reimbursed and retained by LS&Co.	a	a	a
6.5.6	Conduct interview.				a	a	a
6.5.7	Provide Interview feedback within two (2) business days.				a	a	a
6.5.8	Status candidates in the ATS upon feedback from Managers.	a	a	a
6.5.9	Assist Managers with hiring decision.	a	a	a
6.5.10	Make hiring decision and final approval for extending offer details.				a	a	a
6.5.11	Extend verbal offer for positions if directed by LS&Co.	a	a	a
6.5.12	Negotiate offers.				a	a	a
6.5.13	Prepare and distribute offer letters via the ATS	a	a	a
6.5.14	Manage tracking and reporting databases to reflect current status and selections.	a	a	a
6.6	On-boarding
6.6.1	Conduct post-offer activity of sending onboarding emails to Managers through the ATS.	a	a	a
6.6.2	Request background investigations, according to LS&Co. policy and compliance.	a	a	a
6.6.3	Coordinate new hire processes as required by LS&Co.	a	a	a
6.6.4	Collect, track, and provide updates at intervals agreed to with LS&Co. on new hire paperwork	a	a	a

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No.	Process Steps	Supplier			LS&Co.
6.6.5	Conduct monthly hiring manager and candidate satisfaction survey via electronic means.	a	a	a
6.7	General Administration
6.7.1	Process and support visa sponsorship.	a	a	a
6.7.2	Provide all Recruitment related reporting and analytics to LS&Co. as agreed to	a	a	a
6.7.3	Maintain and administer recruiting systems	a	a	a
6.7.4	Maintain job related web content on LS&Co.’s company websites (internal and external postings).	a	a	a
6.7.5	Manage internal transfers into open positions with guidance from LS&Co.	a	a	a
6.7.6	Execute LS&Co.’s recruiting process for internal, external and seasonal candidates and during peak times, including all required forms.	a	a	a
6.7.7	Provide administrative support for LS&Co.’s campus recruiting process.	a	a	a
6.7.8	Provide standard correspondence letters				a	a	a
6.7.9	Manage declines and track all declines and disposition candidates, send relevant correspondence using standard templates as agreed to with LS&Co.	a	a	a
6.8	Statutory Reporting & EEO Reporting
6.8.1	Review transactional data and collaborate with Recruitment, HR Transactions and/or LS&Co. on any required corrections to data.	a	a	a
6.8.2	Inform Supplier of upcoming organizational changes/updates and special requirements.				a	a	a
6.8.3	Report employee data related to new hires, job/employment data changes, and exits. (as required)	a	a	a
6.8.4	Review and update missing gender and ethnicity data and complete reporting.	a	a	a
6.8.5	Receive applicant data report via internal IT reporting team and review data for	a	a	a

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No.	Process Steps	Supplier			LS&Co.
	completeness.
6.8.6	Ensure all stats from employment activity are reflected in recruiting activity.	a	a	a
6.8.7	Ensure all new hires are reflected in employee data.	a	a	a
6.8.8	Research outstanding items.	a	a	a
6.8.9	Ensure job categories and levels are consistent with statistics and recruiting data.	a	a	a
6.8.10	Provide recruiting report.	a	a	a
6.8.11	Notify Supplier EEO of audit and relevant audit dates.				a	a	a
6.8.12	Coordinate with Supplier EEO team on approach and action plan for responding to audit.				a	a	a
6.8.13	Produce compensation analysis and AAP preparation for audit.	a	a	a
6.8.14	Manage completion of request and submit to LS&Co. on timely basis.	a	a	a
6.8.15	Affirmative action plan preparation	a	a	a
6.8.16	Inquire and obtain information about regulatory changes.	a	a	a
6.8.17	Send goals report to outside counsel for review.				a	a	a
6.8.18	Send Compensation Analysis Report to outside counsel for review.				a	a	a
6.8.19	Send LS&Co. a listing of the EEO Coordinators previously on file with Supplier.	a	a	a
6.8.20	Send Supplier any edits to EEO Coordinator listing.				a	a	a
6.8.21	Complete year-end reporting	a	a	a
6.8.22	Finalize recruiting weights.				a	a	a
6.8.23	Analyze reporting and provide questions/feedback to Supplier.				a	a	a
6.8.24	Finalize year-end reporting (including outside counsel review).				a	a	a
6.8.25	Prepare reporting for exhibits.	a	a	a
6.8.26	Finalize Goals Report and send to Supplier.				a	a	a
6.8.27	Finalize Compensation Analysis Report and send to Supplier.				a	a	a

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No.	Process Steps	Supplier			LS&Co.
6.8.28	Send Narrative to outside counsel for review.				a	a	a
6.8.29	Send Policy Statement Letter to outside counsel for review.				a	a	a
6.8.30	Send finalized Narrative to Supplier.				a	a	a
6.8.31	Send finalized Policy Statement Letter to Supplier.				a	a	a
6.8.32	Update Narrative with EEO Coordinator contact info and plan year.	a	a	a
6.8.33	Prepare Workforce Analysis reports (review salary ranges; titles, pay grades, etc.).	a	a	a
6.8.34	Prepare Job Group Analysis reports).	a	a	a
6.8.35	Prepare Availability Analysis reports (review availability by job group against ESR).	a	a	a
6.8.36	Prepare Utilization Analysis reports (by job group).	a	a	a
6.8.37	Identify Goals where under-utilization occurs and provide Goals summary report.	a	a	a
6.8.38	Prepare Compensation Analysis reports which include male versus female and minority versus non-minority analysis.	a	a	a
6.8.39	Review all reports and provide questions and feedback to Supplier.				a	a	a
6.8.40	Review all reports with outside counsel; provide questions and feedback to Supplier.				a	a	a
6.8.41	Review goals with internal counsel.				a	a	a
6.8.42	Finalize all analysis reports (including internal/outside counsel review).				a	a	a
6.8.43	Prepare EEO-1 Reports and Vets-100A reports as required and forward to LS&Co. for review and sign-off.	a	a	a
6.8.44	Review reports and provide corrections if necessary.				a	a	a
6.8.45	Revise reports and post on EEOC and DOL website by the published reporting deadlines.	a	a	a
6.8.46	Publish AA Plans				a	a	a
6.8.47	Prepare two final copies of AAPs for Women &	a	a	a

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No.	Process Steps	Supplier			LS&Co.
	Minorities and AAPs for Veterans & Disabled: 1 to LS&Co. and 1 to outside counsel; e-copy posted on SharePoint for EEO Coordinator and workplace. Equivalent regional process steps to be included during transition.
6.8.48	Distribute VP HR goals memo to all HO people managers.				a	a	a
6.8.49	Distribute goal memos to local managers and send confirmation to Corporate HR.				a	a	a
6.8.50	Post policy statement at each location and send confirm to Corporate HR.				a	a	a
6.8.51	Save Confirmation from EEO Coordinator re: distribution of goals memo and post policy.				a	a	a

7. COMPENSATION ADMINISTRATION.

Supplier will be responsible for performing compensation administration. The Responsibility Matrix set forth below indicates who is accountable for certain listed processes, activities and tasks as part of the compensation administration Services.

No.	Process Steps	Supplier			LS&Co.
		[****	****	****]*	[****	****	****]*
7.1	Building compensation strategy & plan
7.1.1	Establishing an organizational strategy, objectives and grouping tasks into jobs				a	a	a
7.1.2	Developing a compensation strategy based on job specification and requirements				a	a	a
7.1.3	Budgeting for the compensation plan				a	a	a
7.1.4	Identify, analyse and implement opportunities to drive continuous improvement and improve efficiency	a	a	a
7.1.5	Share all regulatory and government updates with LS&Co gathered through best practice sharing sessions	a	a	a
7.1.6	Collaborate with LS&Co. to make the required process or documentation change based on the regulatory and government	a	a	a

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No.	Process Steps	Supplier			LS&Co.
	updates
7.2	Evaluating current compensation plans & systems
7.2.1	Evaluating the compensable and non- compensable factors currently existing in the organization				a	a	a
7.2.2	Survey request from the research analysts (Xxxxxx, Xxxxxx etc.)				a	a	a
7.2.3	Support survey needs (e.g. data collection)	a	a	a
7.2.4	Receiving survey data (market research reports)				a	a	a
7.2.5	Pooling the report for benchmarking analysis	a	a	a
7.2.6	Benchmarking compensation plans based on the market intelligence & best practices				a	a	a
7.2.7	Identification & prioritization of the key changes/ improvisations needed in the existing compensation policy like mix of fixed and variable compensation, target quartile as compared to competition, specific technologies etc.				a	a	a
7.2.8	Developing the annual compensation plans and schedules to execute the changes needed				a	a	a
7.3	Designing & developing salary structures
7.3.1	Designing the job evaluation and grading studies for determining compensation plans / structures for different jobs/ roles				a	a	a
7.3.2	Execution of the job analysis program and preparation of job groups based on complexity levels				a	a	a
7.3.3	Preparation of job descriptions for all jobs in a job group				a	a	a
7.3.4	Model different salary structures and evaluate possible impacts in terms of employee motivation, regulatory compliance, business impact, competition etc.				a	a	a
7.3.5	Determining the most appropriate salary structure for different functions				a	a	a
7.3.6	Obtaining consent/ approval from business leaders of each function on the				a	a	a

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No.	Process Steps	Supplier			LS&Co.
	compensation plans prepared
7.4	Developing fixed and variable compensation plans
7.4.1	Developing fixed & variable compensation plans based on possible impacts in terms of employee motivation, regulatory compliance, business impact, competition etc.				a	a	a
7.4.2	Combining the compensation and non-compensation dimensions into an effective reward system for different groups of employees				a	a	a
7.5	Communicating / updating employees on the compensation plans
7.5.1	Communicating the details of compensation plans to specific stakeholders using appropriate channels including but not limited to email and hard copy via post if required.	a	a	a
7.5.2	Advising employees on how best they can utilize the compensation plan				a	a	a
7.5.3	Sending reminders to employees/ managers for compensation plans and changes	a	a	a
7.6	Clarifying compensation specific queries/grievances
7.6.1	Providing clarification on employees queries on compensation plans	a	a	a
7.6.2	Providing factual solutions to issues raised regarding compensation structure and various plans	a	a	a
7.6.3	Liaising with payroll team to make necessary changes to compensation to correct errors	a	a	a
7.6.4	Communicating with employee confirming the resolution provided	a	a	a
7.6.5	Managing compensation data / information and risk associated with ensuring data safety and security, and correct upload	a	a	a

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No.	Process Steps	Supplier			LS&Co.
7.6.6	Carrying out the below minimum exercise to correct/ change an employee's pay	a	a	a
7.6.7	Making off cycle changes for compensation administration	a	a	a
7.6.8	Administering compensation package and final pay determination	a	a	a
7.6.9	Support/execute local statutory annual increases as needed	a	a	a
7.7	Reporting and Analytics
7.7.1	Checking with the regulatory and compliance teams on their specific requirements/ customizations required to functional reports				a	a	a
7.7.2	Collating & consolidating the necessary information and pass on to the regulatory and compliance team for analysis/ review	a	a	a
7.7.3	Analysing data for patterns on compensation structure in relation with different functions	a	a	a
7.7.4	Evaluating the performance of the compensation function based on the agreed parameters such as timely delivery of compensation, surveys on effectiveness of compensation structure etc.				a	a	a
7.7.5	Conducting surveys on a timely basis on the compensation structure alignment with organizational goals, satisfaction level of employees etc.	a	a	a
7.7.6	Publishing the results to relevant stakeholders	a	a	a
7.8	Relocation Admin
7.8.1	Communicate relocation of employees				a	a	a
7.8.2	kick off with 3rd party provider to provide data inputs for relocation	a	a	a
7.8.3	Co-ordinate with 3rd party for any ongoing compensation changes (ex - quarterly changes )	a	a	a
7.9	Incentives
7.9.1	Design of incentive plan (AIP)				a	a	a

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No.	Process Steps	Supplier			LS&Co.
7.9.2	Data collation for AIP baseline	a	a	a
7.9.3	Sending compensation review letters	a	a	a
7.10	Employee Recognition Programs
7.10.1	Define and develop engagement & recognition programs				a	a	a
7.10.2	Communicate recognition guidelines / responsibilities	a	a	a
7.10.3	Administer recognition award e.g. hosting / collating and evaluating responses provided by LS&Co	a	a	a
7.10.4	Prepare award documentation	a	a	a
7.10.5	Communicate and distribute award				a	a	a
7.11	Compensation Admin
7.11.1	Calculate accruals and payout for incentive plans	a	a	a
7.11.2	Support administrative tasks associated with claims management	a	a	a

8. PERFORMANCE MANAGEMENT.

Supplier will be responsible for administering the performance management process. The Responsibility Matrix set forth below indicates who is accountable for certain listed processes, activities and tasks as part of the performance management Services.

No.	Process Steps	Supplier			LS&Co.
		[****	****	****]*	[****	****	****]*
8.1	Strategy and Policy
8.1.1	Establishing process / method for review of overall business unit: - objective completion and results - key measures of success - KPIs (financial, commercial, process and people)				a	a	a
8.1.2	Defining process, timeline and responsibilities in organization goal setting				a	a	a
8.1.3	Defining process for converting / cascading of organization goals into smaller, task-orientated, delivery targets per business unit				a	a	a

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No.	Process Steps	Supplier			LS&Co.
8.1.4	Identify, analyse and implement opportunities to drive continuous improvement and improve efficiency	a	a	a
8.1.5	Share all regulatory and government updates with LS&Co gathered through best practice sharing sessions	a	a	a
8.1.6	Collaborate with LS&Co. to make the required process or documentation change based on the regulatory and government updates	a	a	a
8.2	Preparation and Planning for Performance Management
8.2.1	Evaluating the existing performance management system				a	a	a
8.2.2	Identifying & prioritizing the key changes/ improvisations needed in the existing performance management system based on organizational objectives and job descriptions				a	a	a
8.2.3	Analyzing the industry best practices for performance management				a	a	a
8.2.4	Developing the annual performance cycle / plan for performance management along with top leadership				a	a	a
8.2.5	Administering the annual performance cycle / plan, including but not limited to, following up with managers/employees for performance closures	a	a	a
8.2.6	Deciding on the process of measurement to determine how the performance components will be measured & finalizing the performance review criteria				a	a	a
8.2.7	Customizing the plans based on specific job descriptions				a	a	a
8.2.8	Aligning rewards with the performance results				a	a	a
8.2.9	Finalizing the key dates and milestones for performance review				a	a	a
8.3	Developing guidelines for managers on goal

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No.	Process Steps	Supplier			LS&Co.
	setting and employee assessment
8.3.1	Documenting best-practices for goal setting				a	a	a
8.3.2	Conducting coaching sessions for managers				a	a	a
8.3.3	Assisting managers with queries	a	a	a
8.3.4	Defining and publish common template for goal capturing and tracking				a	a	a
8.3.5	Setting achievable goals & deadlines for timely completion of task with employees				a	a	a
8.4	Identifying the channels for communication to specific stakeholders
8.4.1	Communicating the strategy to rest of the organization on a selective basis				a	a	a
8.4.2	Cascading business unit goals via managers to individuals				a	a	a
8.4.3	Defining the role of supervisor and employees in performance management				a	a	a
8.4.4	Completing the Workday set up for performance review date	a	a	a
8.4.5	Setting up specific goals and standards for employees				a	a	a
8.5	Interacting / communicating with the people managers / supervisors
8.5.1	Seeking inputs from supervisors on employees				a	a	a
8.5.2	Mentoring on how to help employees overcome shortcomings				a	a	a
8.5.3	Defining training/skill enhancement needs for employees, along with Learning and Development team				a	a	a
8.5.4	Creating a back-up plan in case the repartee is not able to meet expectations				a	a	a
8.6	Interacting / communicating with the employees
8.6.1	Communicating with employees on: Expectations, Target vs performance , Areas of improvement				a	a	a
8.6.2	Monitoring adherence to timelines and execution of performance	a	a	a

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No.	Process Steps	Supplier			LS&Co.
	management plan like timely competition, coverage of all intended employees
8.6.3	Evaluating employee performance against pre-determined goals and standards				a	a	a
8.6.4	Receiving and resolving employee queries	a	a	a
8.6.5	Sending reminders to employees/ managers for pending issues	a	a	a
8.6.6	Stating clearly the possible benefits/ repercussions linked to performance				a	a	a
8.7	Calibrating performance appraisals
8.7.1	Reviewing information gathered during performance management cycle and investigate abnormalities				a	a	a
8.7.2	Removing inconsistencies in approach and evaluation				a	a	a
8.7.3	Finalizing performance ratings for the employees				a	a	a
8.7.4	Updating employee ratings on Workday				a	a	a
8.7.5	Conducting regular audits to ensure accuracy of ratings uploaded	a	a	a
8.8	Clarifying performance management related queries
8.8.1	Clarifying employee queries relating to performance management	a	a	a
8.8.2	Resolve escalated queries				a	a	a
8.8.3	Creating presence on channels like internal portals for clarifying employee queries	a	a	a
8.9	Monitoring employee progress
8.9.1	Mentoring / counselling employees on how to work on areas of improvements				a	a	a
8.9.2	Designing a performance improvement plan for employees requiring training to improve their performance along with their managers				a	a	a
8.9.3	Administering the Performance Improvement plan (PIP)				a	a	a

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No.	Process Steps	Supplier			LS&Co.
8.9.4	Encouraging high performing employees along with their managers				a	a	a
8.9.5	Work with manager to monitor adherence of employee to the PIP , and bring PIP to closure	a	a	a
8.9.6	Reminding the employees of repercussion at a pre-defined frequency				a	a	a
8.9.7	Taking appropriate disciplinary actions for employees who failed to adhere to organization policies				a	a	a
8.10	Performance Management Process Evaluation
8.10.1	Providing MIS reports on important performance management statistics like timely completion, adherence to the xxxx curve, successful issue resolution etc.	a	a	a
8.10.2	Conduct satisfaction surveys	a	a	a
8.10.3	Evaluating the performance of function based on timely completion of performance appraisals, surveys on ease of usage etc.				a	a	a
8.10.4	Presenting the final analysis to the end stakeholder	a	a	a

9. OFFBOARDING.

Supplier will be responsible for performing offboarding activities. The Responsibility Matrix set forth below indicates who is accountable for certain listed processes, activities and tasks as part of the offboarding Services.

No.	Process Steps	Supplier			LS&Co.
		[****	****	****]*	[****	****	****]*
9.1	Strategy and Policy
9.1.1	Establish employee record management strategy and policies				a	a	a
9.1.2	Identify specific regulatory or legislative requirements that govern records				a	a	a

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No.	Process Steps	Supplier			LS&Co.
	management
9.1.3	Identify, analyse and implement opportunities to drive continuous improvement and improve efficiency	a	a	a
9.1.4	Share all regulatory and government updates with LS&Co gathered through best practice sharing sessions	a	a	a
9.1.5	Collaborate with LS&Co. to make the required process or documentation change based on the regulatory and government updates	a	a	a
9.2	Exit Administration – Individual Employee
9.2.1	Design exit policy. Update and communicate policy to appropriate parties, via agreed channels				a	a	a
9.2.2	Initiate and process voluntary Exits thru Manager Self Service (MSS) with employee’s approved exit and exit date (details required will vary by’ reason) for leaving using agreed form and tools				a	a	a
9.2.3	Initiate all involuntary Exits with a confirmation from the LS&Co. as appropriate	a	a	a
9.2.4	Initiate and process voluntary Exits in case of non-availability of self service	a	a	a
9.2.5	Send notifications to external third parties, internal LS&Co. and Supplier support functions of Individual Exit transaction, as per LS&Co. policy, Agreement and relevant Supplier processes / procedures.	a	a	a
9.2.6	Receive last day confirmation from employee/manager; manager can approve shortened notice period as per guidelines provided by LS&Co.	a	a	a
9.2.7	Supplier shall issue, as required by LS&Co.	a	a	a

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No.	Process Steps	Supplier			LS&Co.
	individual exit documentation (e.g. documents requiring signature, termination checklist, etc.) via email to exiting employee’s line manager (or other LS&Co. nominated person) for completion.
	documents requiring signature, termination checklist, etc.) via email to exiting employee’s line manager (or other LS&Co. nominated person) for completion.
9.2.8	Share exit documents with line manager and await receipt of completed documents	a	a	a
9.2.9	Receive, validate and log receipt of completed individual exit documentation.	a	a	a
9.3	Multiple Employee Exit Program and Exit Date Amendments
9.3.1	Design exit questionnaire policy. Update and communicate to appropriate teams				a	a	a
9.3.2	Design cancellation / reinstatement policy. Update and communicate policy to appropriate parties				a	a	a
9.3.3	Request Service from Supplier using agreed to Change Request process.				a	a	a
9.3.4	Review request for completion, legibility and correct assignment.	a	a	a
9.3.5	Confirm required documentation has been fully and legibly completed, or reject / close ticket and issue automated email to requestor (the individual who raised the case) if request doesn't meet agreed criteria.	a	a	a
9.3.6	Process cancel / re-instate exit transaction in HRIS.	a	a	a
9.3.7	Send notifications to external third parties , internal functions on employee exit	a	a	a
9.3.8	Schedule exit interview as defined by LS&Co	a	a	a
9.3.9	Deactivate email, employee ID, and support asset handover				a	a	a
9.3.10	Deactivate email, employee ID if not closed by manager within timeframe agreed upon with LS&Co.	a	a	a
9.3.11	Conduct exit interview as defined by LS&Co	a	a	a

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No.	Process Steps	Supplier			LS&Co.
9.4	Physical Employee Records, Files and Documents
9.4.1	Define data content requirements				a	a	a
9.4.2	Store physical documents according to defined requirements for statutory and regulatory compliance.	a	a	a
9.4.3	Fulfil requests for files to employees/retirees, managers, HR and Legal per corporate standards and within agreed to timeframes.	a	a	a
9.4.4	Maintain records of all files including checked out and returned logs.	a	a	a
9.4.5	Dispose of files based on agreed to disposal procedures.	a	a	a
9.5	Severance Activity Support
9.5.1	Determine strategy for LS&Co. employee severance.				a	a	a
9.5.2	Define exception handling and escalation guidelines.				a	a	a
9.5.3	Provide governance over severance process to ensure selections have been made in accordance with the guidelines.				a	a	a
9.5.4	Review workforce assessment results to ensure compliance with guidelines.				a	a	a
9.5.5	Monitor and ensure compliance for any regulations regarding mass layoffs.				a	a	a
9.5.6	Review and notify Supplier of changes to severance details.				a	a	a
9.5.7	Notify third party providers with respect to transition services	a	a	a
9.5.8	Audit invoices and process payments to transition services third party providers.				a	a	a
9.5.9	Provide templates for severance packages and directions for use.				a	a	a
9.5.10	For open employee relations cases, review files of Supplier and work with LS&Co., to determine previous leaves	a	a	a

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No.	Process Steps	Supplier			LS&Co.
	and employee relations cases that may impact current case. Ensure final recommendation takes into account previous leaves and employee relations cases as appropriate
9.5.11	Maintain severance calculation worksheet.	a	a	a
9.5.12	Prepare severance calculation estimates.	a	a	a
9.5.13	Approve termination actions				a	a	a
9.5.14	Update impacted employee data in LS&Co. HR system based on LS&Co. direction (e.g. placing employee on a special leave during a WARN notice, deferred early retirement, etc…)	a	a	a
9.5.15	Produce and deliver Severance packages as directed by LS&Co.	a	a	a
9.5.16	Manage OWPA (Older Workers Protection Act) or equivalent				a	a	a
9.5.17	Provide EEO team with notification of upcoming severance activity at a mutually agreed on time frame, before OWBPA or equivalent requests are made.				a	a	a
9.5.18	Internal reporting for severance	a	a	a
9.5.19	Log employee inquiries into case management tool.	a	a	a
9.5.20	Track return of required general release documents.	a	a	a
9.5.21	Respond to inquiries from severance impacted employees.	a	a	a
9.5.22	Respond to escalated inquiries from severance impacted employees				a	a	a
9.5.23	Manage interactions with Works Councils(WC)/Trade unions(TU) where applicable				a	a	a
9.5.24	Provide all data requirements for the consultations with WCs and TUs	a	a	a

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10. HR HELPDESK.

The scope of the HR Helpdesk services will be to provide Human Resource related customer service including timely response and resolution of issues regarding Human Resource programs offered by LS&Co. and expert assistance relating to the use of all Human Resource systems and processes supported by Supplier.

The Responsibility Matrix set forth below indicates who is accountable for certain listed processes, activities and tasks as part of the HR Helpdesk Services.

No.	Process Steps	Supplier			LS&Co.
		[****	****	****]*	[****	****	****]*
10.1	Policy and Procedure
10.1.1	Provide current content of company policies and procedures.				a	a	a
10.1.2	Provide requirements for call scripts, call trees, and escalation instructions (e.g. sensitive issues).				a	a	a
10.1.3	Provide Supplier with changes to LS&Co. policies and procedures.				a	a	a
10.1.4	Maintain a knowledge base of operational procedures for the contact center services.	a	a	a
10.1.5	Provide access to the operational procedures / knowledgebase for review and approval.	a	a	a
10.1.6	Conduct annual content review/audit of Supplier operational procedures and knowledge base. or as needed				a	a	a
10.1.7	Notify vendor of new programs and program changes, communications or other activities that may impact content accuracy in knowledgebase.				a	a	a
10.1.8	Confirm successful resolution of content audit findings with LS&Co.	a	a	a
10.1.9	Provide clarification of HR policies, procedures, guidelines and practices to employees as requested.	a	a	a
10.1.10	Provide HR policies, procedures, guidelines and practices to caller.	a	a	a
10.1.11	Provide any changes as they relate to policy, procedures and guidelines to Supplier.				a	a	a

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No.	Process Steps	Supplier			LS&Co.
10.1.12	Identify, analyse and implement opportunities to drive continuous improvement and improve efficiency	a	a	a
10.1.13	Share all regulatory and government updates with LS&Co gathered through best practice sharing sessions	a	a	a
10.1.14	Collaborate with LS&Co. to make the required process or documentation change based on the regulatory and government updates	a	a	a
10.2	Contact Volume Planning
10.2.1	Provide LS&Co. historical voice contact volumes.	a	a	a
10.2.2	Inform Supplier of any initiatives / projects which may increase call volumes				a	a	a
10.2.3	Verify receipt of LS&Co. acceptance of voice volume forecasts and plan business operations accordingly.	a	a	a
10.3	Service Desk Operations
10.3.1	Provide, administer, manage and maintain LS&Co.’s HR Service Desk.	a	a	a
10.3.2	Respond with accurate data to all incoming inquiries (voice, data, mail, fax, and email or as mutually agreed) to provide a seamless resolution for caller issues.	a	a	a
10.3.3	Resolve as many calls as possible on first contact with escalation to the appropriate LS&Co. or Supplier resource as required.	a	a	a
10.3.4	Create and maintain accurate and timely reports regarding HR Service Desk performance.	a	a	a
10.3.5	Service Center Hours: · Provide IVR, email capability, and make representatives available during normal working hours per region as provided below LSA – 6:00 AM to 6:00 PM PDT (covering EDT, PDT & CDT time zones) LSE – 5:30 AM to 6:30 PM UK time (covering all	a	a	a

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No.	Process Steps	Supplier			LS&Co.
	LSE time zones) AMA – 6:00 AM to 11:00 PM Singapore time (covering all AMA countries)
10.3.6	Approve call scripts and call tree for Interactive Voice Response Services.				a	a	a
10.3.7	Develop Interactive Voice Response scripts and call tree based on LS&Co. requirements. Updated Interactive Voice Response scripts as requested by LS&Co.	a	a	a
10.3.8	Interactive Voice Response Services: · Function as primary owner of main toll free phone number responsible for transfers to other third parties · Provide LS&Co.-specific toll-free number(s) · Provide LS&Co. Service Representatives (CSR’s) · Provide Interactive Voice Response system minimally for security, call routing · Integrate Interactive Voice Response with other 3rd party vendors to provide 1 source number for all HR-related calls	a	a	a
10.3.9	Call Handling · Log all contacts so that call history is maintained · Support all inquiries and transactions · Record and maintain records of calls (currently all calls – except ER – are maintained for 2 months)	a	a	a
10.3.10	Correspondence · Image and link all incoming correspondence to a case · Respond to correspondence under case management / policy and procedure guidelines	a	a	a

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No.	Process Steps	Supplier			LS&Co.
10.3.11	Case Management · Establish electronic case for each escalated call/issue · Research and close all Work in Progress issues · Track all cases, including cases escalated to LS&Co., until resolved · Close all cases, with exception of cases escalated to LS&Co., within agreed upon timeframes per process · Support historical data research · Research and resolve all HR data discrepancies · Escalates issues to LS&Co. for resolution per guidelines · Facilitate participant interaction with third party issues · Implement a Case Management System to log follow-up and resolution of cased items. · Manage case resolution within agreed upon service standards · Provide ongoing feedback on cases with LS&Co. through resolution of a case · Provide a case management and communication process so that employees know the point of contact for their case.	a	a	a
10.3.12	Manage resolution of participant issues escalated to LS&Co., as per agreed policy.				a	a	a
10.3.13	Define and modify reporting requirements to provide insight into call drivers by population.				a	a	a
10.3.14	Provide detailed call reporting by LS&Co. population and call type per LS&Co. requirements.	a	a	a
10.4	Customer Satisfaction
10.4.1	Quality Calibration Participate in regularly scheduled call listening/calibration sessions to provide consistency between LS&Co. and vendor with respect to overall call quality (e.g. tone, pace, empathy) and adherence to .				a	a	a

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No.	Process Steps	Supplier			LS&Co.
	LS&Co.’s policies and procedures
10.4.2	Call Monitoring · Conduct quality monitoring and evaluation of service center representatives · Generate LS&Co. standard monthly report of quality monitoring and evaluation results for LS&Co. review	a	a	a
10.4.3	Perform LS&Co. Satisfaction Surveys for all services according to Supplier standards agreed to by LS&Co. · Report customer satisfaction results per agreed-to frequency · Provide detailed results as requested by LS&Co	a	a	a
10.5	Transaction Processing/Data Entry
10.5.1	Input to HR System and verify all changes to employee personal data.	a	a	a
10.5.2	Input to core HR System and verify all employee basic benefit data.	a	a	a
10.5.3	Provide standard HR-related forms as requested by callers	a	a	a
10.5.4	Manage the employment and wage verification processes and respond to all requests for information	a	a	a
10.6	Problem Management – Service Desk Specific
10.6.1	Maintain an integrated problem management process for the centralized reporting and tracking of problems under the Supplier’s control.	a	a	a
10.6.2	Provide and maintain a method for proper escalation of problems within the Supplier’s scope of responsibilities.	a	a	a
10.6.3	Provide and maintain a method for proper escalation of problems within LS&Co.’s scope of responsibilities.				a	a	a
10.6.4	Provide LS&Co. with detailed reporting and	a	a	a

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No.	Process Steps	Supplier			LS&Co.
	statistics of reported problems
10.7	Disaster Recovery
10.7.1	Provide HR Service Desk disaster recovery requirements.	a	a	a
10.7.2	Develop HR Service Desk disaster recovery plan.	a	a	a
10.7.3	Approve HR Service Desk disaster recovery plan.				a	a	a
10.7.4	Test HR Service Desk disaster recovery plan annually.	a	a	a
10.7.5	Assist in HR Service Desk disaster recover test as needed.				a	a	a
10.7.6	Evaluate results of disaster recovery test and recommend required changes to disaster recovery plan with Supplier				a	a	a
10.7.7	Inform LS&Co. of outages or problems and anticipated resolution within 10 minutes of initial outage	a	a	a

11. HRIS.

The scope of the HRIS services will be to provide support for the human resource information systems.

The Responsibility Matrix set forth below indicates who is accountable for certain listed processes, activities and tasks as part of the HRIS Services.

No.	Process Steps	Supplier (Technical)			Supplier (Functional)			LS&Co.
		[****	****	****]*	[****	****	****]*	[****	****	****]*
11.1	HRIS Support – Workday (inclusive of Workday Applicant Tracking)
11.1.1	Manage the relationship with Workday.							a	a	a
11.1.2	Workday stabilization support - confirm requirements, implement and test changes as agreed				a	a	a

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No.	Process Steps	Supplier (Technical)			Supplier (Functional)			LS&Co.
	with LS&Co
11.1.3	Prioritize and approve the configuration elements							a	a	a
11.1.4	Maintain the configuration set up within Workday.				a	a	a
11.1.5	Provide second level (Tier 2) user support for Workday processes.				a	a	a
11.1.6	Establish the security priority							a	a	a
11.1.7	Execute and maintain the security configuration and role assignments within Workday including but not limited to supporting quarterly SOX audit processes as required by either internal or external teams, providing and updating documentation as required				a	a	a
11.1.8	Administer and support Workday update twice yearly, or as determined by Workday; to include adoption and configuration of new processes and enhancements for the duration of the update process including but not limited to: unit testing of core processes, test script				a	a	a

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No.	Process Steps	Supplier (Technical)			Supplier (Functional)			LS&Co.
	update for user acceptance testing (if applicable), conducting user acceptance testing with HR testers and reporting out results, deploying new updates, and documentation and training
11.1.9	Test new releases and document any issues; administer and support integration testing from the transactional, process, and data perspective	a	a	a	a	a	a
11.1.10	Make any required configuration changes based on testing results.				a	a	a
11.1.11	Review Workday release plans to determine changes to existing interface programs.				a	a	a
11.1.12	Execute integration testing for new releases and make any necessary changes.	a	a	a
11.1.13	Review and approve/sign-off on regression test results for integration updates.							a	a	a
11.1.14	Monitor interface file success or failure.	a	a	a
11.1.15	Log ticket upon failure or unsuccessful transfer.	a	a	a

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No.	Process Steps	Supplier (Technical)			Supplier (Functional)			LS&Co.
11.1.16	Work with third-party vendors to resolve interface problems.	a	a	a
11.1.17	Monitor and maintain all integrations for Workday. New integrations to be implemented based on agreed to rate card.	a	a	a
11.1.18	Administer and maintain administrative processes and tasks in Workday including but not limited to maintaining core organizations for HRIS in Workday such as: Supervisory, Cost Centers, Locations, Companies, Compensation, and Matrix orgs	a	a	a
11.1.19	Support and maintain rollout of cyclical initiatives from configuration to testing to production support during live process including but not limited to benefit program changes such as open enrollment, APR – merit, performance review and goal setting, budgeting requirements such as loading new positions, cost center changes, as well as configuration				a	a	a

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No.	Process Steps	Supplier (Technical)			Supplier (Functional)			LS&Co.
	changes due to legislative and market changes
11.1.20	Provide configuration support as requested by LS&Co. for special projects, based on agreed to rate card	a	a	a	a	a	a
11.1.21	Maintain a requirement traceability matrix tracking configuration changes and approval from LS&Co.				a	a	a
11.1.22	Update LS&Co. Workday documentation for functional specifications, job aids, work instructions, training materials wherever applicable				a	a	a
11.1.23	Approve changes to LS&Co. Workday documentation							a	a	a
11.1.24	Update Supplier HR Service Desk knowledge base and train Service Desk team based on any configuration changes implemented				a	a	a
11.1.25	Identify, analyse and implement opportunities to drive continuous improvement and improve efficiency across all HRIS areas including but not				a	a	a

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No.	Process Steps	Supplier (Technical)			Supplier (Functional)			LS&Co.
	limited to Workday
11.1.26	Share all regulatory and government updates with LS&Co gathered through best practice sharing sessions				a	a	a
11.1.27	Collaborate with LS&Co. to make the required process or documentation change based on the regulatory and government updates	a	a	a	a	a	a
11.1.28	Act as liaison between Workday and Supplier to assist in setting up Workday training environment, and requesting Workday to train Supplier (any financials associated with training will be borne by Supplier)							a	a	a
11.2	HRIS Support – Non Workday Applications
	HR Portal Operations
11.2.1	Provide an HR Portal that complements the Suppliers services, supports LS&Co. HR priorities, continues to be refreshed with new technology capabilities on a regular basis and is consistent with industry best practices (e.g. usability, navigation,	a	a	a

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No.	Process Steps	Supplier (Technical)			Supplier (Functional)			LS&Co.
	ease of use, etc.).
11.2.2	Host the HR Portal & Ask HR in supplier’s shared services environment, with LS&Co. data logically separated.	a	a	a
11.2.3	On a monthly basis, proactively propose changes to the HR Portal & Ask HR based on industry best practice and LS&Co. input.	a	a	a
11.2.4	Approve proposed changes.							a	a	a
11.2.5	Implement approved changes	a	a	a
11.2.6	Assure HR Portal & Ask HR adheres to Supplier security policies and procedures.	a	a	a
11.2.7	Provide intranet accessible HR Portal & Ask HR.	a	a	a
11.2.8	Submit request to create, amend, or delete HR Portal and Ask HR Content and relevant Supplier processes / procedures.							a	a	a
11.2.9	Confirm the HR Portal and Ask HR content request has been fully and legibly completed. Request changes or clarifications as required.	a	a	a

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No.	Process Steps	Supplier (Technical)			Supplier (Functional)			LS&Co.
11.2.10	Process request, and make change to HR Portal and Ask HR content, as per LS&Co. request.	a	a	a
11.2.11	Provide translated content where items to be posted to the HR Portal and Ask HR are in a language other than English.							a	a	a
11.2.12	Send confirmation of completion of task to LS&Co. requestor (the individual who raised the case).	a	a	a
11.2.13	Continuously monitor Ask HR and HR Portal usage and make recommendations to increase LS&Co. employee utilization of HR Portal	a	a	a
11.2.14	Provide reports, as agreed to with LS&Co, on HR Portal utilization to inform LS&Co. of HR Portal usage	a	a	a
	Third Party Hosted Applications (e.g. HireRight, CIC Plus, Taleo)
11.2.15	Provide third party hosted applications in support of HR Services requirements.							a	a	a
11.2.16	Approve third party vendors, pricing and terms of							a	a	a

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No.	Process Steps	Supplier (Technical)			Supplier (Functional)			LS&Co.
	service.
11.2.17	Pass-through LS&Co. approved costs on monthly invoices.							a	a	a
11.2.18	Request application access based on agreed to procedures.							a	a	a
11.2.19	Grant access and provide password support as required.							a	a	a
11.2.20	Resolve issues with vendor on behalf of LS&Co.							a	a	a
11.3	HRIS Tables Maintenance, Data Integrity and Organization Structure Maintenance (Workday = HRIS)
11.3.1	Identify and make changes to HRIS tables and data	a	a	a
11.3.2	Identify and process mass changes (i.e. org changes).	a	a	a
11.3.3	Maintain core tables for HRIS application(s).	a	a	a
11.3.4	Administer position management data.	a	a	a
11.3.5	Maintain data integrity between third party applications, between core HRIS, and all relevant HR systems regardless of it interfaces exist	a	a	a
11.4	Reports
11.4.1	Maintain integrity of LS&Co. reports catalogue	a	a	a

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No.	Process Steps	Supplier (Technical)			Supplier (Functional)			LS&Co.
	within Workday.
11.4.2	Run reports as requested by LS&Co.	a	a	a
11.4.3	Build non-standard reports requested by LS&Co				a	a	a
11.4.4	Provide data extracts from Workday to other Supplier for reporting requirements that have been assigned to that Supplier, if required.	a	a	a
11.4.5	Approve before sending the data to external vendors							a	a	a
11.4.6	Provide raw data reports from other systems (e.g. PeopleSoft) that require consolidation and manipulation of data from various sources. (List of reports to be developed and maintained by LS&Co.).							a	a	a
11.4.7	Provide ad hoc support for requests for historical data (e.g. PeopleSoft).							a	a	a
11.4.8	Manipulate data received from LS&Co. to consolidate with Workday data, and prepare reports				a	a	a
11.4.9	Build, maintain, and modify dashboards as agreed on with LS&Co.				a	a	a
11.5	Incident and Problem

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No.	Process Steps	Supplier (Technical)			Supplier (Functional)			LS&Co.
	Management
11.5.1	Provide Incident and Problem Management process requirements.							a	a	a
11.5.2	Incorporate LS&Co. Incident and Problem Management process requirements into Supplier processes.	a	a	a
11.5.3	Detect and acknowledge all incidents that occur and record in ticketing system.	a	a	a
11.5.4	Proactively provide LS&Co. an update when an incident/event occurs.	a	a	a
11.5.5	Classify and take action to resolve the incident based on agreed-to Severity Level protocol.	a	a	a
11.5.6	Review Severity Level assignment and confirm agreement or provide corrected Severity Level and justification.							a	a	a
11.5.7	Investigation and diagnosis the cause of the Incident	a	a	a
11.5.8	Resolve the incident and recover the system so that ongoing business operations can proceed.	a	a	a
11.5.9	Close the Incident.	a	a	a

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No.	Process Steps	Supplier (Technical)			Supplier (Functional)			LS&Co.
11.5.10	Determine if an Incident requires long term Problem resolution and identify as a Problem within Supplier ticketing system.	a	a	a
11.5.11	Perform root cause analysis for all identified Problems and recommend corrective action.	a	a	a
11.5.12	Implement corrective action and close the ticket.	a	a	a

12. [****]*

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MASTER SERVICES AGREEMENT^∗ 

BY AND BETWEEN

LEVI XXXXXXX & CO.

AND

WIPRO LIMITED

NOVEMBER 7, 2014

EXHIBIT 2
DESCRIPTION OF SERVICES

ATTACHMENT 2.2
DESCRIPTION OF SERVICES – FINANCE SERVICES

* Certain information in this exhibit has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions marked with [****]*.

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TABLE OF CONTENTS

1.	INTRODUCTION	1
2.	ACCOUNTS PAYABLE (AP)	1
3.	TRAVEL & EXPENSE (T&E) PROCESSING	16
3.1	SPLIT OF RESPONSIBILITY	16
4.	PAYROLL	19
5.	ACCOUNTS RECEIVABLES	37
5.1	SPLIT OF RESPONSIBILITY	37
6	GENERAL ACCOUNTING	51
6.1	SPLIT OF RESPONSIBILITY	51
7.	INVENTORY ACCOUNTING	62
7.1	SPLIT OF RESPONSIBILITY	62
8.	TREASUREY TRANSACTIONS	63
8.1	SPLIT OF RESPONSIBILITY	63
9.	INTERNAL REPORTING	63
9.1	SPLIT OF RESPONSIBILITY	63
10	INDIRECT PROCUREMENT ENABLEMENT	64
10.1	SPLIT OF RESPONSIBILITY	64
11.	TECHNOLOGY & MASTER DATA MANAGEMENT	69
11.1	SPLIT OF RESPONSIBILITY	69
12.	OTHERS	72
12.1	CONTROLS	72
12.2	ESCHEATMENT PROCESS (APPLICABLE FOR LSUS ONLY)	73
13.	LANGUAGE	74

CONFIDENTIAL
EXECUTION VERSION

1. INTRODUCTION

Purpose: This Exhibit describes the Services to be performed for LS&Co. by Supplier pursuant to the Agreement.

References: References to an Attachment, Appendix, Section or Article shall be to such Attachment or Appendix to, or Section or Article of, this Exhibit unless otherwise provided. A reference to Exhibit includes a reference to the Attachments and Appendices attached hereto.

Definitions: As used in this Exhibit, capitalized terms shall have the meanings set forth in Exhibit 1. Other terms used in this Exhibit are defined where they are used and have the meanings there indicated.

The Services to be provided by Supplier to [****]^* under this Agreement are categorized into the following processes:

• Accounts Payables (AP)

• Travel & Expense (T&E)

• Payroll

• Accounts Receivables (AR)

• General Accounting (GA)

• Inventory Accounting

• Treasury Transactions

• Internal Reporting

• Procurement Enablement

• Technology & Master Data Management (MDM)

Without limiting Section 3.1 of the Agreement, the Services include (a) the services, functions and responsibilities described in this Attachment; and (b) the services, functions and responsibilities identified in the roles and responsibilities matrices contained within this Attachment for which Supplier is responsible (i.e., those Services which have an “a” in the column labeled Supplier).

2. ACCOUNTS PAYABLES (AP)

Supplier will be responsible for performing the Accounts Payable Process. The “Accounts Payable” Process consists of a comprehensive set of integrated functions and

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responsibilities that constitute, support or relate to the recording, verification, processing and payment of invoices for goods, commodities, consumables and/or services procured in connection with LS&Co.’s business, including the Supplier Principal Activities set forth in the following table. LS&Co. will support Supplier’s performance of the Accounts Payable Process by performing the LS&Co. Principal Activities set forth in the following table.

2.1 Split of Responsibility

#	Principal Activity	LS&Co.			Supplier
		[****	****	****]*	[****	****	****]*
	Policy Governance- Define and Communicate Policies
	Establish, maintain, and communicate policies, procedures, approval limits and guidelines for AP	X	X	X
	Provide local legal/statutory inputs for AP policies and procedures	X	X	X
	Training Supplier on new systems, new or major process changes and related process documentation	X	X	X
	Updates to existing process documentation, training on regular process updates				X	X	X
	Physical Document Handling	To be finalized as part of the Mailroom & Scanning solution
	Manage inbound physical documents per agreed Mailroom & Scanning solution				X	X	X
	Existing LS&Co. digitization, print & archival partners like Basware, EDMS, Tessi, Iron Mountain, Bank of America, etc. to continue with their scope of work (explore managed services model with	X	X	X

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#	Principal Activity	LS&Co.			Supplier
	Supplier taking over these 3rd party contracts sometime in future)
	Receive, sort, and prepare Accounts Payables (AP) documents for scanning				X	X	X
	Scan in-scope Accounts Payables documents and submit for processing to workflow				X	X	X
	Scan AP documents identified to be in-scope for LS&Co. scanning responsibility (for instance, LS&Co. may need to scan documents for countries with low volumes making consolidation into a central scanning solution economically & from a process efficiency standpoint less optimal)	X	X	X
	Resolve scan exceptions as necessary for the Supplier in-scope documents				X	X	X
	LS&Co. including its other 3rd parties responsible for document handling to resolve scan exceptions for their responsibility areas	X	X	X
	Submit scanned in-scope Accounts Payables documents to workflow (ReadSoft, Base)))™, etc. as the case may be) for processing				X	X	X
	Reject inadequate invoices and return to critical vendors per approval from LS&Co (mostly electronic invoice return, in certain exceptions where electronic communication details are not available, physical copies may need to be returned	X	X	X

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#	Principal Activity	LS&Co.			Supplier
	as part of Mailroom & Scanning function- To be finalized)
	Reject inadequate invoices and return to non-critical vendors as per desktop procedures (mostly electronic invoice return, in certain exceptions where electronic communication details are not available, physical copies may need to be returned as part of Mailroom & Scanning function- To be finalized)				X	X	X
	Physical archival of documents to be done by LS&Co. and/or its other 3rd party service providers like Iron Mountain per LS&Co. policies & procedures	X	X	X
	Electronic Archival & Retrieval of in-scope documents for Supplier processing using LS&Co. archival systems & procedures				X	X	X
	Return physical documents to LS&Co. and/or its physical archival partners post scanning				X	X	X
	Process Purchase Order (PO) Invoices
	Classify invoices by name/type/complexity and assign to staff for processing				X	X	X
	Enter invoice and validate against PO and receipt (3 way match)				X	X	X
	Communicate unresolved invoice exceptions to business users through the workflow tool (Base))) or ReadSoft as the case may be) or emails for additional				X	X	X

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#	Principal Activity	LS&Co.			Supplier
	inputs/resolution as needed (e.g. price differences, etc.)
	Ensure that information required to meet regional regulatory and tax requirements (e.g., VAT, freight, sales taxes) exists on the invoice. If this information is not available (error identified), resolve exception around regional regulatory and tax requirements as needed.				X	X	X
	Validate payment methods (EFT), create payment requests and verify approvals for payment processing				X	X	X
	Resolve exceptions (i.e. quantity differences, etc.) and/or refer to LS&Co. for resolution per agreed desktop procedures				X	X	X
	Resolve exceptions referred to LS&Co. by Supplier	X	X	X
	Process Non-PO Invoices
	Request approval/coding per agreed procedures				X	X	X
	Provide coding/approvals for non-PO invoices	X	X	X
	Resolve exceptions (if any) with business units/buyer, escalate if required				X	X	X
	Resolve any escalated exceptions identified	X	X	X
	Communicate unresolved invoice				X	X	X

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#	Principal Activity	LS&Co.			Supplier
	exceptions to business users via email and/or workflow tool per desktop procedures
	Process time sensitive urgent invoices				X	X	X
	Process incoming invoices that require special handling (i.e. overnight requirements, return to vendor/field) or with specific instructions (i.e. requests for immediate checks) and route for LS&Co. review & approval if required per agreed desktop procedures				X		X
	Review and approve invoices that require special handling per agreed procedures (applicable for LS US only)	X
	Process Invoice Holds / Blocks
	Apply manual hold / block on invoices based on request by retained LS&Co. finance team (AMA currently does not apply manual hold, however in future manual hold may be followed as standard process across all regions)				X	X	X
	Approve manual hold / release on invoices	X	X	X
	Release manual hold/block on invoices based on approval / direction from the retained Finance team				X	X	X
	Release system blocks on invoices within threshold limits & agreed desktop procedures				X	X	X

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#	Principal Activity	LS&Co.			Supplier
	Review/approve system hold release where required	X	X	X
	Process Credit Memos
	Receive (electronic copy), review and validate credit memos for completeness				X	X	X
	Resolve exceptions (if any) with business units/vendors for additional inputs or resolution as needed (e.g. request approval if credits needs to be adjusted against future payments)				X	X	X
	Identify invoices to offset the credit memo				X	X	X
	Process credit memos in the system				X	X	X
	Rents, Leases and Utility (RLU) Invoices
	Process the invoice per agreed procedures (non-PO or PO as the case may be) Upload utility invoice files from Ecova into SAP in case of LS US				X	X	X
	Enter, set up or modify and gain approval for recurring payments				X	X	X
	Review and approval of recurring payments setup	X	X	X
	Follow up on RLU invoices not received which are due for payment				X	X	X
	Tax- VAT/Intrastat Processing & Reporting

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#	Principal Activity	LS&Co.			Supplier
	VAT Reporting		X (E&Y)	X (Affiliates)	X (Canada & Mexico only)
	1099 Statutory Tax Reporting				X
	Provide updates to Tax regime	X	X	X
	Tax processing per decision matrix and desktop instructions				X	X	X
	LS&Co. to provide decision matrix for correct taxes application	X	X	X
	Process Trade Card Invoice
	Monitor 3 way matching in Trade Card system and resolve match exceptions (including liaison with Nexus & business partners) and interface exceptions (PO, Goods Receipt and Invoice issues)				X	X	X
	Resolve escalated exceptions raised by Supplier for LS&Co.’s consideration per agreed procedures	X	X	X
	Process and post Trade Card Invoice				X	X	X
	Reconcile upload from Trade Card to SAP (Ensure completeness of invoices transferred to SAP system & Raise production support ticket for any missing invoices in SAP)				X	X	X

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#	Principal Activity	LS&Co.			Supplier
	Receive, research and address incoming invoice, credit memo, and AP helpdesk request escalations or exceptions per standardized approval matrix	X	X	X
	Payments
	Process Electronic Payment
	Develop scheduled payment proposals to be sent to bank/banking gateway				X	X	X
	Perform pre-file validations for the validation files (e.g. run reports on pre-file register, validate payments, bank account validation, currency, invoice amount)				X	X	X
	Review that eligible and earned discounts are taken when favorable to LS&Co. based on information provided by LS&Co. regarding discounts				X	X	X
	Transfer payment files to bank				X	X	X
	Generate remittance advices (upon request) and issue electronically				X	X	X
	Approve payment files prior to release				X	X	X
	Generate exception reports to support post processing audit				X	X	X
	Address banking errors or exceptions in payment processing; escalate unresolved errors to LS&Co. as needed				X	X	X
	Route banking error related information to Vendor Data Master group				X	X	X

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#	Principal Activity	LS&Co.			Supplier
	Address escalated banking errors and payment processing exceptions	X	X	X
	Perform post-processing audit periodically	X	X	X
	Create and Release Manual Payments
	Request manual payments per agreed procedures	X	X	X
	Verify approvals and completeness of the request and process in the system				X	X	X
	Clear suspense account bookings for VAT GTC					X	X
	Create and Release Down Payments
	Request down payments per agreed procedures	X	X	X
	Verify approvals and completeness of the request and process in the system				X	X	X
	Clear down payment account				X	X	X
	Create and Release Wire / EFT Payments
	Prepare documentation for foreign currency wire / EFT and non-repetitive wire / EFT to facilitate wiring of funds				X	X	X
	Generate exception reports to support post processing audit				X	X	X
	Address banking errors (simple/complex) or exceptions in payment processing or escalate as necessary				X	X	X

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#	Principal Activity	LS&Co.			Supplier
	Resolve escalated banking errors in payment processing	X	X	X
	Respond to request to reverse or void payments (Wire, EFT, Check), address returned, NSF or destroyed checks				X	X	X
	Returned Payments
	Review bank statement from bank and post unprocessed/returned payments, direct debits & other incoming (non-customer) payments to AP suspense account in SAP				X	X	X
	Void payments, contact vendor to check data, update any changes and return to payment process				X	X	X
	For returned/not-void items, clear returned payment, issue credit memo, and clear document against suspense account				X	X	X
	For direct debits & other incoming (non-customer) payments, process the item in ERP system and clear document against suspense account				X	X	X
	Payroll Related Payments (Accounting)
	AP processes payroll, garnishment checks or issues social benefit payment per GL template from the Payroll team				X	X	X
	AP processes payroll tax checks / issues payment				X	X	X
	Payroll related ledger updates to SAP				X	X	X

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#	Principal Activity	LS&Co.			Supplier
	AP helpdesk
	Monitor 3 way matching in Trade Card system and resolve match exceptions and interface exceptions (PO, Goods Receipt and Invoices issues)				X	X	X
	Resolve escalated exceptions	X	X	X
	Liaise with business users and Nexus Contact on Exceptions				X	X	X
	Support AP helpdesk Requests
	Receive and resolve AP helpdesk requests				X	X	X
	Resolve AP helpdesk escalations	X	X	X
	Generate AP helpdesk statistics and reports as required (understand currently volumes & other helpdesk statistics are not tracked, exact requirements to be determined and mutually agreed during Transition Analysis along with other process Reporting requirements)				X	X	X
	Vendor Account Statements
	Review all vendor statements and identify past due invoices (aging based on regional criteria)				X	X	X
	Communicate aged credits on vendor statements if resolution cannot be determined				X	X	X
	Contact the vendor and request past due				X	X	X

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#	Principal Activity	LS&Co.			Supplier
	invoices as needed
	Provide proof of payments to vendors, tax authorities or internal customers				X	X	X
	Create adjustment memos where appropriate				X	X	X
	Reconcile bank activity for all payment types (EFT, Wire, Check) and resolve any discrepancies				X	X	X
	Supplier supervisor to review & approve completed reconciliations				X	X	X
	Periodic review of vendor statements/reconciliations	X	X	X
	Monthly/Quarter/Year End Activities
	Respond to data extract request (ad hoc/exception reporting)				X	X	X
	Provide documentation necessary to support month end accruals				X	X	X
	Create month end accrual files				X	X	X
	Review, validate and finalize accruals	X	X	X
	Process accruals for any items that have been received but not processed, T&E accruals, utility accruals, p-card accruals, or non-system based AP				X	X	X
	Book necessary month end entries				X	X	X
	Prepare reporting packages (i.e. Top 10 vendors by spend, Days Payables Outstanding, or Payments past 90 days)				X	X	X

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#	Principal Activity	LS&Co.			Supplier
	Contact vendors via email and request open item statement to close out periods				X	X	X
	Accounts Payable sub-ledger close and reconciliation				X	X	X
	Leverage LS&Co. in-built system controls & procedures to prevent duplicate payments (Evaluate additional duplicate check controls that Supplier can bring in where Base)))™ is not deployed as [****]*				X	X	X
	Conduct monthly review to detect any payment duplications or invoice inaccuracies				X	X	X
	Review AP Aging Reports monthly to identify outstanding/open invoices or vendors with debit balances				X	X	X
	Extract Data and Produce Management Reports
	Execute BU ad hoc data extraction requests				X	X	X
	Run scheduled AP metric reports and scorecards				X	X	X
	Create AP related ad hoc reports as needed				X	X	X

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#	Principal Activity	LS&Co.			Supplier
	Review and approve scheduled/ad hoc reports before publishing to stakeholders	X	X	X
	GRIR Reconciliations
	Run GRIR report from SAP/other underlying ERP system (s)				X	X	X
	Analyze GRIR report, vendor statements, etc.				X	X	X
	Take appropriate action i.e. request for Invoice Copies, liaise with the supply chain for clarifications, follow up with vendors for Goods delivery status, etc.				X	X	X
	Assign reason codes for maintenance for reporting purposes				X	X	X
	Generate quarterly report for aging of balances & maintenance by reason codes				X	X	X
	Quarterly review by LS&Co	X	X	X
	VCOM (Trade Vendor Compliance)
	Download and prepare shipment data ready for VCOM from Dashboards				X	X	X
	Raise VCOM request to notify chargeback				X	X	X
	Approve VCOM request	X	X	X
	Resolve or escalate issues arising from VCOM request				X	X	X
	Solve escalated issues	X	X	X
	Debit Memo for Quality Audit(QA), Term of Engagement (TOE) and

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#	Principal Activity	LS&Co.			Supplier
	Technical Services (TS) fees (applicable for [****]* only)
	Advise list of vendors, charges and frequency of billing that is entitled QA, TOE or TS fees (done by SSM)			X
	Raise Debit Memo in SAP per advise						X
	Follow up with vendors to collect the fees, working with SSM team as required						X
	Process the collected fees in SAP						X
	Work with GL team to reclassify fees charge to the correct taxed entity						X

3. TRAVEL & EXPENSE (T&E) PROCESSING

3.1 SPLIT OF RESPONSIBILITY

	Principal Activity	LS&Co.			Supplier
		[****	****	****]*	[****	****	****]*
	Define and Communicate Policy
	Create establish, maintain, and communicate any new changes to policies, procedures, approval limits and guidelines for T&E. Act as a liaison with Corporate and respond to any requests	X	X	X
	Provide local legal/statutory inputs for T&E policies and procedures	X	X	X
	Determine and maintain audit rules, including sample percents, business-coded controls, and random sampling	X	X	X

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	Principal Activity	LS&Co.			Supplier
	methodology
	Communicate existing expense reimbursement policies and approval limits; respond to user queries; escalate policy questions to Retained organization as needed				X	X	X
	Training Supplier on new systems, new or major process changes and related process documentation	X	X	X
	Updates to existing process documentation				X	X	X
	Training LS&Co. employees/ vendors/customers on existing processes				X	X	X
	Process Expense Receipts
	Acknowledge physical receipt of expense receipts in Concur for compliance		X	X
	Electronically attach receipts in Concur (employees)	X	X	X
	Submit non-concur expense claims (employees)	X	X	X
	Scan and upload/email expense claim form & receipts for processing	X	X	X
	Audit agreed % of expense statements				X	X	X
	Process T&E payments for submitted expense receipts				X	X	X
	Roll out Concur & Cards to more countries	X	X	X
	Cutover planning for Concur	X	X	X

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EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	Co-ordination with LS&Co. for concur & card rollout program				X	X	X
	Unpaid Expense Report Monitoring
	Monitor unpaid expense claims				X	X	X
	Handle unpaid claims through multiple level of escalations using workflow tool				X	X	X
	T&E Support
	Respond to incoming inquiries related to T&E policy				X	X	X
	Escalate inquiries to Retained organization for resolution as needed				X	X	X
	Resolve escalated inquiries and service requests as needed	X	X	X
	Audit employee claims against company policy				X	X	X
	Review policy non-compliance and determine corrective action as needed	X	X	X
	Provide ongoing T&E compliance reports and analytics per agreed procedures				X	X	X
	Electronic archival of expense statements & receipts per agreed procedures using LS&Co. tools				X	X	X
	Physical archival of expense statements & receipts	X	X	X
	Corporate Card Support
	Audit personnel compliance for employee				X	X	X

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	Principal Activity	LS&Co.			Supplier
	corporate card usage
	Administer new employee corporate cards	X	X	X
	Administer existing Corporate Card accounts	X	X	X
	Access HR report for all employee changes requiring changes to Corporate Card records	X	X	X
	Process any changes to bank details, department, termination through Vendor Data Master group	X	X	X
	Address banking errors/exceptions in payment processing, escalate as necessary to LS&Co				X	X	X

4. PAYROLL

	Process Steps	LS&Co.			Supplier
		[****	****	****]*	[****	****	****]*
	System and Application Services and Maintenance
	Host, manage, support and maintain the Systems	X	X	X
	Applying support packs (containing statutory updates and program corrections) to the system	X	X	X
	Support the application and database hardware	X	X	X

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	Process Steps	LS&Co.			Supplier
	Maintaining testing/training environment with segregation and security of client data	X	X	X
	Support and maintain Vendor controlled hardware to facilitate communications from Vendor via client’s network connection link	X	X	X
	Provide application backup recovery and offsite storage services	X	X	X
	Maintain and test disaster recovery facility and procedures	X	X	X
	Applying application maintenance releases or upgrades	X	X	X
	Build integration with multiple systems, HR, Time and Attendance, and finance systems	X	X	X
	Approve/signoff on 9.0 integrations	X	X	X
	Take all reasonable measures to restore service to if outages to the System occur. Update client with details of the cause of the disruption and an estimated time remaining until resumption of normal service.	X	X	X
	Schedule and notify client of system downtime	X	X	X
	Maintain the appropriate management control procedures for effective management of:	X	X	X
	• Environment availability,	X	X	X

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	Process Steps	LS&Co.			Supplier
	• Change to hardware and software, and	X	X	X
	Problem Identification and resolution within vendor’s responsibilities	X	X	X
	Selecting and procuring bandwidth for maximum processing demands	X	X	X
	Pay all installation, use, service and repair charges for the communication lines to connect to Vendor facilities	X	X	X
	Maintain segregation between testing and production environments	X	X	X
	Maintain appropriate procedures for the segmentation and security of client data (i.e. client data is segmented on the System so that it cannot be viewed by other clients)	X	X	X
	Monitor, analyze and manage the capacity and performance of the Vendor application and database server hardware	X	X	X
	Immediately notify Vendor of faults or errors discovered in the System or in the provision of services (including failure of the System to perform in accordance with the specifications of the Agreement) and provide Vendor with documented examples of such fault or error	X	X	X
	Take commercially reasonable measures to rectify faults or errors	X	X	X

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	Process Steps	LS&Co.			Supplier
	impacting the performance of Vendor controlled technical infrastructure in accordance with the Agreement
	Manage an issue log				X	X	X
	Maintain and regularly review procedures for the implementation of application software including patches and upgrades	X	X	X
	Notify clients of major version upgrades; schedule implementations of such upgrades, having regard to the scope of changes and business impacts	X	X	X
	Provide guidance on specific areas to test when version upgrades are applied	X	X	X
	Provide support services	X	X	X
	Undertake unit testing of changes (if required). Develop, complete and validate testing scenarios when upgrades are applied.	X	X	X
	Undertake testing of changes (e.g. acceptance testing, etc.) if required; develop, complete, and validate testing scenarios when upgrades are applied	X	X	X
	System configuration changes required by client	X	X	X

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	Process Steps	LS&Co.			Supplier
	Approve/signoff 29.0 system configuration changes	X	X	X
	Report relevant technical failures				X	X	X
	Conduct all necessary system checks (including virus checks) associated with any exchange of data and the use of the system to prevent the transfer of viruses.	X	X	X
	Responsible for any System or software error resulting from misuse of the System	X	X	X
	Define and approve LS&Co. users	X	X	X
	Define Supplier Users	X	X	X
	Confirm that client representatives comply with any applicable terms	X	X	X
	Manage and maintain all password/ID setups as well as changes	X	X	X
	Build & maintain any required benefit calculations (i.e., retirement plans.)	X	X	X
	Data Management
	Provide standard specifications or templates for all agreed inputs, for example HR interfaces	X	X	X
	Upload the data to payroll application where interfaces are not available (including employee				X	X	X

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	Process Steps	LS&Co.			Supplier
	demographic data)
	Provide updated templates to client as the System changes require				X	X	X
	Handle all data in accordance with the applicable local Vendor privacy policy and other audit requirements				X	X	X
	Validate and input residual data not received via HR interface or by ESS				X	X	X
	Upload HR interface file				X	X	X
	Check updated master file data changes against source data				X	X	X
	Manage upload of additional data into payroll application				X	X	X
	Retain electronic copy of all data uploaded for the processing period				X	X	X
	Provide file format specifications to assist client to build interface from existing client HR system				X	X	X
	Log any issues in relation to HR data load (if applicable)				X	X	X
	Notify relevant governmental authority of employee changes				X	X	X
	Manage notification of System errors to 3rd parties or LS&Co. in a timely manner				X	X	X
	Obtain the consent of any party whose personal data or funds are affected by the terms of the

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	Process Steps	LS&Co.			Supplier
	Agreement to enable both Vendor and client to perform their respective obligations.
	Input new employee information and employee master file changes electronically and in accordance with the Payroll Schedule				X	X	X
	Confirm all data is complete				X	X	X
	Maintain earnings and deductions				X	X	X
	Maintain pay calendar				X	X	X
	Maintain accrual rules				X	X	X
	Maintain tax rules				X	X	X
	Maintain garnishment rules				X	X	X
	Enter/Update pay distribution preference				X	X	X
	Enter/Update advice/stub viewing preference				X	X	X
	Enter/Update direct deposit information				X	X	X
	Enter/Update regulatory tax information in the system				X	X	X
	Enter/Update state employee tax elections				X	X	X
	Enter/Update local employee Tax elections				X	X	X
	Enter/Update voluntary deductions				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Process Steps	LS&Co.			Supplier
	Provide system access to on-line advice/stub system.				X	X	X
	Provide systems access to on-line Wage & Tax Statements system				X	X	X
	Provide systems access to on-line Wage & Tax statement corrections system.				X	X	X
	Enter/Update garnishments				X	X	X
	Maintain employee deductions related to benefits				X	X	X
	Payroll Time Data Inputs
	Upload time data file from TimeSaver and Kronos. (and equivalent systems/processes from each country)				X	X	X
	Check updated time data changes against source data.				X	X	X
	Maintain softcopy of upload information on file for the processing period.				X	X	X
	Log any issues in relation to time data load (if applicable).				X	X	X
	Enter positive time and exceptions				X	X	X
	Review and approve time	X	X	X
	Process T&A				X	X	X
	Review and resolve warnings and errors (including missing approvals)				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Process Steps	LS&Co.			Supplier
	Enter adjustments				X	X	X
	Process T&A iteratively until clean				X	X	X
	Submit error free (from Kronos or other T&A rules) T&A file to payroll and Identify errors				X	X	X
	Send errors to managers/time keeper to correct				X	X	X
	Receive Corrected data from T&A systems and reprocess file				X	X	X
	Reprocess 13.0 corrected T&A file				X	X	X
	Maintain Time and Attendance system including employee access and password resets				X	X	X
	Employee Self Service / Manager Self Service
	Enter overtime, meal allowances and standby allowances if agreed between the parties				X	X	X
	Enter leave application data if agreed between the parties				X	X	X
	Update Bank details if agreed between the parties.				X	X	X
	Provide training and support for users of ESS and/or MSS as applicable				X	X	X
	Authorize self-service transactions				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Process Steps	LS&Co.			Supplier
	Pre-Payroll Processing
	Confirm timely funding of accounts for dispersal of employee payroll through agreed upon bank				X	X	X
	Create, maintain and distribute Payroll Schedule for each country on a calendar year basis				X	X	X
	Approve payroll schedule	X	X	X
	Load pay variation data				X	X	X
	Verify data loads				X	X	X
	Calculate termination payments				X	X	X
	Validate and approve termination payment calculations for all special handling cases	X	X	X
	Payroll Processing
	Update and maintain parameters for payroll process and set control records for pay cycle status (such as, run/check/edit)				X	X	X
	Monitor pay process against scheduled timeframes				X	X	X
	Perform leave update (time evaluation) process for current payroll				X	X	X
	For each pay run:				X	X	X
	• Run trial pay (simulation)				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Process Steps	LS&Co.			Supplier
	• Verify trial pay run results and reports				X	X	X
	• Review trial pay reports				X	X	X
	• Rectify advised errors in trial pay				X	X	X
	• Give approval for final pay run	X	X	X
	Finalize pay and perform payroll release in accordance with pre-agreed processing schedules				X	X	X
	Reconciliation of payments and deductions for payroll purposes				X	X	X
	Request for off cycle process	X	X	X
	Process and calculate off-cycle processes				X	X	X
	Maintain process and procedure manuals				X	X	X
	Send approved additional pay (bonus, commission, incentives etc.) files to Supplier	X	X	X
	Receive approved commission files				X	X	X
	Receive approved additional pay (bonus, incentive, etc.) files				X	X	X
	Calculate 100% deferrals				X	X	X
	Review pay data and identify errors				X	X	X
	Work with customer to determine				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Process Steps	LS&Co.			Supplier
	correction method, if needed
	Make corrections to pay				X	X	X
	Setup for split Payrolls					X	X
	Run balancing and audit reports				X	X	X
	Review exceptions and escalate as needed				X	X	X
	Resolve escalated exceptions	X	X	X
	Create and distribute payroll register				X	X	X
	Close payroll				X	X	X
	Run GL interface & send files manually to AP				X	X	X
	Create and Send ACH (3rd party provider)				X	X	X
	Create and Send Positive Pay (3rd party provider)				X	X	X
	Create and Send Tax Payments (3rd party provider)				X	X	X
	Create and Send 3rd Party Interfaces				X	X	X
	Print Checks (3rd party provider)	X	X	X
	Distribute Checks (3rd party provider- )	X	X	X
	Process scheduled off-cycle and on-demand Payrolls				X	X	X
	Reclassification of OT/Rates due to local statutory requirements such as				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Process Steps	LS&Co.			Supplier
	for bonuses etc.
	Perform check cancellations and replacements				X	X	X
	Process overpayment recoveries				X	X	X
	Process deferred compensation disbursements				X	X	X
	Post-Payroll Processing
	Apply support packs (containing statutory updates and program corrections) provided by SAP to the System	X	X	X
	Prepare electronic payroll reports				X	X	X
	Direct communication with employees				X	X	X
	Leave Management
	Advise Vendor of any changes to leave management rules	X	X	X
	Submit changes to leave management rules as per client instructions				X	X	X
	Ensure leave details are loaded into the System				X	X	X
	Process leave payments through payroll process				X	X	X
	Termination Management
	Direct termination notification to Vendor (including any additional	X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Process Steps	LS&Co.			Supplier
	payment details for termination pay)
	Calculate termination payments				X	X	X
	Authorize termination payments	X	X	X
	Process calculated termination payment				X	X	X
	Deliver payment to employee via EFT, as applicable				X	X	X
	Delivery payments to employees via check	X	X	X
	Prepare statutory termination forms (e.g., tax certificates, ROEs), if required				X	X	X
	Confirm that employee termination has been finalized in the System				X	X	X
	Notify relevant government authority of employee terminations				X	X	X
	Payback Agreement with Employees
	Administer any payback amounts with employees				X	X	X
	Payback amount to be adjusted along with next payrun				X	X	X
	Collection of payback amount for terminated employees	X	X	X
	End-of-Month Activities
	Prepare and upload to ERP client general ledger interface file				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Process Steps	LS&Co.			Supplier
	Provide financial reports to client, as agreed between the parties				X	X	X
	Prepare and transmit, as agreed between the parties, all electronic standard and country specific payroll and reports				X	X	X
	Reconcile regulatory report data with payroll outputs				X	X	X
	Provide additional monthly services for lodgments and remittance of funding as agreed between the parties				X	X	X
	Adhoc Reporting requests				X	X	X
	Client Relationship Management
	Performance metrics reporting, as agreed				X	X	X
	End–of-Year Activities
	Advise any regulatory changes	X	X	X
	Manage a timetable for the reporting of yearly taxation and regulatory requirements.				X	X	X
	Produce year-end reconciliation.				X	X	X
	Approve year-end reconciliation.	X	X	X
	Collate tax relief details for countries as required.				X	X	X
	Produce electronic forms/files for year-end lodgment to employees and				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Process Steps	LS&Co.			Supplier
	government authorities, as agreed between the parties.
	Submission of hard copy file (if required)	X	X	X
	Distribute employee forms to employees on a per country basis.				X	X	X
	Produce and publish payroll calendar				X	X	X
	Perform quarter-end self-audit				X	X	X
	Perform year-end self-audit				X	X	X
	Generate quarter-end reports				X	X	X
	Generate quarter-end interfaces				X	X	X
	Generate year-end reports				X	X	X
	Generate year-end interfaces				X	X	X
	Identify and make corrections, reconcile corrections and remit final quarter-end reports				X	X	X
	Identify and make corrections, reconcile corrections and remit final quarter-end interfaces				X	X	X
	Identify and make corrections, reconcile corrections and remit final year-end reports				X	X	X
	Identify and make corrections, reconcile corrections and remit final year-end interfaces				X	X	X
	Support audits and statutory				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Process Steps	LS&Co.			Supplier
	compliance
	Create wage & Tax statements-3rd party provider ADP				X	X	X
	Distribute hard copy wage & Tax statements	X	X	X
	Other Payroll Activities
	Develop and maintain interface between client HR system and the Payroll System	X	X	X
	Develop and maintain interface program to receive and process client HR data	X	X	X
	Monitor country specific public holiday calendars including any changes				X	X	X
	Complete Garnishment wage attachment process				X	X	X
	Complete Verification of Employment				X	X	X
	Complete Unemployment management services or equivalent-3rd party provider	X	X	X
	Additional Responsibilities
	Arrange preparation of regulatory forms and reports for countries where electronic filing is not available	X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Process Steps	LS&Co.			Supplier
	Arrange preparation of regulatory forms and reports for countries where electronic filing is available				X	X	X
	Arrange filing of regulatory forms and reports with the government authorities for countries where electronic filing is not available. In Asia Pacific, Vendor will work with lodgment services as necessary	X	X	X
	Arrange filing of regulatory forms and reports with the government authorities for countries where electronic filing is available				X	X	X
	Arrange for the remittance of regulatory deductions to relevant government authorities or authorized local banks, as agreed between the parties	X	X	X
	Manage lodgment of year-end regulatory forms and reports with government authorities for each country				X	X	X
	Manage Payroll Service Delivery				X	X	X
	Receive Customer Request				X	X	X
	Analyze Customer Request				X	X	X
	Research Customer Request				X	X	X
	Perform Additional Research (as needed)				X	X	X
	Fulfill Customer Request				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Process Steps	LS&Co.			Supplier
	Contact Customer to Ensure Satisfaction				X	X	X
	Manage Inquiries / Requests				X	X	X
	Analyze Contact Center Capabilities				X	X	X
	Identify Contact Center Needs				X	X	X
	Ensure Contact Center Staff Optimization				X	X	X
	Manage Contact Center Service Delivery				X	X	X
	Manage Documents				X	X	X
	Monthly, Quarterly, annual regulatory & tax filings/reporting to include but are not limited to lodgments.				X	X	X

5. ACCOUNTS RECEIVABLES

5.1 SPLIT OF RESPONSIBILITY

	Principal Activity	LS&Co.			Supplier
		[****	****	****]*	[****	****	****]*
	Define and Communicate Policy
	Establish, maintain, and communicate credit policies, regulatory requirements, procedures, approval limits and guidelines	X	X	X
	Provide list of delegated powers of authority who can override 3rd party credit recommendations and provide authorization above service provider limits	X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	Provide local legal / statutory inputs for policies and procedures	X	X	X
	Training Supplier on new systems, new or major process changes and related process documentation	X	X	X
	Updates to existing process documentation, training on regular process updates				X	X	X
	Process Credit Request (Supplier to be responsible for non-strategic customers only. Split between strategic and non-strategic customers to be agreed during Transition Analysis)
	Receive incoming credit requests for new customers. Collect and compile financials and other supporting documentation per guidelines needed to evaluate credit				X	X	X
	Assess customer credit limit based on LS&Co. policy and 3rd party data (i.e. Xxxx and Bradstreet)				X	X	X
	Provide credit recommendation, including payment terms and recommendations for credit limit per agreed desktop procedures				X	X	X
	Determine the security needed and held (letter of credit and deposits)				X	X	X
	Submit credit recommendation for approval based on pre-defined approval matrix				X	X	X
	Provide final approval on credit limits	X	X	X
	Notify customer of approved limit and payment terms as needed				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	Coordinate credit approval process where significant customer interaction is required				X	X	X
	Coordinate with Treasury to track letters of credit	X	X	X
	Maintain customer data used to make credit decisions (physical document handling to be agreed as part of overall Mailroom & Scanning solution)				X	X	X
	Liaison with Banks for bank guarantee, Letter of credit- including physical handling	X	X	X
	Review credit holds when order limits are exceeded in order to assess whether orders should be fulfilled	X	X	X
	Administer credit block release within established approval authority and guidelines				X	X	X
	Update to credit limits per request from LS&Co				X	X	X
	Track existing customers to ensure credit limit is reviewed for all on an annual basis				X	X	X
	Provide recommendation and support for annual credit limit changes to LS&Co. (SAP)				X	X	X
	LS&Co. review/approve recommended Credit Limit changes.	X	X	X
	Receive, research and address process escalations per agreed desktop procedures	X	X	X
	Customer Billing
	Ensure proper tax application for customer invoices, correct errors per agreed desktop				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	procedures
	Run billing extracts and generate customer invoices				X	X	X
	Record reconciliation of invoices processed by SAP and 3rd part vendors to process broadcasting and mailing of invoices (both for [****]*and [****]*)				X	X	X
	Generate manual customer invoices per request/instructions from LS&Co				X	X	X
	Dispatch of manual customer invoices (EMDS, Tessi to continue dispatch activities in future). Requirement of physical invoice dispatch by Supplier, if any to be as per agreed Mailroom & scanning solution). [****]*would like Supplier to dispatch physical customer invoices- To be finalized as part of Mailroom & Scanning Solution)	X	X				X
	Process chargebacks per approval/instruction from LS&Co				X	X	X
	Address incoming customer billing inquiries per LS&Co. guidelines				X	X	X
	Make applicable pricing corrections as needed (based on approval from business teams)				X	X	X
	Escalate customer billing inquiries or exception requests as needed to business teams				X	X	X
	Research and resolve escalated invoice adjustment requests from the customer	X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	Process Customer rebates per agreed procedures				X	X	X
	AR Sub Ledger Period Close
	Close AR sub ledger at period end with associated reconciliation to General Ledger				X	X	X
	Provide to General Ledger teams AR sub ledger reporting as part of month end close				X	X	X
	Provide month end close timetable and list of activities to be performed. (Split of period close activities between Supplier and LS&Co. to be agreed as part of Transition Analysis and detailed as part of desktop procedures)	X	X	X
	Execute activities according to close timetable				X	X	X
	Cash Application
	Manage the process of receiving manual payments, deposit cash/check receipts into bank accounts, share details for cash application with Supplier team	X	X	X
	Review payment details from bank website, including images of checks, customer remittances and debit memos				X	X	X
	Audit and balance each electronic file transmission and resolve exceptions (i.e., payments not matching, short payments, over payments, and unapplied cash)				X	X	X
	Manage the process of auditing and balancing each electronic file transmission				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	and resolve exceptions
	Notify LS&Co. of exceptions requiring approvals				X	X	X
	Provide required approvals	X	X	X
	Assist the billing team and customers in researching and resolving short and over payments, missing invoices or any other billing discrepancies				X	X	X
	Receive electronic payment information from appropriate lockbox, and verify auto-cash application against customer invoices or credit memos in the ERP system				X	X	X
	Manage automated administration and collection of cash				X	X	X
	Verify receipt of daily lockbox statements (automatic & manual lockboxes)				X	X
	Process remittance advices by allocating payment receipts to the relevant Invoices/transactions				X	X	X
	Manage the process of validating, posting and applying incoming payments received from customers to the A/R sub-ledger, in accordance with customer remittance advice details, following written guidelines and policies; leveraging banks responsibilities already in place	X	X	X
	Identify deductions from remittances and raise debit / credit memos to reflect debits taken (short pays or deductions) - notifying				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	collections as appropriate
	Investigate and resolve unapplied and unidentified cash items				X	X	X
	Resolve "on account" cash remittances and/or escalate to LS&Co. per agreed desktop procedures				X	X	X
	Process refunds within authorized limits				X	X	X
	Create request for refunds above the authorized limit				X	X	X
	Approve or deny refund requests above authorized limits	X	X	X
	Process approved refund requests above authorized limits				X	X	X
	Process Intercompany Cash Settlement Transactions
	Apply intercompany cash to appropriate company				X	X	X
	Settle intercompany transactions (manually/automated)				X	X	X
	Approve intercompany cash amounts applied	X	X	X
	Cash Reconciliation and Other Periodic Activities
	Compare bank records against ERP to ensure that the data is synchronized accurately				X	X	X
	Perform cash reconciliation between batched cash and cash posted to the AR sub-ledger				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	Investigate and resolve reconciliation issues identified from daily cash				X	X	X
	Reconcile intercompany transactions				X	X	X
	Reconcile customer account (at agreed frequency) based on payments received				X	X	X
	Receive, research and address cash application reconciliations escalations	X	X	X
	Generate customer account statements				X	X	X
	Dispatch of customer statements (electronic/physical)				X	X	X
	Past Due &Collections (Supplier to be responsible for non-strategic customers only. Split between strategic and non-strategic customers to be agreed during Transition Analysis)
	Run monthly A/R balances reports (i.e., aging reports in SAP)				X	X	X
	Identify customers with past due balances and analyze reasons for non-payment				X	X	X
	Oversee automated daily collections task-list for work distribution and collections activities				X	X	X
	Prioritize collections activities based on tasks assigned to collectors and in accordance with LS&Co. collections guidelines				X	X	X
	Set collection targets for team/individuals to drive collections				X	X	X
	Review, Approve overall collections strategy	X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	Perform Bad Debt Analysis				X	X	X
	Review and Approve Bad Debt Analysis	X	X	X
	Contact key strategic customers or high dollar balance customers in accordance with written credit and collection policies and procedures to determine if debt is collectable ([****]* business decision to have Supplier collect all customer accounts)	X	X				X
	Contact non-strategic customers or small dollar balance customers in accordance with written credit and collection policies and procedures to determine if debt is collectable				X	X	X
	Request payment of outstanding invoices which are due for strategic customers and identify invoice disputes ([****]* business decision to have Supplier collect all customer accounts)	X	X				X
	Request payment of outstanding invoices which are due for non-strategic customers and identify invoice disputes				X	X	X
	Record customer contact information and collection notes for strategic or high dollar balance customers ([****]* business decision to have Supplier collect all customer accounts)	X	X				X
	Record customer contact information and collection notes for non-strategic or small dollar balance customers				X	X	X
	Discuss causes for delinquency and implement corrective actions with customers. Identify opportunities to improve customer payments within terms (i.e. for	X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	strategic customers in LS&Co. scope)
	Discuss causes for delinquency and implement corrective actions with customers. Identify opportunities to improve customer payments within terms (i.e. for non-strategic customers in-scope for Supplier)				X	X	X
	Create customer xxxxxxx letters/statements and send to customers (physical dispatch requirements to be agreed as part of Mailroom & Scanning solution) Note: [****]* & [****]* currently do not dispatch xxxxxxx letters.				X	X	X
	Manage collection process of strategic insolvent/bankrupt customers, follow up progress with administrators and receivers until insolvency is concluded. The terms and conditions of sale should include clause on recovery of LS&Co. products.	X	X	X
	Manage collection process of non-strategic insolvent/bankrupt customers, follow up progress with administrators and receivers until insolvency is concluded. The terms and conditions of sale should include clause on recovery of LS&Co. products.				X	X	X
	For draft transactions against a letter of credit, follow-up with strategic customer to inform that we will draw from their letter of credit	X	X	X
	For draft transactions against a letter of credit, follow-up with non-strategic customer to inform that we will draw from their letter				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	of credit
	Approve and maintain list of customers that are defined as strategic	X	X	X
	Propose change in payment terms and or payment plan where needed (non-strategic customers only)				X	X	X
	Approve change in payment terms or approve payment plan where needed	X	X	X
	Provide ‘Go forth and Collect’ reporting to the business on monthly basis (for non-strategic customers)				X	X	X
	Review and approve customers authorized for payment plans under defined terms and periods	X	X	X
	Unauthorized discount recovery					X
	Post dated check management		X	X
	Direct debit management (mainly Spain, GAS, also Italy)					X
	Manage Write-offs (Supplier to be responsible for non-strategic customers only. Split between strategic and non-strategic customers to be agreed during Transition Analysis)
	Initiate request for accounts/invoices write-offs, seek approval and make updates as necessary				X	X	X
	Approve "write off" requests which are outside the authorization levels in accordance with written policies, procedures	X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	and rules
	Refer LS&Co. approved aged receivables to collection agency				X	X	X
	Coordinate collections and write-offs with collection agency				X	X	X
	Validate write-offs as needed	X	X	X
	Receive, research and address collections escalations	X	X	X
	Customer Disputes (Supplier to be responsible for non-strategic customers only. Split between strategic and non-strategic customers to be agreed during Transition Analysis)
	Log incoming customer service issues, inquiries or disputes				X	X	X
	Provide guidelines for billing adjustments	X	X	X
	Identify billing adjustments needed and their type based on guidelines provided				X	X	X
	Recommend billing adjustments				X	X	X
	Escalate unresolved customer disputes to business units based on escalation matrix	X	X	X
	Refer uncollectible disputes to 3rd party collection agencies (write off only per agreed desktop procedures and approval from LS&Co)				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	Manage 3rd party collection efforts, resolve "exception" or unique customer disputes, and post any entries related to outcomes of dispute management resolution	X	X	X	X	X	X
	Share analysis with LS&Co. on channel and customer disputes to identify customer specific and channel trends. Investigate root cause and address prevention with internal and external sources				X	X	X
	Review and provide updates/actions to be taken if any	X	X	X
	Reporting
	Generate agreed process reports per procedures				X	X	X
	Jointly participate in periodic business/process performance reviews	X	X	X	X	X	X
	Calculate DSO to determine average number of days to collect revenue				X	X	X
	Prepare unapplied cash report				X	X	X
	Prepare Daily aging by credit report				X	X	X
	Prepare Daily customer balance detail				X	X	X
	Retail Store Accounting
	Reconcile stores cash/Bank details				X	X	X
	Liaise with stores for updates, discrepancies				X	X	X
	Retail cash posting and reconciliation				X	X	X
	Manage and oversee daily/monthly	X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	reconciliation from bank; resolve escalations

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CONFIDENTIAL
EXECUTION VERSION

6. GENERAL ACCOUNTING

6.1 SPLIT OF RESPONSIBILITY

	Principal Activity	LS&Co.			Supplier
		[****	****	****]*	[****	****	****]*
	Intercompany Accounting
	Setup Intercompany Agreements
	Obtain cross business unit agreement on eligible intercompany transactions, including transfer pricing agreements.	X	X	X
	Configure pre-requisites of systems including: a. Intercompany organizations b. Transaction types c. Approval workflow	X	X	X
	Identify and Enter Intercompany Transactions
	Setup intercompany suppliers and customers				X	X	X
	Approve intercompany suppliers and customers additions/changes	X	X	X
	Receive approved intercompany transactions requiring set up. Enter intercompany transactions				X	X	X
	Validate and Post Intercompany Entries
	Process intercompany invoices				X	X	X
	Process intercompany credit/debit notes				X	X	X
	Resolve holds and automation defects on payable invoices				X	X	X
	Post transactions via the intercompany				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	payable/receivable accounts
	Process intercompany payments and receipts				X	X	X
	Process preliminary and final intercompany netting and escalate exceptions as applicable				X	X	X
	Perform intercompany hedging	X	X	X
	Create policy to govern intercompany accounting	X	X	X
	Generate intercompany receivable and payable reports				X	X	X
	Prepare schedule of intercompany payables and receivables				X	X	X
	Prepare appropriate documents like Inter-company invoices etc.				X	X	X
	Reconcile Intercompany Transactions
	Perform intercompany reconciliations; sub ledger to ledger reconciliations and provide reconciliations to the counterparty and request confirmation of the reconciled balance				X	X	X
	Perform Intercompany Eliminations
	Eliminate LS&Co. approved intercompany revenues/expenses and balances				X	X	X
	Eliminate intercompany profit on sales and inventory	X	X	X
	Resolve Intercompany Disputes
	Identify intercompany disputes				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	Perform accounting transactions to facilitate dispute/difference resolution (e.g. pre-approved transactions that need to be corrected or transfer pricing transactions)				X	X	X
	Receive and remediate escalations for intercompany transactions per regional guidelines	X	X	X
	Receive, research and address and escalations related to disputed intercompany invoices or differences	X	X	X
	Journal Entries and Review
	Park and Post all journal entries agreed to be in-scope for Supplier				X	X	X
	Review Journals periodically for compliance	X	X	X
	Prepare and process transactional/recurring/non-strategic Journal Entries				X	X	X
	Process manual and automated journal entries (mass allocation batch run during month end)				X	X	X
	Prepare and process exceptional/one-time/complex/strategic Journal Entries	X	X	X
	Process standard accruals agreed to be in-scope for Supplier				X	X	X
	Process standard reserves agreed to be in-scope for Supplier				X	X	X
	Prepare manual allocations agreed to be in-scope for Supplier				X	X	X

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CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	Review and finalize proposed allocations agreed to be in-scope for Supplier				X	X	X
	Process standard allocations agreed to be in-scope for Supplier				X	X	X
	Perform standard reversals and re-class as agreed to be in-scope for Supplier				X	X	X
	Perform escalated reversals and re-class	X	X	X
	Clear suspense and re-class inter-company				X	X	X
	E-archival & retrieval of journals & supporting documentation per current LS&Co. procedures & tools				X	X	X
	Define rules for archival / retrieval activities	X	X	X
	Perform physical archival/retrieval activities	X	X	X
	Perform physical archival/retrieval activities as may be agreed to be in-scope for Supplier Mailroom & Scanning solution				X	X	X
	Foreign Currency Accounting
	Update foreign exchange rates in the system				X	X	X
	Perform Foreign exchange gain/loss accounting				X	X	X
	Perform Account Reconciliation
	Extract preliminary reports and trial balances				X	X	X
	Prepare Balance Sheet reconciliations agreed to be in-scope for Supplier				X	X	X
	Analyze and resolve reconciling variances for balance sheet accounts				X	X	X

LS&Co. - Attachment 2.2 - Description of Services - Finance Services Page 54

CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	Bank Account Reconciliation agreed to be in-scope for Supplier				X	X	X
	Analyze un-presented checks and deposits not cleared				X	X	X
	Reconcile bank balance to General Ledger				X	X	X
	Review out of date checks				X	X	X
	Investigate un-cleared deposits				X	X	X
	Prepare journal entries for reconciling variances				X	X	X
	Provide explanations for all reconciling variances in accordance with LS&Co. policy guidelines				X	X	X
	Obtain approval for reconciliations and correcting journal entries in accordance with LS&Co. approval hierarchy				X	X	X
	Provide hierarchy of approvals related to high/med/low account reconciliations	X	X	X
	Review and approve account reconciliations and correcting journal entries per risk level of reconciliations/accounts (i.e. LS&Co. does not expect to approve all account reconciliations performed by Supplier)	X	X	X
	Provide copies of account reconciliations and correcting journal entries as requested (e-archival & retrieval using LS&Co. tools)				X	X	X
	Closing Activities
	Communicate close schedule, hold pre-close	X	X	X

LS&Co. - Attachment 2.2 - Description of Services - Finance Services Page 55

CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	meetings and begin initial analysis
	Submit supporting materials to Retained personnel per close calendar				X	X	X
	Close sub-ledgers (accounts payable, fixed assets, accounts receivable etc.) & General Ledger based on timing and calendar for period end close schedule set by LS&Co				X	X	X
	Review, approve and close business units books	X	X	X
	Perform period ending adjustments	X	X	X
	Review, approve and close corporate books (HFM)	X	X	X
	Create cause of change summaries, perform close analysis and any top level adjustments or true ups; resolve exceptions	X	X	X
	Provide final review, approval and close corporate books (HFM)	X	X	X
	Perform final consolidations and finalize executive summaries including legal entity reporting package	X	X	X
	External Reporting
	Review local statutory filings, interim/annual earnings releases/reports to shareholders and government entities	X	X	X
	Maintain local statutory filings and other regulatory reports	X	X	X
	Submit regulatory reports	X	X	X
	Support creation of external reports- provide				X	X	X

LS&Co. - Attachment 2.2 - Description of Services - Finance Services Page 56

CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	data, complete templates
	Manage Fixed Assets Inventory
	Create asset master and post assets basis request from LS&Co				X	X	X
	Process changes to asset master data per request from LS&Co				X	X	X
	Set policy and identify owners for fixed asset inventory	X	X	X
	Coordinate physical asset tracking and tagging	X	X	X
	Administer periodic physical asset verification	X	X	X
	Make appropriate transactional entries for assets based on outcome of physical inventory process				X	X	X
	Approve the physical asset loss	X	X	X
	Book accrual for missing assets (Note: [****]* currently writes off missing assets directly)				X	X	X
	Book accrual for tax portion of capitalized asset				X	X	X
	Ensure depreciation is posted accurately across all Fixed Asset Areas and ledgers (support from LS&Co. for in-country local GAAP compliance)				X	X	X
	Run processes to capitalize Fixed Assets or Fixed Asset additions				X	X	X
	Ensure that all assets under construction postings are accurate and can be capitalized and escalate cases in which judgment is required				X	X	X

LS&Co. - Attachment 2.2 - Description of Services - Finance Services Page 57

CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	Meet with project managers to ensure projects are getting capitalized according to project Go Live.				X	X	X
	Perform impairment test & communicate the impairment values of assets	X	X	X
	Post journal entries to record asset impairments in accordance with LS&Co. policy guidelines				X	X	X
	Communicate any statutory requirements	X	X	X
	Create transactions as necessary for special one-time events (e.g. restructuring, sale of facilities)	X	X	X
	Post transactions as necessary for special one-time events (e.g., restructuring, sale of facilities)	X	X	X
	Asset Additions, Transfers, or Deletions
	Initiate request for asset additions, transfers, or deletions	X	X	X
	Review and approve requests for asset additions, transfers, or deletions	X	X	X
	Process asset addition(with and without Internal Orders), transfer, or deletion according to LS&Co. policy and guidelines				X	X	X
	Post additions to Fixed Assets for the month to the proper depreciation/amortization schedules and ensure they go to the correct asset class				X	X	X
	Seek additional clarification as needed to				X	X	X

LS&Co. - Attachment 2.2 - Description of Services - Finance Services Page 58

CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	facilitate asset additions, transfers or deletions
	Run Depreciation
	Process depreciation journal entries for assets				X	X	X
	Post depreciation to General Ledger				X	X	X
	Seek approval for depreciation exceptions per LS&Co. policy guidelines				X	X	X
	Validate and approve exceptions	X	X	X
	Process Asset Sale or Retirement
	Initiate request for asset sale or retirement	X	X	X
	Receive, review and approve completed acknowledgment forms with details on assets to be retired or sold	X	X	X
	Process and post transactions to record retirements and sales of assets				X	X	X
	Seek additional clarification as needed to facilitate asset sale or retirement				X	X	X
	Maintain Leases
	Receive completed lease contract and capital appropriation request, determine and classify lease type (operating or capital), create lease amortization schedule, and submit request to AP for payment set up (if applicable).	X	X	X
	Create periodic management reports for Corporate Finance and Treasury				X	X	X
	Run capital leased asset depreciation and transfer to General Ledger				X	X	X

LS&Co. - Attachment 2.2 - Description of Services - Finance Services Page 59

CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	Record accruals or prepayments for any operating or capital leases and book monthly journal entries				X	X	X
	Approve accruals or prepayments for any operating or capital leases	X	X	X
	Process changes to asset master data				X	X	X
	Perform Month-End Closing and Reconciliation of Lease Account
	Reconcile lease account to bank payments and investigate/resolve reconciliation issues identified from monthly cash statement				X	X	X
	Escalate reconciliation issues/exceptions as needed				X	X	X
	Retire leased assets as appropriate				X	X	X
	Monitor leases for renewals/retirement				X	X	X
	Review and approve reports and journal entries using third party system(s) as appropriate	X	X	X
	Maintain Assets Under Creation/Project Accounting
	Initiate request for funding via completion of a capital appropriation form	X	X	X
	Receive completed capital appropriation request form Provide pre-approved budget for a fixed asset under construction and supporting documentation	X	X	X
	Open internal Order per completed request from LS&Co				X	X	X

LS&Co. - Attachment 2.2 - Description of Services - Finance Services Page 60

CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	Review PER (Project Expense Request) for completeness of data				X	X	X
	Monitor projects for spending completion and notify the business if it is stagnant				X	X	X
	Publish reports like fixed assets roll forwards, capital tracking, aging projects and retain records in electronic format records for Auditor and SOX testing; support audit process as needed				X	X	X
	Review by LS&Co	X	X	X
	Initiate any queries related to reporting	X	X	X
	Respond to any incoming queries				X	X	X
	Close out project/related internal order and establish asset once spending is complete				X	X	X
	Support for Escalations and Processing Service Requests/Inquiries
	Receive, research and address escalations raised during the Fixed Assets physical inventory processes	X	X	X
	Receive and research escalations raised during asset impairment decision making process	X	X	X
	Prepare reports for management purposes such as depreciation expense summary, and Fixed Asset summary per agreed LS&Co. requirements				X	X	X
	Respond to end-user requests for asset values and disposition values; escalate unresolved queries to LS&Co				X	X	X

LS&Co. - Attachment 2.2 - Description of Services - Finance Services Page 61

CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	Resolve cases escalated to LS&Co. per agreed procedures	X	X	X
	Establish, maintain, and communicate policies, procedures, approval limits and guidelines for intercompany accounting per regional guidelines	X	X	X
	Merger & Acquisitions
	Process entries for goodwill in accordance with instructions from LS&Co				X	X	X
	Approve accounting entries for new acquisitions	X	X	X
	Policy and procedure for goodwill accounting	X	X	X

7. INVENTORY ACCOUNTING

7.1 SPLIT OF RESPONSIBILITY

	Principal Activity	LS&Co.			Supplier
		[****	****	****]	[****	****	****]*
	Provide inputs to expense allocations and inventory valuation (raw materials, WIP, finished goods)	X	X	X
	Support product costing (For Business Finance / Operations) and inventory accounting (maintain standard cost rates, track cycle counts, and cost revisions)	X	X	X
	Create and process judgmental entries related to inventory valuation (i.e. LCM)	X	X	X
	Process standard journal entries for inventory				X	X	X

LS&Co. - Attachment 2.2 - Description of Services - Finance Services Page 62

CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	adjustments
	Reconciling POS data, ERP differences				X	X	X
	Follow up with stores related to potential inventory adjustments				X	X	X

8. TREASURY TRANSACTIONS

8.1 SPLIT OF RESPONSIBILITY

	Principal Activity	LS&Co.			Supplier
		[****	****	****]*	[****	****	****]*
	Rate updates (forex, cost rates, budget rates, etc.) Exact split of work for Supplier to be detailed during Transition Analysis				X	X	X
	Closing journals				X	X	X
	Generate in-house bank statements,				X	X	X
	Liaison with Banks, in-country finance teams for funding requirements, transfers, hedging, cash forecasting etc.	X	X	X

9. INTERNAL REPORTING

9.1 SPLIT OF RESPONSIBILIT

	Principal Activity	LS&Co.			Supplier
		[****	****	****]*	[****	****	****]*
	Internal Reporting

LS&Co. - Attachment 2.2 - Description of Services - Finance Services Page 63

CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	Support preparation of management reports				X	X	X
	Participate in regional and higher process reviews	X	X	X
	Participate in affiliate process reviews				X	X	X
	Respond to internal customer inquiries and escalated as necessary				X	X	X
	Respond to escalations	X	X	X
	FP&A (Variance analysis, budgeting & forecasting activities)	X	X	X

10. INDIRECT PROCUREMENT ENABLEMENT

10.1 SPLIT OF RESPONSIBILITY

	Principal Activity	LS&Co.			Supplier
		[****	****	****]*	[****	****	****]*
	Define and Communicate Policies
	Establish, maintain, and communicate policies, procedures, band-level approval (BLA) limits	X	X	X
	Provide local legal/statutory inputs for PO policies and procedures	X	X	X
	Transactional Procurement
	Requisitioning
	Requestor determines purchase need and creates requisition in requisitioning tool	X	X	X

LS&Co. - Attachment 2.2 - Description of Services - Finance Services Page 64

CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	Verify all supporting documentation is included in submission of requisition.				X	X
	Receive and review approved requisitions for completeness, accuracy and compliance				X	X
	PO Management
	Create purchase order				X	X
	Create purchase order AMA			X
	PO Sending			X	X	X
	Initiate changes to PO ( PO Amendment)	X	X	X
	Follow PO amendment process				X	X
	Sending Amended PO				X	X
	PO closure ( Yearly activity)				X	X
	Procurement Helpdesk
	Provide requisition and PO support to business				X	X
	Provide Xxxxx 0 support on requisitioning tool				X	X
	Provide Level 2 support on requisitioning tool				X	X
	Support for raising PO in system						X
	Reporting
	Create periodic reports (e.g. Hands-free PO's, Hands-on PO's, Block PO's, After the fact PO's, Open PO report )				X	X	X
	Create ad hoc reports (e.g. Spend per vendor, Spend per commodity)				X	X	X

LS&Co. - Attachment 2.2 - Description of Services - Finance Services Page 65

CONFIDENTIAL
EXECUTION VERSION

	Principal Activity	LS&Co.			Supplier
	Catalog Management (to be determined in TA / KA)
	Enable Catalogs
	Negotiate all items and pricing agreements for the selected catalogue suppliers, and ensure agreements are in place prior to Service Provider’s engagement with Supplier.
	Provide the necessary technical and business support for the implementation of catalogues into catalogue system.
	Validate content. Complete any normalization and cleaning as required and agreed based on agreed-upon data quality standards and format.
	Resolve data quality issues beyond scope of agreed-upon data quality standards and format, or work with vendor to do so.