Common use of Benchmark Process Methodology Clause in Contracts

Benchmark Process Methodology. The Benchmarker shall conduct the Benchmark Process according to the following methodology: (i) The Benchmarker shall select a representative sampling of other outsourced organizations that share substantially similar attributes with respect to size, investments, scope and nature of overall Services, quality standards and Service Levels, technology, and payment and performance credit structure but without regard to geographic scope of overall services (“Comparators”). There shall be six (6) Comparators or such lesser number if the Comparator information available to the Benchmarker is comprised of a lesser number of Comparators. The Benchmarker shall make adjustments to the Comparators as necessary to permit a normalized comparison. (ii) For each Comparator used to calculate the Benchmark Results, the Benchmarker shall disclose to Customer and Administrator the demographic data (e.g., the total number of Service resource units and/or other basis on which Charges are based, a general description of the quality of services and service environment and other similar data) reasonably required for the Parties to understand the basis upon which the Benchmarker determined that the Comparators chosen by the Benchmarker comply with the requirements set forth above. Due to the confidential nature of Comparator data and nondisclosure agreements to which such data may be subject, the name of the Comparators shall be treated as confidential information of the Benchmarker. (iii) The data used by the Benchmarker in the Benchmark Process will be reasonably current (i.e., based on services provided to Customer and the Comparators no more than twelve (12) months prior to the start of the Benchmark Process). The data shall be only from other relationships for substantially similar services in terms of scope of services, minimum financial commitments from the customer, duration of the commitment from the customer, nature of the accountability of the service provider, the location from where the services are provided, and other data substantiating the similarity between the Comparators and the terms of this Agreement. On written request and on a de-identified basis, Benchmarker shall provide such comparative data to Administrator. (iv) The Benchmarker shall compare each Comparator’s contracted charges, Service Levels and scope with Administrator’s contracted Charges, Service Levels, scope of services, and all other significant terms with respect to the subject Services. The Benchmarker shall compare the applicable Service Levels with the Comparator’s committed Service Levels for each element of the Services where such comparison is meaningful and objective. (v) The Benchmarker shall use normalization techniques that the Benchmarker deems appropriate to use to make such adjustments. The Benchmarker shall fully explain its normalization techniques to Administrator and Customer. (vi) Customer and Administrator agree as follows: (i) that the Benchmarker will conduct the Benchmark Process in accordance with the Benchmarker’s own policies, methodologies, and practices which Benchmarker will represent are designed to generate valid comparisons without a bias for or against any one or more service providers; (ii) to consult with each other regularly and cooperate reasonably with the Benchmarker in the Benchmark Process activities; and (iii) that Customer shall serve as the Benchmarker’s primary point of contact; provided, however, that Customer shall provide Administrator with the opportunity to participate in any substantive discussions with the Benchmarker that relate to Administrator’s role in the Benchmarking Process. (vii) Customer will be permitted to disclose price and cost information under this Agreement to the Benchmarker, subject to execution of an [text deleted] appropriate confidentiality agreement in accordance with subsection (f) below and Article 11 hereof. Administrator shall not be obligated to disclose to the Benchmarker data with respect to any other of Administrator’s customers. (viii) All information provided to and obtained from a Benchmarker shall be provided to both Administrator and Customer, unless otherwise agreed by the Parties. Such information shall be deemed to be the Confidential Information of Administrator and Customer.

Benchmark Process Methodology. The Benchmarker shall conduct the Benchmark Process according to the following methodology: (i) The Benchmarker shall select a representative sampling of other outsourced organizations that share substantially similar attributes with respect to size, investments, scope and nature of overall Services, quality standards and Service Levels, technology, and payment and performance credit structure but without regard to geographic scope of overall services (“Comparators”). There shall be six (6) Comparators or such lesser number if the Comparator information available to the Benchmarker is comprised of a lesser number of Comparators. The Benchmarker shall make adjustments to the Comparators as necessary to permit a normalized comparison.. AUS 429433v.17 (ii) For each Comparator used to calculate the Benchmark Results, the Benchmarker shall disclose to Customer and Administrator the demographic data (e.g., the total number of Service resource units and/or other basis on which Charges are based, a general description of the quality of services and service environment and other similar data) reasonably required for the Parties to understand the basis upon which the Benchmarker determined that the Comparators chosen by the Benchmarker comply with the requirements set forth above. Due to the confidential nature of Comparator data and nondisclosure agreements to which such data may be subject, the name of the Comparators shall be treated as confidential information of the Benchmarker. (iii) The data used by the Benchmarker in the Benchmark Process will be reasonably current (i.e., based on services provided to Customer and the Comparators no more than twelve (12) months prior to the start of the Benchmark Process). The data shall be only from other relationships for substantially similar services in terms of scope of services, minimum financial commitments from the customer, duration of the commitment from the customer, nature of the accountability of the service provider, the location from where the services are provided, and other data substantiating the similarity between the Comparators and the terms of this Agreement. On written request and on a de-identified basis, Benchmarker shall provide such comparative data to Administrator. (iv) The Benchmarker shall compare each Comparator’s contracted charges, Service Levels and scope with Administrator’s contracted Charges, Service Levels, scope of services, and all other significant terms with respect to the subject Services. The Benchmarker shall compare the applicable Service Levels with the Comparator’s committed Service Levels for each element of the Services where such comparison is meaningful and objective. (v) The Benchmarker shall use normalization techniques that the Benchmarker deems appropriate to use to make such adjustments. The Benchmarker shall fully explain its normalization techniques to Administrator and Customer. (vi) Customer and Administrator agree as follows: (i) that the Benchmarker will conduct the Benchmark Process in accordance with the Benchmarker’s own policies, methodologies, and practices which Benchmarker will represent are designed to generate valid comparisons without a bias for or against any one or more service providers; (ii) to consult with each other regularly and cooperate reasonably with the Benchmarker in the Benchmark Process activities; and (iii) that Customer shall serve as the Benchmarker’s primary point of contact; provided, however, that Customer shall provide Administrator with the opportunity to participate in any substantive discussions with the Benchmarker that relate to Administrator’s role in the Benchmarking Process. (vii) Customer will be permitted to disclose price and cost information under this Agreement to the Benchmarker, subject to execution of an [text deleted] AUS 429433v.17 appropriate confidentiality agreement in accordance with subsection (f) below and Article 11 hereof. Administrator shall not be obligated to disclose to the Benchmarker data with respect to any other of Administrator’s customers. (viii) All information provided to and obtained from a Benchmarker shall be provided to both Administrator and Customer, unless otherwise agreed by the Parties. Such information shall be deemed to be the Confidential Information of Administrator and Customer.

Benchmark Process Methodology. The Customer, Supplier and the Benchmarker shall conduct the Benchmark Process according to the following methodology: (i) The Benchmarker shall select a representative sampling of other outsourced organizations that share substantially similar attributes with respect to size, investments, scope and nature of overall Servicesservices, quality standards and Service Levels, technology, and payment and performance credit structure but without regard to structure, geographic scope of overall services and other factors deemed pertinent by the Benchmarker (“Comparators”). There shall be six (6) Comparators or such lesser number (but not less than three (3)) if the Comparator information available to the Benchmarker is comprised of a lesser number of Comparators. The Benchmarker shall make adjustments to the Comparators as necessary to permit a normalized comparison. (ii) For each Comparator used to calculate the Benchmark Results, the Benchmarker shall disclose to Customer and Administrator Supplier the demographic data (e.g., the total number of Service resource units and/or other basis on which Charges are based, a general description of the quality of services and service environment and other similar data) reasonably required for the Parties to understand the basis upon which the Benchmarker determined that the Comparators chosen by the Benchmarker comply with the requirements set forth above. Due to the confidential nature of Comparator data and nondisclosure agreements to which such data may be subject, the Benchmarker shall not be required to disclose the name of the Comparators shall be treated as confidential information of the BenchmarkerComparators. (iii) The data used by the Benchmarker in the Benchmark Process will be reasonably current (i.e., based on services provided to Customer and the Comparators no more than twelve (12) months prior to the start of the Benchmark Process). The data shall be only from other relationships for substantially similar services in terms of scope of services, minimum financial commitments from the customer, duration of the commitment from the customer, nature of the accountability of the service provider, the location from where the services are provided, and other data substantiating the similarity between the Comparators and the terms of this Agreement. On written request and on a de-identified basis, Benchmarker shall provide such comparative data to Administrator. (iv) The Benchmarker shall compare each Comparator’s contracted charges, Service Levels and scope with AdministratorSupplier’s contracted Charges, Service Levels, Levels and scope of services, and all other significant terms with respect to the subject Services. The In making this comparison, the Benchmarker shall compare consider the applicable Service Levels following factors in order to generate a “like-for-like” comparison and shall adjust the comparative prices as and to the extent appropriate: (A) whether Supplier transition and transformation charges are paid by the customer as incurred or amortized over the term of this Agreement; (B) the extent to which this Agreement calls for Supplier to provide and comply with unique customer requirements; and (C) differences in volume of services (scale), scope of services, financing or payment streams, geographic distribution (including the Comparator’s committed Service Levels for each element use of the Services where such comparison is meaningful offshore facilities and objectivelabor), complexity of supported environment, technologies employed and other pertinent factors. (v) The Benchmarker shall use normalization techniques that the Benchmarker deems appropriate to use to make such adjustments. The Benchmarker shall fully explain its normalization techniques to Administrator Supplier and Customer. (vi) Customer and Administrator Supplier agree as follows: (iA) that the Benchmarker will conduct the Benchmark Process in accordance with the Benchmarker’s own policies, methodologies, and practices which Benchmarker will represent are designed to generate valid comparisons without a bias for or against any one or more service providers; practices, (iiB) to consult with each other regularly and cooperate reasonably with the Benchmarker in the Benchmark Process activities; , and (iiiC) that Customer shall serve as the Benchmarker’s primary point of contact; provided, however, that Customer shall provide Administrator Supplier with the opportunity to participate in any substantive discussions with the Benchmarker that relate to AdministratorSupplier’s role in the Benchmarking Process. (vii) Customer will be permitted to disclose price and cost information under this Agreement to the Benchmarker, subject to execution of an [text deleted] appropriate confidentiality agreement a Confidentiality Agreement in accordance with subsection (f) below and Article 11 hereof. Administrator shall not be obligated to disclose to the Benchmarker data with respect to any other of Administrator’s customers. (viii) All information provided to and obtained from a Benchmarker shall be provided to both Administrator and Customer, unless otherwise agreed by the Parties. Such information shall be deemed to be the Confidential Information of Administrator and Customer.form attached hereto as Exhibit