Common use of Change Management Process Clause in Contracts

Change Management Process. Change to any part of the Statement of Work, Service Levels, Agreement and/or associated Exhibits, policies or procedures will be managed by the Change Control Board. Events that could require a change include but are not limited to business planning activities, budget changes, audit or regulatory requirements, benchmark study results, process improvement team recommendations or changes in the EMW business. In each case the following process will be followed to approve changes. The initiator/sponsor of the change will document that request through a project change request (PCR) and present it to the Change Control Board for consideration. The change request document must include at a minimum a detailed description of the recommended change, the objective and benefits of the change, the cost to implement the change, any risks associated with making the change, the impact of the change to other processes, time schedules, agreements, exhibits, etc. The initiator/sponsor will also provide a high-level implementation project plan and communication plan for the change. Within three days of receipt of the PCR with regard to the SI Services and within 15 days of a receipt of the PCR with regard to the Steady State Services, the Change Control Board will review the proposed change and approve it for investigation or rejection. IBM shall make any changes requested by EMW with regard to the SI Services subject to IBM being compensated at the hourly rate for services set forth for SI Services in Exhibit 4. If the Change Control Board denies any other change, the initiator/sponsor will be notified of the reason for such rejection and the change request will be closed. If the Change Control Board denies any change with regard to the Steady State Services that IBM is the exclusive provider pursuant to Section 3.04 of the Agreement, then EMW shall be entitled to implement such change itself or engage a third party to implement such change. If the Change Control Board approves the change, the initiator/sponsor will provide a detailed project plan for implementation approved by all relevant parties to the Change Control Board. The initiator/sponsor will assign a project manager to manage the implementation plan and provide monthly status to the Change Control Board until such time as the change has been implemented and the request can be closed. Change requests denied by the designated approving authorities could be escalated by the initiator/sponsor pursuant to the Dispute Resolution Process set forth in Article 22 of the Agreement. Approved changes will be incorporated into the Agreement through amendments.

Change Management Process. To ensure the success of this engagement, it is critical that Customer and DT Services Services have a clear understanding of engagement expectations. The parties will utilize the approach outlined below (the “Change Management Process”) for managing changes to the SOW. Customer or DT Services Services may propose changes to the Services under this SOW, including Deliverables, scope or any part other aspect of the Statement engagement. The Change Management Process for this engagement consists of Work, Service Levels, Agreement and/or associated Exhibits, policies or procedures the following: • Change Initiation – All proposed changes will be managed by forwarded to, or originated by, the SPOC and documented. A copy of the proposed change request will be forwarded to the Customer Contact. Change requests will be documented using the Change Control Board. Events that could require a change include but are not limited to business planning activities, budget changes, audit or regulatory requirements, benchmark study results, process improvement team recommendations or changes Request Form found in the EMW business. In each case the following process Appendix A. • Change Validation – DT Services Services will be followed to approve changes. The initiator/sponsor of the change will document that request through a project change request (PCR) and present it to the Change Control Board for consideration. The change request document must include at a minimum a detailed description of the recommended change, the objective and benefits of the change, the cost to implement the change, any risks associated with making the change, the impact of the change to other processes, time schedules, agreements, exhibits, etc. The initiator/sponsor will also provide a high-level implementation project plan and communication plan for the change. Within three days of receipt of the PCR with regard to the SI Services and within 15 days of a receipt of the PCR with regard to the Steady State Services, the Change Control Board will review examine the proposed change and approve it for investigation or rejection. IBM shall make any changes requested by EMW with regard to the SI Services subject to IBM being compensated at the hourly rate for services set forth for SI Services in Exhibit 4. If the Change Control Board denies any other change, the initiator/sponsor will be notified of the reason for such rejection and may discuss the change request will be closed. If with the Change Control Board denies any change with regard Customer Contact to clarify the Steady State Services that IBM is the exclusive provider pursuant to Section 3.04 details of the Agreement, then EMW shall be entitled to implement such request. • Change Analysis and Impact Analysis – DT Services Services will analyze the change itself or engage a third party to implement such change. If the Change Control Board approves the change, the initiator/sponsor will provide a detailed project plan for implementation approved by all relevant parties request and make modifications to the Change Control BoardRequest Form as necessary. The initiator/sponsor will assign a project manager to manage the implementation plan and provide monthly status to the • Change Control Board until such time as Implementation – If the change has been implemented request is approved, the change will be noted as “Approved” and the request can be closed. Change requests denied by the designated approving authorities could be escalated by the initiator/sponsor pursuant to the Dispute Resolution Process set forth in Article 22 of the Agreement. Approved changes will be incorporated into the Agreement through amendments.SOW and managed for progress. If the change is not approved, the change will be noted as “Rejected” and DT Services Services will continue to perform without regard to the proposed change to the extent practically possible. The receiving party will review the proposed Change Request Form and will: (i) approve it, (ii) agree to further investigation, or (iii) reject it. Neither Customer nor DT Services Services will unreasonably withhold or delay its agreement to any proposed change. Investigation must be performed within seven (7) calendar days. Changes agreed upon pursuant to the Change Management Process will not be effective until mutually executed by a duly authorized representative of both parties. In addition, DT Services Services shall be relieved of any performance, schedule, milestone, or financial commitments associated with Services affected by Customer’s non-compliance with Customer responsibilities or other obligations under this SOW or in the event of any deviation from any assumption, constraint, dependency or engagement scope specification contained in this SOW until an appropriate written change order or other amendment to this SOW addressing the foregoing is approved and signed by the Customer and DT Services Services. 6 OTHER PROVISIONS The Services, including any Deliverables, are subject to the following: