Common use of Procedures Manual Clause in Contracts

Procedures Manual. (a) A procedures manual (the “Procedures Manual”) is to be established for the Production Services. First Data shall prepare and deliver a draft of the Procedures Manual to RCSI by the Effective Date. RCSI shall return the draft Procedures Manual to First Data within ninety (90) days of receipt following which the Parties shall collaborate and mutually agree upon which RCSI suggested changes should be incorporated into the initial Procedures Manual. (b) The Procedures Manual shall describe how First Data will perform and deliver the Production Services under this Agreement, the equipment and software being used, and the documentation (e.g., operations manuals, user guides, specifications) which provide further details of such activities. The Procedures Manual shall describe the activities First Data proposes to undertake in order to provide the Production Services, including those direction, supervision, monitoring, staffing, reporting, planning and oversight activities normally undertaken at facilities that provide services of the type First Data shall provide under this Agreement. The Procedures Manual shall also document certain roles and responsibilities of RCSI and shall include descriptions of quality assurance procedures, First Data’s problem management and escalation procedures, and the other standards and procedures of First Data pertinent to RCSI’s interaction with First Data in obtaining the Production Services. The Procedures Manual shall also contain the process map for Statement production. The Procedures Manual shall be suitable for use by RCSI to understand the Production Services. (c) First Data shall periodically update the Procedures Manual to reflect material changes in the operations or procedures described therein. Significant updates of the Procedures Manual shall be provided to RCSI for review and comment. If there is a conflict between the Procedures Manual and this Agreement this Agreement shall control.

Appears in 2 contracts

Sources: Production Services Agreement (Synchrony Financial), Production Services Agreement (Synchrony Financial)

Procedures Manual. (a) A procedures If an SOW requires the development of a Procedures Manual, within the timeframe set forth in the applicable SOW , Provider shall develop in accordance with the SOW and deliver to ▇▇▇▇▇▇▇ for review a draft of a manual (the “Procedures Manual”) is describing in detail how Provider shall manage and perform the Services and Systems used to be established for provide the Production Services. First Data shall prepare and deliver a draft of the Procedures Manual to RCSI by the Effective Date. RCSI shall return the draft Procedures Manual to First Data within ninety (90) days of receipt following which the Parties shall collaborate and mutually agree upon which RCSI suggested changes should be incorporated into the initial Procedures Manual. (b) The Procedures Manual shall describe how First Data will perform and deliver the Production Services under this Agreement, the equipment and software being used, and the documentation (e.g.such as, for example, operations manuals, user guides, specifications) which provide further details forms of such activitiesService Level reports, call lists, escalation procedures, emergency procedures, and requests for approvals or information). The Procedures Manual shall describe be based on ▇▇▇▇▇▇▇ procedures manual in use immediately before the activities First Data proposes commencement of Services under the applicable SOW if such procedures manual exists and is provided by ▇▇▇▇▇▇▇. Subject to undertake any alternative requirements in order an SOW, Provider shall incorporate any reasonable comments and suggestions made by ▇▇▇▇▇▇▇ and shall deliver a revised Procedures Manual within fifteen (15) days after receipt of ▇▇▇▇▇▇▇ comments. The final Procedures Manual shall be subject to ▇▇▇▇▇▇▇ written approval. Provider shall update the Procedures Manual for each SOW and the Services performed thereunder at least quarterly and as necessary throughout the applicable SOW Term to reflect changes in the Services and the procedures and resources used to provide the Production Services. All such updates to the Procedures Manual shall be subject to ▇▇▇▇▇▇▇ review and approval as set forth in this Section 8.3(a). In the event of a conflict between the provisions of this Agreement and a Procedures Manual, including those direction, supervision, monitoring, staffing, reporting, planning the provisions of this Agreement shall control. Each draft and oversight activities normally undertaken at facilities that provide services version of the type First Data Procedures Manual shall provide be deemed Work Product under this AgreementAgreement and owned exclusively by ▇▇▇▇▇▇▇. The Procedures Manual shall also document certain roles and responsibilities be deemed the Confidential Information of RCSI and shall include descriptions of quality assurance procedures, First Data’s problem management and escalation procedures, and the other standards and procedures of First Data pertinent to RCSI’s interaction with First Data in obtaining the Production Services▇▇▇▇▇▇▇. The Procedures Manual shall also contain the process map for Statement production. The Procedures Manual shall be suitable for use by RCSI to understand the Production Services. (c) First Data shall periodically update ▇▇▇▇▇▇▇ may disclose the Procedures Manual to reflect material changes any third party as determined by ▇▇▇▇▇▇▇, including to prospective successor service providers in connection with procuring services to replace the operations or procedures described therein. Significant updates of the Procedures Manual shall be Services provided to RCSI for review and comment. If there is a conflict between the Procedures Manual and this Agreement this Agreement shall controlby Provider.

Appears in 1 contract

Sources: Master Services Agreement (Talcott Resolution Life & Annuity Insur Co Separate Account Three)