ALLOCATION OF POOL PERCENTAGE FOR SUCH COMPOUND SERVICE LEVEL SHALL
NOT EXCEED [***].
(VII)
SERVICE PROVIDER WILL PROMPTLY INVESTIGATE AND
REMEDIATE ALL FAILURES ASSOCIATED WITH SERVICE LEVELS IN ACCORDANCE WITH
SECTION 8 BELOW.
(VIII)
SERVICE PROVIDER WILL PROVIDE CUSTOMER WITH THE
PERFORMANCE REPORTING FOR THE SERVICES AS SPECIFIED IN THIS SCHEDULE D-1, THE
"REPORTS" SCHEDULE, AND THE "GOVERNANCE AND CHANGE CONTROL" EXHIBIT.
(IX)
SERVICE PROVIDER WILL MINIMIZE RECURRENCES
OF ALL PERFORMANCE-RELATED FAILURES FOR WHICH IT IS RESPONSIBLE IN ACCORDANCE
WITH SECTION 8 BELOW.
SERVICE PROVIDER WILL ALSO BE RESPONSIBLE FOR REPORTING
TO CUSTOMER ANY PROBLEMS, SUCH AS OUTAGES, THAT APPEAR LIKELY TO RESULT IN A
FAILURE TO MEET ANY SERVICE LEVEL, WITHIN [***] OF SERVICE PROVIDER BECOMING
AWARE OF ANY SUCH PROBLEM.
(X)
CUSTOMER WILL HAVE THE RIGHT TO RECEIVE
SERVICE LEVEL CREDITS AND ULTIMATELY TO TERMINATE THE SERVICES NOTWITHSTANDING
ANY OF THE AFORESAID EFFORTS OF SERVICE PROVIDER, IF AND TO THE EXTENT SUCH
RIGHTS ACCRUE IN ACCORDANCE WITH THE AGREEMENT OR THIS SCHEDULE D-1.
(XI)
CUSTOMER AND SERVICE PROVIDER WILL EACH
PROVIDE A SINGLE POINT OF CONTACT FOR THE PROMPT RESOLUTION OF ALL SERVICE LEVEL
DEFAULTS AND ALL FAILURES TO PROVIDE SERVICES TO CUSTOMER IN ACCORDANCE WITH THE
"SERVICE LEVEL AGREEMENT" SCHEDULE AND THE AGREEMENT.
(B)
REPORTING OF PERFORMANCE MEASURES.
Commencing on the Service Level Commencement Date and continuing throughout the
Term, including during any Termination Assistance Period:
(I)
SERVICE PROVIDER SHALL ASSEMBLE AND
CREATE THE REPORTS DESCRIBED IN THE "REPORTS" SCHEDULE AND THE "SERVICE LEVEL
AGREEMENT" SCHEDULE ON THE PERFORMANCE OF THE SERVICES, IN ORDER TO ASSIST IN
THE EFFECTIVE MANAGEMENT OF THE SERVICES AND SUPPORT THE IMPROVEMENT OF THE
SERVICE LEVELS AS DESCRIBED HEREIN.
(II)
SERVICE PROVIDER SHALL PROVIDE DETAILED
SUPPORTING INFORMATION FOR EACH REPORT TO CUSTOMER IN ELECTRONIC FORM SUITABLE
FOR USE ON A PERSONAL COMPUTER.
IN ADDITION, SERVICE PROVIDER SHALL MAKE SUCH
INFORMATION AVAILABLE TO CUSTOMER ON-LINE USING COMMONLY AVAILABLE TECHNOLOGY.
THE RAW DATA AND DETAILED SUPPORTING INFORMATION SHALL BE DEEMED TO BE CUSTOMER
CONFIDENTIAL INFORMATION, AND CUSTOMER MAY ACCESS SUCH INFORMATION ON-LINE AT
ANY TIME DURING THE TERM; PROVIDED, THAT IBM MAY RETAIN A COPY OF SUCH DATA
SOLELY FOR ITS ACCOUNTING RECORDS, SUBJECT TO THE PROVISIONS OF SECTION 11 OF
THE MASTER AGREEMENT.
(III)
COMMENCING WITH THE FIRST SERVICE LEVEL
COMMENCEMENT DATE, WITHIN TEN (10) CALENDAR DAYS AFTER THE LAST DAY OF EACH
MONTH DURING THE TERM, SERVICE PROVIDER WILL PROVIDE A MONTHLY PERFORMANCE
REPORT FOR CPIS AND KPIS THAT REPORTS VARIOUS METRICS, INCLUDING:
(A)
SERVICE PROVIDER'S PERFORMANCE AGAINST AND
CALCULATIONS WITH RESPECT TO EACH SERVICE LEVEL DURING THE PRECEDING MONTH;
(B)
THE PERFORMANCE TREND/IMPROVEMENT REPORT; AND
2
(C)
POTENTIAL PROBLEMS OF WHICH SERVICE PROVIDER
IS AWARE THAT COULD REASONABLY BE EXPECTED TO RESULT IN A FAILURE TO MEET A
SERVICE LEVEL AND REMEDIAL ACTIONS INCLUDING SUMMARIES OF THE REPORTS SUBMITTED
TO CUSTOMER IN ACCORDANCE WITH SERVICE PROVIDER'S OBLIGATION TO PERIODICALLY
SUBMIT SERVICE LEVEL REPORTS AND SERVICE LEVEL CREDITS.
Notwithstanding the above, Service Provider shall only be required to report on
GPIs