(E.G.,
EQUIPMENT, SOFTWARE, FACILITIES OR PERSONNEL, ETC.) WHICH ARE NECESSARY TO
IMPLEMENT THE CONTRACT CHANGE, IN EACH CASE WHERE THE VALUE OF SUCH RESOURCES
WILL BE DETERMINED IN A MANNER CONSISTENT WITH THE CHARGES AS OF THE EFFECTIVE
DATE.
ANY INCREASE IN CHARGES WILL TAKE INTO ACCOUNT RESOURCES AND EXPENSES OF
ACCENTURE FOR THEN-EXISTING SERVICES THAT WOULD NO LONGER BE REQUIRED IF THE
ADDITIONAL SERVICE WERE PERFORMED BY ACCENTURE.
THE ADJUSTMENT PROVISIONS OF
THIS SECTION 4.2(D) SHALL ALSO APPLY TO ANY OTHER CHANGE PROVIDED FOR IN THIS
AGREEMENT WHICH EXPRESSLY CALLS FOR AN EQUITABLE ADJUSTMENT TO THE CHARGES
PURSUANT TO THIS SECTION 4.2(D), AND REFERENCES IN THIS SECTION TO THE
APPLICABLE CONTRACT CHANGE SHALL BE DEEMED TO REFER TO THE APPLICABLE CHANGE.
(E)
SUBJECT TO SECTION 4.2(C), CONTRACT CHANGES
MUST BE AGREED IN WRITING IN THE FORM OF A WORK ORDER (OR, IF APPLICABLE, AN
AMENDMENT TO THIS AGREEMENT) AND SIGNED BY THE HAWAIIAN TELCOM AND ACCENTURE
ACCOUNT REPRESENTATIVES (OR OTHER DULY AUTHORIZED REPRESENTATIVES) IN ORDER TO
BE EFFECTIVE.
NOTWITHSTANDING THE FOREGOING, ACCENTURE WILL PROCEED WITH
PERFORMING CHANGES RESULTING FROM A CHANGE IN LAWS, OR A CHANGE IN HAWAIIAN
TELCOM POLICIES GENERALLY APPLICABLE TO HAWAIIAN TELCOM, FOR UP TO FIFTEEN (15)
DAYS IF ACCENTURE RECEIVES A WRITTEN INSTRUCTION FROM THE HAWAIIAN TELCOM
ACCOUNT REPRESENTATIVE TO DO SO.
IF THE CORRESPONDING WORK ORDER IS EXECUTED
ACCENTURE WILL BE COMPENSATED FOR PERFORMING SUCH SERVICES AS PROVIDED IN THE
WORK ORDER.
IF SUCH WORK ORDER IS NOT FINALIZED WITHIN SUCH FIFTEEN (15) DAY
PERIOD, ACCENTURE WILL BE COMPENSATED FOR ITS INCREMENTAL EFFORT IN PERFORMING
SUCH SERVICES ON A TIME AND MATERIALS BASIS.
10
(F)
EXCEPT AS OTHERWISE PROVIDED IN THIS
SECTION 4.2, HAWAIIAN TELCOM WILL NOT BE OBLIGATED TO PAY FOR ANY CHANGES NOT
AUTHORIZED IN ADVANCE AND IN WRITING BY THE HAWAIIAN TELCOM ACCOUNT
REPRESENTATIVE (OR OTHER DULY AUTHORIZED REPRESENTATIVE); AND ACCENTURE WILL NOT
BE OBLIGATED TO PERFORM ANY CHANGE TO THE SERVICES THAT ARE NOT AUTHORIZED IN
ADVANCE AND IN WRITING BY THE ACCENTURE ACCOUNT REPRESENTATIVE (OR OTHER DULY
AUTHORIZED REPRESENTATIVE).
ARTICLE V
PERFORMANCE METRICS
5.1
AM Service Levels.
(A)
GENERAL.
ATTACHMENT B-3.1 (SERVICE LEVEL
METHODOLOGY) AND ATTACHMENT B-3.2 (SERVICE LEVEL DEFINITIONS AND METRICS) SET
FORTH THE SERVICE LEVEL AGREEMENT (SLA), INCLUDING SERVICE LEVELS THAT SHALL BE
USED TO MEASURE ACCENTURE'S PERFORMANCE OF THE STEADY STATE SERVICES UNDER THIS
AGREEMENT.
ACCENTURE AGREES THAT, FROM AND AFTER THE SLA COMMENCEMENT DATE
SPECIFIED IN ATTACHMENT B-3.1 (SERVICE LEVEL METHODOLOGY), ITS PERFORMANCE OF
THE STEADY STATE SERVICES SHALL MEET OR EXCEED EACH OF THE MINIMUM SERVICE
LEVELS FOR EACH CRITICAL SERVICE LEVEL, SUBJECT TO THE LIMITATIONS AND IN
ACCORDANCE WITH THE PROVISIONS SET FORTH IN THIS AGREEMENT (INCLUDING THE
SERVICE LEVEL AGREEMENT).
(B)
CRITICAL SERVICE LEVEL FAILURE.
IF
ACCENTURE FAILS TO MEET THE MINIMUM SERVICE LEVEL FOR ANY CRITICAL SERVICE
LEVEL, THEN ACCENTURE SHALL (I) PROMPTLY PERFORM A ROOT-CAUSE ANALYSIS TO
IDENTIFY THE CAUSE OF SUCH FAILURE; (II) USE REASONABLE EFFORTS TO CORRECT SUCH
FAILURE AND TO BEGIN MEETING THE SERVICE LEVELS AS