Mondelez 2012 Annual Report Download - page 158

CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR PORTIONS OF THIS EXHIBIT. THE COPY FILED HEREWITH OMITS
THE INFORMATION SUBJECT TO A CONFIDENTIALITY REQUEST. OMISSIONS ARE DESIGNATED [ * * * ]. A COMPLETE
VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
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4.1.3.2 in the case of the Services described in the applicable Supplement, at 12:00:01 a.m., United States Central Time on the
Commencement Date (or at such later time as Kraft may specify);
4.1.3.3 in the case of Services comprising Projects, New Services and Termination Assistance Services, on the date determined in
accordance with this Agreement or the applicable Supplement; and
4.1.3.4
the value add Services provided pursuant to the applicable Supplement.
4.1.4
Required Resources.
Except as otherwise expressly provided in the applicable Supplement or this Agreement, Supplier shall be
responsible for providing the facilities, personnel, Equipment, Software, technical knowledge, expertise and other resources necessary
to provide the Services.
4.1.5 Supplier Responsibility. Supplier shall be responsible for the provision of the Services in accordance with this Agreement even if, by
written agreement of the Parties, such Services are actually performed or dependent upon services performed by (i) Subcontractors,
(ii) subject to Section 10.2 , non-Supplier Personnel, including Kraft employees, or (iii) subject to Section 6.6 , Managed Third
Parties.
4.2
Transition Services.
This
Section 4.2
shall only apply if a Supplement specifically refers to Transition Services in its Services description.
4.2.1
Transition.
During the Transition Period, Supplier shall perform the Transition Services and provide the deliverables described in the
Transition Plan, which will be attached to the applicable Supplement. If any services, functions or responsibilities not specifically
described in the Transition Plan are an inherent, necessary or customary part of the Transition Services or are required for the proper
performance of the Transition Services in accordance with this Agreement, they shall be deemed to be included within the scope of the
Transition Services to be delivered for the transition charges, as if such services, functions or responsibilities were specifically
described in the Transition Plan. During the Transition Period, Kraft will perform those tasks which are designated to be Kraft’s
responsibility in the Transition Plan, provided that, Kraft shall not be obligated to perform any tasks during the Transition Period that
are not set forth in such Transition Plan, other than any services, functions or responsibilities that are an inherent, necessary or a
customary part of the designated tasks. Unless otherwise agreed, Kraft shall not incur any charges, fees or expenses payable to
Supplier or third parties in connection with the Transition Services, other than those charges, fees and expenses specified in the
applicable Supplement and those incurred by Kraft in connection with its performance of tasks designated in the Transition Plan as
Kraft’s responsibility. During the Transition Period, Supplier shall confer with Kraft regarding the Deferred Countries and the
timetable for Supplier’s assumption of responsibility for the Services originating from such Deferred Countries. In addition, after the
Commencement Date and until Supplier’s assumption of responsibility therefor, Supplier shall cooperate and coordinate with Kraft’s
management of the services originating from such Deferred Countries so as to coordinate such Services with the Services provided by
Supplier during such period.