Mondelez 2012 Annual Report Download - page 176

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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6.1.4
Supplier
’
s Responsibilities Regarding Kraft
’
s Network
. To the extent any Equipment provided or used by Supplier or Supplier
Personnel is connected directly to the network(s) of Kraft or any Eligible Recipient, such Equipment (and all Software installed
thereon or that may be subsequently added) shall be (i) subject to review and approval in advance by Kraft (Supplier shall cooperate
with Kraft in the testing, evaluation and approval of such Equipment), (ii) in strict compliance with Kraft’s then-current security
policies, architectures, standards, rules and procedures, and (iii) in strict compliance with Kraft’s then-current hardware and software
specifications. Supplier shall promptly investigate any security breach of Kraft’s networks or Systems associated with Supplier
Personnel or the performance of the Services. Supplier shall notify Kraft and permit Kraft to participate in any audit or investigation of
any such security breach. Supplier shall promptly report the findings of any such audit or investigation to Kraft and, within five
business days after the report of such audit or inspection is completed, shall provide Kraft with a written statement of the details of
such report to the extent it pertains to Kraft, and, to the extent not provided in such statement, a written summary of such report that
includes at least the following: (A) scope of the audit; (B) control weaknesses found; (C) the impact to Kraft (financial, operational or
otherwise) of such security breach; and (D) Supplier’
s plan for remediation within 60 days; provided that Supplier may redact name or
other identifying information of other Supplier customers from any information provided to Kraft and Supplier will be under no
obligation to disclose any Supplier cost information (other than Pass-Through Expenses and reimbursable costs) or any information
that is the proprietary or confidential information of any other Supplier customer or vendor.
6.1.5 Supplier’s Responsibilities . Except as provided in Sections 6.1.1 , 6.1.2 and 6.1.3 and Section 6.4 , Supplier shall be responsible for
providing all furniture, fixtures, Equipment, space and other facilities required to perform the Services and all upgrades,
improvements, replacements and additions to such furniture, fixtures, Equipment, space and facilities. Without limiting the foregoing,
Supplier shall provide (i) all maintenance, site management, site administration and similar services for the Supplier Facilities,
(ii) uninterrupted power supply services for the Supplier Facilities and for the Software, Equipment and Systems in Kraft Facilities as
designated in Schedule 7.1 and (iii) telecommunications transport (voice and data) between Supplier Facilities and Kraft Sites and
Facilities.
6.1.6
Physical Security
. Kraft is responsible for the physical security of the Kraft Facilities; provided, that Supplier shall be responsible for
the safety and physical access and control of the areas that are dedicated solely for use by Supplier for its performance of the Services
and Supplier shall not permit any person to have access to, or control of, any such area unless such access or control is permitted in
accordance with control procedures approved by Kraft, including the procedures described in Schedule 17.2 , or any higher standard
agreed to by Kraft and Supplier. Supplier shall be solely responsible for compliance by Supplier Personnel with such control
procedures, including obtaining advance approval to the extent required.
6.1.7
Standards, Requirements and Procedures at Kraft Facilities
. Supplier shall adhere to and enforce, and cause Supplier Personnel to
adhere to and enforce, the operational, safety and security standards, requirements and procedures described in the applicable lease
and/or then in effect at the Kraft Facilities, as such standards, requirements and procedures may be modified by Kraft from time to
time. Supplier shall regularly advise Kraft of other operational, safety and security practices, procedures and safeguards that Supplier
sees in general use in the industry.
6.1.8
Employee Services
. Subject to applicable security requirements, Kraft will permit Supplier Personnel to use certain employee
facilities (e.g., designated parking facilities, cafeteria and common facilities) at the Kraft Facilities that are generally made available to
the employees and