Mondelez 2012 Annual Report Download - page 188

Supplier shall, not later than the date by which Supplier is required to collect Service Level related data to enable it to comply with the
requirements set forth in the applicable Supplement, implement measurement and monitoring tools and metrics as well as standard reporting
procedures, all acceptable to Kraft, to measure and report Supplier’s performance of the Services at a level of detail sufficient, as determined by
Kraft, to verify Supplier’
s compliance with the applicable Service Levels. Kraft or its designee shall have the right to audit all such measurement
and reporting tools, performance metrics and reporting procedures. Supplier shall provide Kraft with on-line access to up-to-date problem
management data and other data regarding the status of service problems, service requests and user inquiries. Supplier also shall provide Kraft
with access to the data used by Supplier to calculate its performance against the Service Levels and the measurement and monitoring tools and
procedures utilized by Supplier to generate such data for purposes of audit and verification. Kraft shall not be required to pay any amount in
addition to the Charges for such measurement and monitoring tools or the resource utilization associated with their use.
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.
39
7.4
Continuous Improvement Reviews.
7.4.1
Improvement of Services Quality
. Supplier acknowledges that the quality of the Services provided in certain Service areas can and
will be improved during the Term and agrees that the Service Levels in such Service areas will be enhanced periodically in recognition
of the anticipated improvement in service quality. Supplier will improve the quality of the Services provided in such areas to meet or
exceed the enhanced Service Levels and will do so [ * * * ].
7.4.2
Increase of Service Levels
. In addition to the foregoing, Kraft and Supplier shall periodically review the Service Levels and the
performance data collected and reported by Supplier in accordance with the applicable Supplement and relevant industry data and
trends on an annual basis (or more frequently if requested by Kraft). Supplier shall give Kraft any assistance it reasonably requires to
review and verify such data. As part of this review process, the Parties shall, [ * * * ], increase the Service Levels to reflect the higher
performance levels actually attained or attainable by Supplier in accordance with the applicable Supplement. In addition, subject to the
applicable Supplement, the Parties shall agree, to the extent reasonable and appropriate, to (i) increase the Service Levels to reflect
improved performance capabilities associated with advances in the proven processes, technologies and methods available to perform
the Services; (ii) add new Service Levels to permit further measurement or monitoring of the accuracy, quality, completeness,
timeliness, responsiveness, cost-effectiveness, or productivity of the Services; (iii) modify or increase the Service Levels to reflect
changes in the processes, architecture, standards, strategies, needs or objectives defined by Kraft; and (iv) modify or increase the
Service Levels to reflect agreed upon changes in the manner in which the Services are performed by Supplier.
7.5
Measurement and Monitoring.
7.6 Satisfaction Surveys.
7.6.1
General
. Within 90 days after the applicable Commencement Date or within such other time as may be specified in the applicable
Supplement, and at agreed upon intervals thereafter, Supplier and/or independent third parties engaged by Supplier shall conduct the
satisfaction surveys of Kraft
’
s management and Authorized Users in accordance with the survey protocols and