Mondelez 2012 Annual Report Download - page 204

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.
55
9.1.2
Updated Policy and Procedures Manual
.
9.1.2.1
Existing Services
. In connection with each Supplement for Services being performed by Supplier immediately preceding
the applicable Supplement Effective Date, and at no additional cost to Kraft, Supplier shall develop and deliver to Kraft for
its review, comment and approval (i) a reasonably complete draft of an updated Policy and Procedures Manual applicable
to the Services under this Agreement containing additions and modifications applicable to and/or specified in such
Supplement not later than thirty (30) days after the Supplement Effective Date, and (ii) a final draft of such updated Policy
and Procedures Manual within sixty (60) days after the Supplement Effective Date. Kraft shall review the draft Policy and
Procedures Manual and provide Supplier with comments and revisions. Supplier shall then incorporate any comments or
suggestions of Kraft into the Policy and Procedures Manual and shall deliver a final revised version to Kraft within fifteen
(15) business days of its receipt of such comments and suggestions for Kraft
’
s approval.
9.1.2.2
New Supplement Services
. In connection with each Supplement for Services not being performed by Supplier
immediately preceding the applicable Supplement Effective Date, and at no additional cost to Kraft:
9.1.2.2.1
Initial Outline
. Supplier shall deliver a detailed outline of changes, modifications and updates to the content to
be included in the Policy and Procedures Manual within 30 days after the applicable Supplement Effective
Date.
9.1.2.2.2
Content Required Prior to the Commencement Date
. Supplier shall deliver the updated portions of the
Policy and Procedures Manual that are required to be completed prior to the applicable Supplement
Commencement Date (including content identified as such in the applicable Supplement) at least 30 days prior
to the applicable Supplement Commencement Date.
9.1.2.2.3
Content Required Following the Commencement Date
. Supplier shall deliver the complete Policy and
Procedures Manual as soon as practicable but in any case no later than ninety (90) / days after the applicable
Supplement Commencement Date.
9.1.2.2.4
Kraft Review and Comments
. Supplier shall make any changes reasonably requested by Kraft with respect to
the Materials delivered pursuant to this Section 9.1.2.2 within 15 business days after receipt from Kraft, and
shall resubmit such Materials for Kraft
’
s further review and approval.
9.1.3 Revision and Maintenance. The Policy and Procedures Manual will be delivered and maintained by Supplier in hard copy and
electronic formats and will be accessible electronically to Kraft management and Authorized Users in a manner consistent with Kraft’
s
security policies.
9.1.4
Compliance
. Subject to Supplier’s responsibilities in
Sections 9.4
and
9.10.9
, Supplier shall keep its records related to each
Supplement in accordance with GAAP, and perform the applicable Services in accordance with Kraft's requirements related to the
Sarbanes
-
Oxley Act of 2002 as set forth in the applicable Supplement or
Schedule 17.4
, or otherwise provided in writing