Mondelez 2012 Annual Report Download - page 206

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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9.2.3
Correction of Errors
. As part of the Services, Supplier shall promptly correct any errors or inaccuracies in or with respect to the
Reports, the information or data contained in such Reports, or other contract deliverables. Corrections will be done [ * * * ] where the
error or inaccuracy was caused by Supplier or its agents, or Subcontractor’s failure to perform its obligations in accordance with this
Agreement, or by Managed Third Parties subject to
Section 6.6
.
9.3
Governance Model; Meetings.
9.3.1
Governance Model
. The Parties shall manage their relationship under this Agreement using the governance model in
Schedule 6
.
9.3.2 Meetings . During the Term, representatives of the Parties shall meet periodically or as requested by Kraft to discuss matters arising
under this Agreement, including any such meetings provided for under the Transition Plan described in the applicable Supplement.
Each Party shall bear its own costs in connection with the attendance and participation of such Party’s representatives in such
meetings. Such meetings shall include, at a minimum, the following:
9.3.2.1 a periodic meeting at least monthly to review performance and monthly reports, planned or anticipated activities and
changes that might impact performance, and such other matters as appropriate;
9.3.2.2 a quarterly management meeting to review the monthly reports, review Supplier’s overall performance under the
Agreement, review progress on the resolution of issues, provide a strategic outlook for Kraft’s and the Eligible Recipients’
information systems requirements, and discuss such other matters as appropriate;
9.3.2.3 a meeting associated with the transition and ongoing provision of the Services, quarterly during the first year of the Term
and semi
-
annually thereafter;
9.3.2.4
a quarterly meeting of senior management of both Parties to review relevant contract and performance issues;
9.3.2.5 a periodic meeting of management of both Parties in which Supplier will (A) explain how the Systems that Supplier
operates in connection with the provision of the Services work and are operated, (B) explain how the Services are provided
(in such detail as Kraft may request), and (C) provide such training and documentation as Kraft may require for Kraft to
understand and operate such Systems and provide the Services after the termination or expiration of the Agreement; and
9.3.2.6 such other meetings of Kraft and Supplier Personnel, including senior management of Supplier, as Kraft may reasonably
request.
9.3.3
Agenda and Minutes
. For each such meeting, upon Kraft request, Supplier shall prepare and distribute an agenda, which will
incorporate the topics designated by Kraft. Supplier shall distribute such agenda in advance of each meeting so that the meeting
participants may prepare for the meeting. In addition, upon Kraft request, Supplier shall record and promptly distribute minutes for
every meeting for review and approval by Kraft.