American Home Shield 2010 Annual Report Download - page 293

rejected. If a Deliverable is escalated to the Customer Responsible Executive and the Customer Responsible Executive does not
respond[***]
(b) In the event that Customer rejects the Deliverable, Customer shall, at the time of rejection, provide
an explanation of why the Deliverable was not accepted. Service Provider shall then address any issues and resubmit the Deliverable
and the Deliverable Form to Customer for approval and Customer shall then approve or reject the Deliverable; provided that Service
Provider remains obligated to complete the Deliverable and obtain Customer's approval prior to the applicable Commencement Date
or other due date set forth in the applicable Transition and Transformation Plan, Project or other schedule, including as such periods
may be extended in accordance with the provisions of this Exhibit 4. [***]
(c) If Service Provider submits a particular Deliverable to Customer for review and approval after the
Deliverable due date or Customer rejects such Deliverable (subject to the expiration of the applicable cure period, if any), Customer
shall have the option to require Service Provider to re-attempt to correct any non-conforming Deliverable in accordance with the
process described in this subsection or to cancel the applicable Project Schedule (e.g., Project Work Order). [***]
3.5.3 Failure to Meet Deliverable Due Dates
(a) [***]If there is a Dispute regarding which Party is responsible for the delay, the Dispute will be
resolved in accordance with the Dispute Resolution Procedures. Service Provider shall use commercially reasonable efforts to meet
the timeline.[***]
(b) [***]
3.5.4 Deliverables [***]
3.5.5 [***]
Unless otherwise provided in the applicable Project Schedule, [***]. All documentation included with a Deliverable
shall be sufficient to all a reasonably knowledgeable information technology professional to use and maintain the Deliverables as
warranted.
3.6 Transition and Transformation Reporting
3.6.1 [***]the Service Provider Transition and Transformation Manager shall provide Customer with a written
status report [***] in accordance with Appendix 4-D, including the following: [***]
3.6.2 [***] the Customer Responsible Executive shall facilitate a Critical Transition and Transformation
Milestone review work session with appropriate participants from both organizations [***]. Such work session will be the major
focus of the Transition Oversight Committee as illustrated in Appendix 4-C.