American Home Shield 2010 Annual Report Download - page 348

TruGreen LandCare
[***]
Merry Maids
[***]
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Subject to a request for confidential treatment, certain portions of this agreement have been intentionally omitted. The omitted
portions subject to the confidential treatment request are designated by three asterisks ([***]). A complete version of this
agreement has been separately filed with the Securities and Exchange Commission.
TRANSACTION DOCUMENT NO. 1
1. INTRODUCTION
This First Amended and Restated Transaction Document No. 1 is effective as of November 1, 2010 (the "Execution Date"), and is
made by ServiceMaster Consumer Services, L.P. and International Business Machines Corporation. This Transaction Document and
its Schedules are incorporated into that certain First Amended and Restated Master Services Agreement, dated as of November 1,
2010, between ServiceMaster Consumer Services, L.P. and International Business Machines Corporation. Section 1.2(d) of the
Master Agreement sets forth the order of precedence in the event of a conflict between the provisions of this Transaction Document
and the Master Agreement.
2. DEFINITIONS
Unless otherwise defined herein, capitalized terms have the meanings set forth in the Master Agreement, the "Definitions" Exhibit to
the Master Agreement, or the "Definitions" Schedule to the Transaction Document.
3. SERVICES, CHARGES AND CREDITS
3.1 Services
Service Provider shall provide the Services to the Customer Group in accordance with the Master Agreement
(including the Exhibits thereto) and this Transaction Document (including the Schedules hereto). The scope and composition of the
Services and the responsibilities of the Parties with respect to the Services described in this Transaction Document are defined in the
Master Agreement, this Transaction Document, and Schedules A through T attached hereto.
3.2 Charges
The "Charges" Schedule to this Transaction Document sets forth the pricing and charging methodologies for the
Services. Further, the "Service Level Agreement" Schedule to this Transaction Document sets forth certain credits which may be
payable by Service Provider to Customer.
4. TERM/COMMENCEMENT DATE/SURVIVAL/RENEWAL
4.1 Term and Commencement Date
The term of this Transaction Document will begin as of the Original Effective Date and will terminate on
December 11, 2015 ("Transaction Document Expiration Date"), unless earlier terminated in accordance with Section 12 of the Master
Agreement or extended in accordance with the provisions of this Section 4.1 ("Transaction Document Term"). Customer, at its option
exercised by written notice to Service Provider delivered at least [***] prior to the
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