Acnielsen Nitro Software Pdf
Amended and Restated Master Services Agreement Exhibit 10.16(a) Note: Certain portions have been omitted from this Amended and Restated Master Services Agreement in accordance with a request for confidential treatment submitted to the Securities and Exchange Commission. Omitted information has been replaced with an asterisk. Omitted information has been filed separately with the Securities and Exchange Commission. Amended and Restated Master Services Agreement by and between Tata America International Corporation & Tata Consultancy Services Limited and ACNielsen (US), Inc. Effective as of October 1, 2007 Table of Contents Page Section 1. Eisenbahn Exe 6 Serial.
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OBJECTIVES, OVERVIEW OF SERVICES AND DEFINITIONS 8 1.1 Goals and Objectives 8 1.2 Interpretation 9 1.3 Overview of Services 10 1.4 Inclusion of Affiliates 10 1.5 Definitions 11 1.6 Interpretation 23 Section 2. TERM 24 2.1 Term 24 2.2 Renewal Term; Expiration-Termination Assistance Period 24 2.3 Request to Review Terms 24 Section 3. SERVICES 24 3.1 Scope of Services 24 3.2 Off-Shore Services 25 3.3 Services Performed by Nielsen or Third Parties 25 3.4 Acquisition, Divestiture and Alliance Services 26 3.5 Statements of Work 27 3.6 Additional Work, Reprioritization and Adjustments to Schedules or Service Level 28 3.7 TCS Briefing 28 3.8 Nielsen Obligations to Purchase Services in Future 29 3.9 Pre-Approval Required 29 3.10 Permitted Users of the Services 29 Section 4. TRANSITION 29 4.1 Transition Plan 29 4.2 Transition Services 29 4.3 Failure to Perform Transition-Related Obligations 30 4.4 Additional Staffing 31 4.5 Transition Acceptance Tests 31 4.6 Transition Completion 31 4.7 Transition Risk Management and Mutual Cooperation 31 Section 5.
CROSS SERVICES 32 5.1 Licenses and Permits 32 5.2 Provision of Technology; Services Evolution 32 5.3 Knowledge Sharing 32 5.4 TCS Office Space 33 5.5 Quality Assurance 33 5.6 Safety and Security Procedures 33 i 5.7 Reporting 34 5.8 Financial, Forecasting and Budgeting Support 36 Section 6. GLOBAL DELIVERY CENTER 36 6.1 General 36 6.2 Change of TCS Service Location 38 6.3 Shared Environment 38 6.4 Network Connections; Nielsen Standards 38 Section 7. THIRD PARTY AGREEMENTS 40 7.1 Assigned Agreements 40 7.2 Performance Under Assigned Agreements 40 7.3 Third Party Invoices for Assigned Agreements 41 7.4 Retained Agreements 41 7.5 Retained Agreement Invoices 41 Section 8. SERVICE LEVELS AND PERFORMANCE REQUIREMENTS 41 8.1 Service Level Performance Methodology 41 8.2 Tier One Quality of Service Metrics and Critical Service Levels 42 8.3 Failure to Perform 42 8.4 Self-Help 43 8.5 Adjustment of Critical Service Levels and Tier One Quality of Service Metrics 44 8.6 Failure to Meet Service Level 44 8.7 Exceptions to Service Level and other Performance Failure of TCS 44 8.8 Measurement and Monitoring Tools 45 8.9 Continuous Improvement and Best Practices 45 8.10 Nielsen Satisfaction Surveys 45 Section 9. RESTRICTIVE COVENANT 46 9.1 Additional Restrictions 46 9.2 Remedies For Breach of Sections 9.1(a) or 9.1(b) 47 9.3 Remedies For Breach of Section 9.1(c) 48 9.4 Advance Clearance 48 Section 10. THE NIELSEN COMPANY B.V. By: Accepted and Agreed to: TATA AMERICA INTERNATIONAL CORPORATION By: TATA CONSULTANCY SERVICES LIMITED By: 118 SCHEDULE A SERVICES Section 1.