Change Control Document

CHANGE CONTROL DOCUMENT

Recitals

WHEREAS, Requesting Party Name: submits this Change Control Document to effect a controlled modification to the systems, services, or deliverables specified herein; and

WHEREAS, Implementing Party Name: has the authority and obligation to evaluate, approve, schedule and implement such change in accordance with the terms of this document and any governing agreement between the parties;

NOW, THEREFORE, the parties agree that the following change shall be processed, evaluated, implemented and governed pursuant to the terms set forth below.

Change Request Summary

Low    Medium    High    Critical

Scope of Work

The Scope of Work describes the full extent of activities, deliverables, systems, and personnel required to implement the change. The implementing party shall perform the Scope of Work in accordance with any documented standards, security requirements and acceptance criteria set forth below.

Detailed Change Description

Impact Assessment

Systems Affected:

Implementation & Rollback

Schedule

Planned Start Date:     Planned End Date:

Cost & Payment Terms

Change Implementation Cost:

Late Payment: . Unless otherwise agreed in writing, late payments shall accrue interest at the rate set forth above and may suspend the scheduling of the change until cured.

Approvals

Technical Approval — Approver Name:    Decision: Approved Rejected    Date:

Business Approval — Approver Name:    Decision: Approved Rejected    Date:

Change Advisory Board (CAB) — Chair Name:    Decision: Approved Rejected    Date:

Term and Termination

Effective Start Date:     Expected Completion Date:

Termination Notice Period (days):

Either party may terminate this Change Control Document for material breach which remains uncured for the notice period set forth above. Termination shall not relieve either party of obligations accrued prior to termination, including payment obligations and confidentiality obligations.

Confidentiality

Each party shall keep confidential and shall not disclose to any third party any confidential, proprietary or trade secret information received from the other party in connection with this Change Control Document. Confidential information excludes information that (i) is or becomes publicly known through no wrongful act of the receiving party; (ii) is rightfully received from a third party without restriction; (iii) is independently developed without use of the disclosing party's confidential information; or (iv) is required to be disclosed by law, regulation or valid order of a court or governmental authority, provided that the receiving party provides prior notice to the disclosing party to the extent permitted and reasonably practicable.

The receiving party shall use at least the same degree of care to protect the disclosing party's confidential information as it uses to protect its own similar confidential information, but in no event less than reasonable care.

Governing Law

This Change Control Document shall be governed by and construed in accordance with the laws of the state or jurisdiction agreed by the parties. The parties submit to the exclusive jurisdiction of the courts located in the agreed jurisdiction for the resolution of disputes arising under or in connection with this document.

Entire Agreement and Amendment

This Change Control Document, together with any referenced agreements and approved change attachments, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior or contemporaneous representations, negotiations and agreements, whether written or oral. No amendment, modification or waiver of any provision of this Change Control Document shall be effective unless made in writing and signed by authorized representatives of both parties.

Notices

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