Cognizant Group Sample Clauses
Cognizant Group shall ensure it has a valid work authorization with respect to each member of the Service Delivery Organization for each applicable jurisdiction.
Cognizant Group is in compliance with all Laws applicable to Cognizant Group and has obtained all applicable governmental permits and licenses required of Cognizant Group in connection with its obligations under this Agreement;
Cognizant Group shall as soon as reasonably possible replace any Service Delivery Organization member who is terminated, resigns or otherwise ceases to perform the Services with an individual with similar qualifications to perform the Services and shall otherwise maintain backup and replacement procedures for the Service Delivery Organization to maintain continuity of the Services without adversely affecting the performance of the Services or Service Levels.
Cognizant Group shall update and amend the Procedures Manual from time to time in order to reflect all changes to Cognizant Group’s operations and the then-current Services and to include any additional Services; provided, however, that Cognizant Group shall not update or amend the Procedures Manual without prior notice to the NAIC Senior Executive and the NAIC Service Delivery Executives whose Services are impacted, and approval by such NAIC Service Delivery Executives. As a minimum, Cognizant Group shall make such updates and amendments (a) at the end of each quarter, (b) after a material Change is made to the Services, (c) prior to the Go-Live Date of a new Service, (d) at the same time a material Change is made to the Services that affects the Business Continuity Plan or Disaster Recovery Plan and (e) at any time upon NAIC Group’s request. Cognizant Group shall deliver such updated Procedures Manual to NAIC for NAIC approval within a reasonable time, but in any event within 10 days after the applicable Change, quarter, period or NAIC Group request, or such other period agreed upon by the Cognizant Service Delivery Executive and NAIC Senior Executive in writing or by electronic mail.
Cognizant Group shall perform the Services in accordance with the Procedures Manual; provided, however, that in no event shall the Procedures Manual decrease the scope or quantity of Services, increase the Fees or impose any obligation on NAIC Group or any Services Recipient that have been allocated to Cognizant Group under this Agreement. In the event of a conflict between the Procedures Manual and this Agreement, this Agreement shall govern.
Cognizant Group shall assign the Key Individuals to the Service Delivery Organization. Key Individuals shall be dedicated to performing the Services for the period of time and level of dedication set forth in the applicable SOW, subject to the limitations set forth in this MSA.