Common use of Generally Managed Third Parties Clause in Contracts

Generally Managed Third Parties. With respect to Managed Third Parties identified on Exhibit 22 as "Generally Managed Third Parties," and any substitute or replacement therefor (each a "Generally Managed Third Party"), Service Provider shall perform the following activities with respect to the management and administration of Third Party Contracts between DIR (and/or the DIR Customers) and such Generally Managed Third Parties, except as modified in Exhibit 22: (i) manage the Managed Third Parties, including monitoring operational day-to-day service delivery, monitoring performance, escalating problems for resolution, and maintaining technical support relationships; (ii) work with DIR, as requested, to manage new and existing contractual relationships between DIR Customers and Managed Third Parties as needed to provide the Services; (iii) oversee Managed Third Party delivery of services and compliance with the Service Levels and the performance standards contained in the DIR Customer agreement with the Managed Third Party; (iv) manage the performance of the Managed Third Party to the service levels or other performance standards contained in the DIR Customer agreement with the Managed Third Party and notify DIR and the Managed Third Party of each Managed Third Party failure to perform such services in accordance the performance standards or other terms and conditions contained in such DIR Customer agreement with the Managed Third Party with or the Service Levels contained in Exhibit 3; (v) escalate Managed Third Party performance failures to Managed Third Party management as necessary to achieve timely resolution; (vi) monitor and manage the Managed Third Party's efforts to remedy a failure of performance; (vii) communicate to DIR the status of the Managed Third Party's efforts to remedy a failure of performance; and (viii) recommend retention, replacement, modification, or termination of a Managed Third Party based on the performance or cost benefits to the DIR Customer(s) as tracked by Service Provider.