Common use of Hiring of Service Delivery Organization Clause in Contracts

Hiring of Service Delivery Organization. As of the date a determination is made that there shall be an expiration or termination of the Agreement, then with respect to the Transitioned Employees (“Affected Service Delivery Organization Members”), BNY Mellon shall not reassign an Affected Service Delivery Organization Member from Voya’s account to another BNYM account, prior to such period of time that is three months after the effective date of such termination or expiration. Upon Voya’s request following the date a determination is made that there shall be an expiration or termination of the Agreement, BNY Mellon shall (1) provide Voya with the name of each Affected Service Delivery Organization Member’s position and such Affected Service Delivery Organization Member’s description of job responsibilities, in accordance with BNY Mellon’s standard employment policies, (2) provide Voya full access to such Affected Service Delivery Organization Member and (3) allow Voya or its designee to meet with and extend offers of employment to such Affected Service Delivery Organization Member (provided that no such offer of employment may take effect until the end of the Termination Assistance Period, unless otherwise agreed in writing by BNY Mellon). BNY Mellon shall waive a restriction that may prevent an Affected Service Delivery Organization Member from being hired by Voya pursuant to this Section and shall take such other actions reasonably requested by Voya to cause any such Affected Service Delivery Organization Member who accepts an offer of employment from Voya (or its designee) to seamlessly transfer to Voya (or its designee) in accordance with this Section; provided that BNY Mellon shall not be liable under the Agreement if an Affected Service Delivery Organization Member elects to continue his or her employment with BNY Mellon. Additionally, BNY Mellon shall not make a material change to the terms or conditions of its employment of the Affected Service Delivery Organization Member other than changes (a) permitted by this Section or (b) that are made in accordance with BNY Mellon’s normal personnel practices and cycles.

Hiring of Service Delivery Organization. As of the date a determination is made that there shall be an expiration or termination of the Agreementpursuant to this Article, then with respect to the Transitioned Employees then-current members of the Service Delivery Organization providing the expired or terminated Services (“Affected Service Delivery Organization MembersMember”), BNY Mellon Cognizant Group shall not terminate, reassign an or otherwise remove from the Service Delivery Organization any Affected Service Delivery Organization Member from Voya(subject to Section 2.02 of Exhibit 5) and, upon NAIC Group’s account to another BNYM accountrequest, prior to such period of time that is three months after the effective date of such termination or expiration. Upon Voya’s request following the date a determination is made that there shall be an expiration or termination of the Agreement, BNY Mellon Cognizant Group shall (1) provide Voya NAIC Group with the name of each Affected Service Delivery Organization Member’s position and such Affected Service Delivery Organization Member’s description of , his or her job responsibilities, in accordance with BNY Mellon’s standard employment policiesdescription, (2) provide Voya NAIC Group full access to such Affected Service Delivery Organization Member and (3) allow Voya NAIC Group or its designee to meet with and extend offers of employment to such (a) any Transferred Employee who is then-currently an Affected Service Delivery Organization Member and is dedicated to the account and (provided that no such offer of employment may take effect until the end b) any Affected Service Delivery Organization Member fulfilling one of the Termination Assistance Period, unless otherwise agreed roles described in writing by BNY Mellon)the applicable SOW. BNY Mellon Cognizant Group shall waive a restriction any restrictions that may prevent an such Affected Service Delivery Organization Member from being hired by Voya NAIC Group pursuant to this Section and Cognizant Group shall not provide any competing employment offer to any such Affected Service Delivery Organization Members and shall take such other actions reasonably requested by Voya NAIC Group to cause any such Affected Service Delivery Organization Member who accepts an offer of employment from Voya to seamlessly transfer to NAIC Group (or its designee) to seamlessly transfer to Voya (or its designee) in accordance with this Section); provided provided, however, that BNY Mellon Cognizant Group shall not be liable under the Agreement this MSA if an Affected Service Delivery Organization Member elects to continue his or her employment with BNY MellonCognizant Group. Additionally, BNY Mellon Cognizant Group shall not make a any other material change to the terms or conditions of its employment of the such Affected Service Delivery Organization Member Members other than such changes (a) permitted by this Section or (b) that are made in accordance with BNY MellonCognizant Group’s normal personnel practices and cycles.

Hiring of Service Delivery Organization. As of the date a determination is made that there shall be an expiration or termination of the Agreementpursuant to this Article, then with respect to the Transitioned Employees then-current members of the Service Delivery Organization providing the expired or terminated Services (each, an “Affected Service Delivery Organization MembersMember”), BNY Mellon Milliman Group shall not terminate, reassign an or otherwise remove from the Service Delivery Organization any Affected Service Delivery Organization Member from Voyaand, upon Voya Group’s account to another BNYM accountrequest, prior to such period of time that is three months after the effective date of such termination or expiration. Upon Voya’s request following the date a determination is made that there shall be an expiration or termination of the Agreement, BNY Mellon Milliman Group shall (1) provide Voya Group with the name of each Affected Service Delivery Organization Member’s position and such Affected Service Delivery Organization Member’s description of job responsibilities, in accordance with BNY MellonMilliman Group’s standard employment policies, (2) provide Voya Group full access to such Affected Service Delivery Organization Member and (3) allow Voya Group or its designee to meet with and extend offers of employment to such any Affected Service Delivery Organization Member (provided that no such offer of employment may take effect until the end of the Termination Assistance Period, unless otherwise agreed in writing by BNY Mellon)Member. BNY Mellon Milliman Group shall waive a restriction any restrictions that may prevent an such Affected Service Delivery Organization Member from being hired by Voya Group pursuant to this Section 19.15 and Milliman Group shall not make any new competing employment offer to any such Affected Service Delivery Organization Members and shall take such other actions reasonably requested by Voya Group to cause any such Affected Service Delivery Organization Member who accepts an offer of employment from Voya (or its designee) to seamlessly transfer to Voya Group (or its designee) in accordance with this Section); provided provided, however, that BNY Mellon Milliman Group shall not be liable under the Agreement this MSA if an Affected Service Delivery Organization Member elects to continue his or her employment with BNY MellonMilliman Group. Additionally, BNY Mellon Milliman Group shall not make a any other material change to the terms or conditions of its employment of the such Affected Service Delivery Organization Member Members other than such changes (a) permitted by this Section or (b) that are made in accordance with BNY MellonMilliman Group’s normal personnel practices and cycles.