Designated Services definition

Designated Services means (a) the services, functions and responsibilities of BNY Mellon described in Exhibit 2, (b) the services, functions and responsibilities being performed in the 12 months prior to the applicable Go-Live Date by Voya’s employees or Voya Agents whose services, functions or responsibilities were displaced or transferred as a result of Exhibit 2, even if the service, function or responsibility is not specifically described in Exhibit 2; provided, however, that each such service, function, or responsibility must be (i) reasonably related to the services, functions, and responsibilities described in the Agreement; (ii) identified for inclusion in Exhibit 2 within six months following the first Transition Date; and (iii) a service, function, or responsibility that BNY Mellon is legally authorized to perform and is not otherwise expressly excluded from the Services or designated as Voya’s retained responsibility under the Agreement, and (c) any services, functions or responsibilities not specifically described in Exhibit 2, but which are inherently required or necessary for the proper performance and delivery of the services described in clause (a) and clause (b). Upon either Party identifying a service, function or responsibility that will be deemed a “Designated Services” in accordance with Section 1.01(35)(b), the Parties will promptly enter into a Change order or other amendment to Exhibit 2 to document such service, function or responsibility, which will be subject to such charges, if any, as are mutually agreed to by Voya and BNY Mellon. For the avoidance of doubt, and notwithstanding anything in the Agreement to the contrary, the Designated Services shall not include Excluded Items.

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Designated Services has the meaning assigned to it in Section 9.03(a).

Designated Services has the meaning assigned in Section 1.1 of the Engagement Schedule.

Examples of Designated Services in a sentence

• Provided that Voya has not provided a conflicting Compliance Directive with respect to such Law, BNY Mellon may rely on such opinion with respect to its performance of the Designated Services and, provided it has complied with such opinion, BNY Mellon shall be excused from any liability to the extent based on such reliance and compliance.

• Therefore, Voya, on behalf of itself and related users, further agrees not to disclose, disseminate, reproduce, redistribute or republish information provided by BNY Mellon in any way without the express written permission of BNY Mellon and the Licensor with respect to the Designated Services.

• If Voya notifies BNY Mellon in writing that it does not object or does not respond within 15 days, BNY Mellon may follow and rely upon such written legal opinion when performing the Designated Services.

• BNY Mellon will maintain documented policies and procedures describing how BNY Mellon generally provides the Designated Services on a day-to-day basis (the “Operating Procedures”).

• Following receipt of such notice, Voya will notify BNY Mellon in writing of whether it (a) objects to such written legal opinion or BNY Mellon’s proposed course of action with respect to the Designated Services, or (b) has no objection to such legal opinion and BNY Mellon’s proposed course of action with respect to the Designated Services.

More Definitions of Designated Services

Designated Services shall have the meaning set forth in Section 3.01.

Designated Services has the meaning set forth in Section 2.1.

Designated Services means any of the following services or programs for children and their families provided under an enactment or provided or funded by the government:

Designated Services means the Common Station Services to be provided or procured by the Principal International Operator pursuant to this Annex 10;

Designated Services means the Architect’s Design Services provided in Exhibit 1, attached to the Design Services Agreement.

Designated Services means information technology-based consulting or management services of the type described in the Company’s annual report on Form 10-K for the fiscal year ended December 26, 2003 and filed with the Securities and Exchange Commission.

Designated Services means (a) the services, functions and responsibilities of Cognizant Group described in this Agreement (including any in-flight projects set forth in any SOW), (b) the services, functions and responsibilities being performed in the 12 months prior to the applicable Go-Live Date by NAIC Group’s employees or NAIC Agents whose services, functions or responsibilities were displaced or transferred as a result of an SOW, even if the service, function or responsibility is not specifically described in an SOW and (c) any services, functions or responsibilities not specifically described in an SOW, but which are inherently required or necessary for the proper performance and delivery of the services described in clause (a) and clause (b).