Name:

Date:

Questions for Contract Analyst

CONTRACT INTERPRETATION: This exercise expects you to read the contract language provided below
and answer the questions providing references from the contract language.

Rights Upon Expiration or Termination of Agreement.

As part of the Termination Assistance Services, Service Provider will provide the following to the
Designated IP Assignee (for its benefit and the benefit of its Affiliates) with respect to Client
Owned Materials and Developed Materials, at no additional cost to Client or its Affiliates:
(a) All Client Owned Materials and Developed Materials and all copies thereof in the format and
medium in use by Service Provider in connection with the Services as of the date of such
expiration or termination; and
(b) Following confirmation by the Designated IP Assignee that the copies of the Client Owned
Materials and Developed Materials delivered by Service Provider are acceptable and the
completion by Service Provider of any Termination Assistance Services for which such Materials
are required, destroy or securely erase all other copies of such Materials then in Service
Provider’s possession and cease using such Materials for any purpose.

Questions:
I. Does the Client have any safeguard for recovery of material once the Agreement has
expired/been terminated?

II. Are there any additional steps to ensure that the Client’s information is not being used by
the Service Provider?

III. What are the timeline requirements for the Service Provider to cease using the Client’s
materials?

DELIVERABLES AND OBLIGATIONS: This exercise expects you to read the description, understand the
contract language and answer whether the contract language is a Deliverable or Obligation and the
frequency for the same.

From the below table, as per the Description column identify the following:
(a) Deliverable/Obligation
(b) Frequency

SL.N Description Deliverable/Obligation Frequency

o
1. On the first day of each month, Service Provider shall
present the Client with an invoice for (i) the Monthly
Charges for the previous calendar month (ii) time &
materials Charges and other variable Charges for the
month preceding the previous calendar month; (iii)
Out-of-Pocket Expenses for the month preceding the
 previous calendar month; (iv) Service Level Credits
and Critical Deliverable Credits, if any, incurred in the
month preceding the previous calendar month; and
(v) Other One-Time and/or Project Charges to be
invoiced as agreed upon by both Parties.
2. Service Provider will work with the Client on a
quarterly basis, or more frequently as needed, to
plan and forecast resource needs for the next
quarter.

3. Service Provider will provide a semi-annual turnover

report, and the Parties will work together to reduce
the turnover rate. Service Provider will ensure that
all replacement personnel receive sufficient
information and training, without additional charge
to the Client, to assure continuity of Work without
adverse impact. Service Provider will take steps to
keep the turnover rate at a level reasonably
acceptable to the Client
4. Before subcontracting any portion of the Work,
Service Provider must notify the Client of the
proposed subcontractor, the scope of the services
proposed to be subcontracted, and the terms of the
proposed subcontract and must obtain Client’s
approval of such subcontractor and terms. Before
amending or supplementing any subcontract relating
to the Work, Service Provider will notify Client of the
terms of the proposed amendment, modification or
supplement and will obtain Client’s approval thereof.