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Local Matters Inc.
·
S-1/A
Jun 23, 5:24 PM ET
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Local Matters Inc. S-1/A
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Contents
83
1. DEVELOPMENT AND IMPLEMENTATION PLAN GOALS AND OBJECTIVES
1.1. OVERVIEW
1.1.1. Performance of Development and Implementation Services
1.1.2. Development and Implementation Plan
1.2. PROJECT OVERVIEW
1.2.1. Pilot Destination Search (DS) Phase
1.2.2. Beta Destination Search (DS) Phase
1.2.3. DODS Design Phase
1.2.3. DODS Design Phase
1.2.4. DODS Implementation Phase
1.2.5. Project Plan
1.3. FUNCTIONALITY REQUIREMENTS OF RELEASE 1.0.
1.3.1. Baseline DODS Release 1.0 Functional Specifications
1.3.2. Threshold DODS Functionality
1.4. DODS SUCCESS CRITERIA AND PHILOSOPHY
1.4.1 Candidate Success Criteria
1.4.2 Philosophy Candidate Functionality
1.5. PROVISION FOR [***] EVOLUTION (POST RELEASE 1.0)
1.6. FUNCTIONALITY REQUIREMENTS OF RELEASE 1.0.
1.6.1. Additional Enhancements
1.6.2. DODS Quality Success Criteria
1.6.3. Performance
1.6.4. Failure to Meet Development and Implementation Milestones
1.6.5. Right to Suspend or Delay
1.7. DESIGN & IMPLEMENTATION TECHNICAL REQUIREMENTS & PRINCIPLES.
1.7.1. High Level Technical Requirements
2. IMPLEMENTATION PERIOD AND SCOPE (RELEASE 1.0)
2.1. IMPLEMENTATION PERIOD
2.2. IMPLEMENTATION SCOPE
2.2.1. Data/Database Conversion/Transition
2.2.2. DODS Acceptance Test Plan
2.2.3. DODS Acceptance Process
2.2.4. Training Support and Training
2.2.5. Required Environments for Development and Implementation of DODS
2.2.6. Existing Website Archival/Decommissioning
3. DEPLOYMENT & IMPLEMENTATION MANAGEMENT
3.1. DODS TEAM
CHAPTER 4. PROJECT TIMELINE
4.1. Project Plan - Major Development and Implementation Activity and Phases Timeline.
CHAPTER 5. PERFORMANCE OF DEVELOPMENT AND IMPLEMENTATION SERVICES
5.1. APTAS PROJECT METHODOLOGY.
5.1.1. Aptas’ Project Methodology
5.1.2. Aptas’ Project Methodology – Process Steps.
5.1.3. Project Management Website.
3.2.1 Information Regarding Services
3.2.2. Information Regarding Equipment, Software
3.2.3. Operational Information – Change Process and Operations Procedures
3.2.4 Access to Personnel
3.2.5 Applicable Laws
3.3.1. Third Party Services
3.3.2. Equipment and Software Listings
3.3.3. Tax Minimization
3.3.4. Assignment of Software and Contracts
3.4.1. Code and Documentation
3.4.2. Source Materials
3.4.3. Operational Information
3.4.4. Information Regarding Alternative Sources
3.4.5. Project Transition
3.4.6 Documenting and Delivering Dex Data
3.4.7 Physical and Logical Security
3.4.8 Third Party Notifications
3.4.9 Return of Dex Property
3.4.10 Additional Assistance
3.5.1. Organizational Chart
3.5.2. Description of Position and Resource Requirements
5.1.1. OTQ Wind-Down Charge for 2 Calendar Years
5.1.2. Right to and Charges for Updates to Aptas Owned Materials during the First Calendar Year and the Second Calendar Year
5.2.1. Termination for Convenience Without Continuing Use of Aptas Owned Materials for DODS.
5.2.2. Termination for Convenience Charges With Continuing Use of Aptas Owned Materials.
5.2.2.1. Termination for Convenience Charges
5.2.2.2. Right to and Charges for Updates to Aptas Owned Materials.
5.2.2.3. Termination Effective Date.
5.2.2.4. Reductions of Charges in Event of Partial Termination.
5.2.2.5. Termination Charge.
(i) the payments provided for in Section 5.2.2.1 shall cease, and
(ii) Dex shall pay to Aptas a termination for convenience fee pursuant to Section 5.2.1, calculated as if the Calculation Date were the date of such cessation.
(1) Where at least six (6) consecutive months of Aptas provided service measurements exist for a particular Service, the parties agree that the highest and lowest monthly service measurements for the six month Measurement Period shall be excluded and that the Service Level shall then be defined as the average of the remaining four (4) monthly service
measurements, or
(2) Where no measurements exist for a particular Service, the parties shall in good faith attempt to agree during a thirty (30) day period on a Service Level commitment using industry standard measures or third–party Aptas advisory services (e.g., Gartner Group, Yankee Group, etc.), or
(3) Where no measurements exist for a particular Service, and the parties fail to agree on a Service Level commitment using industry standard measures as described in Section 7(a)(2) above, the parties shall do the following:
(i) Aptas shall begin providing monthly measurements within thirty (30) days after Aptas’ receipt of Dex’s written request.
(ii) After six (6) or more actual service level attainments have been measured (or should have been measured pursuant to Section 7(a)(3)(i) above and if not so measured, constructed as described in Section 7(a)(3)(iii) below), Dex may at any time in writing request that Section 7(a)(1) above be used to establish the Service Level commitment.
(iii) If Aptas is responsible for measuring actual service level attainments for six (6) consecutive months and fails to provide one (1) or more measurements during such six month measurement period such that six (6) consecutive measurements are not available, the missing measurement(s) shall be constructed according to the following: (i) if one (1) measurement is missing, the missing measurement shall be constructed by using the highest of the five (5) actual measurements, or (ii) if two (2) or more measurements are missing, the first missing measurement shall be constructed by using the highest of the actual measurements and adding to that measurement twenty percent (20%) of the difference between that measurement and one hundred percent (100%) and each of the remaining missing measurements shall be constructed by using the highest of the actual measurements and adding to that measurement thirty five percent (35%) of the difference between that measurement and one hundred percent (100%). By way of example, if there were four (4) measurements for a particular Service available, and the highest of the four (4) measurements was 95%, then the measurements for the missing two months would be deemed to be 96% (representing 95% plus (20% of 5%)) and 96.75% (representing 95% plus 35% of 5%)), respectively.
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