Common use of Continental Clause in Contracts

Continental. The names of certain Personnel of Continental are identified on Appendix L (the “Continental Key Personnel”) together with an indication whether they will be assigned full-time or part-time to Continental’s work under this Agreement. Without Aurora’s prior written consent, which shall not be unreasonably withheld: (a) Continental shall not remove any Continental Key Personnel from their work, or materially reduce their responsibilities for work, under this Agreement; and (b) Continental Key Personnel will not be assigned to work on projects involving SAE Level 4 Systems or for L4 Entities. If one of the Continental Key Personnel ceases to be employed by Continental, or becomes incapacitated or otherwise unavailable to perform the functions or responsibilities assigned to him or her under this Agreement, then Continental shall promptly replace this person with another Continental employee who is similarly qualified as the person who is being replaced. For purposes of this Section, the movement of Continental Key Personnel from the employ of Continental to an Affiliate of Continental that results in an alteration or reduction of time expended by that person in performance of Continental’s duties under this Agreement, will be considered a removal requiring Aurora’s consent and not a cessation of employment. Notwithstanding the foregoing, ▇▇▇▇▇▇’s consent shall not be required for Continental to assign, reassign, or otherwise move Continental Key Personnel or any other employees due to immigration or visa related reasons, provided that such assignment, reassignment or move shall be subject to the requirements set forth in this Section 13.2. In the event that any of the obligations in this Section 13.2.1 would require Continental to violate German labor laws or German Worker’s Council obligations, Continental will promptly notify Aurora of the compliance issue, and Continental will work with Aurora in good faith to ensure sufficient Continental Personnel are available.