IBM Key Employees Clause Samples

IBM Key Employees. With respect to the IBM Key Employees identified in Schedule G (IBM Key Employees), the Parties agree as follows: (1) Initially, each IBM Key Employee shall be dedicated to the AMO account on a full-time basis. However, such staffing level is based on an expectation of the substantial growth and expansion of the Covered Services in support of AMO’s business requirements. Should such substantial growth and expansion not occur, or be significantly delayed, IBM may, in consultation with AMO, reduce the amount of time and effort the IBM Key Employees devote to the provision and delivery of the Covered Services to a level reasonably necessary for the performance of their respective duties under this Agreement. (2) Before assigning an individual to a IBM Key Employee position, whether as an initial assignment or as a replacement, IBM shall (a) notify AMO of the proposed assignment, (b) introduce the individual to appropriate representatives of AMO, (c) consistent with IBM’s reasonable personnel practices, provide AMO with a résumé and any other information regarding the individual that may be reasonably requested by AMO and (d) obtain AMO’s approval for such assignment. (3) IBM shall not replace or reassign (a) the IBM Project Executive for *** from the later of the Effective Date or the date on which the IBM Project Executive was assigned to the AMO account or (b) the other IBM Key Employees for *** from the later of Effective Date and the date on which any such IBM Key Employee was designated as a IBM Key Employee, unless AMO consents in writing to such reassignment or replacement or such IBM Key Employee (i) voluntarily resigns from IBM, (ii) is dismissed by IBM for misconduct, (iii) unsatisfactory performance with respect to his or her duties and responsibilities to IBM, or to AMO pursuant to this Agreement, (iv) dies or is unable to work due to his or her disability, or (v) indicates in a signed writing to AMO that he/she is seeking reassignment due to personal reasons and not at the direction of IBM. (4) If AMO decides for any reason that is not unlawful that any IBM Key Employee should not continue in that position, AMO may, in its sole good faith discretion and upon notice to IBM, require removal of such IBM Key Employee. IBM shall, as soon as reasonably practicable, replace such IBM Key Employee. (5) IBM shall maintain backup procedures and conduct the replacement procedures for the IBM Key Employees in such a manner so as to assure an orderly successio...