Requested Replacement. In the event that DIR or DCS Customer determines lawfully and in good faith that the continued assignment of any individual Service Provider Personnel (including Key Service Provider Personnel) to the performance of the Services is not in the best interests of any DIR Customer, then DIR may give Service Provider notice to that effect requesting that such Service Provider Personnel be replaced. Service Provider shall have ten (10) Business Days following DIR's request for removal of such Service Provider Personnel in which to investigate the matters forming the basis of such request, correct any deficient performance and provide DIR with assurances that such deficient performance shall not recur (provided that, if requested to do so by DIR, Service Provider shall immediately remove (or cause to be removed) the individual in question from all DIR Facilities pending completion of Service Provider's investigation and discussions with DIR). If, following such ten (10) Business Day period, DIR is not reasonably satisfied with the results of Service Provider's efforts to correct the deficient performance and/or to prevent its recurrence, Service Provider shall, as soon as possible, remove and replace such Service Provider Personnel with an individual of suitable ability and qualifications, at no additional cost to DIR. Nothing in this provision shall operate or be construed to limit Service Provider's responsibility for the acts or omissions of Service Provider Personnel, or be construed as joint employment of the Service Provider Personnel.
Requested Replacement. In the event that Kraft determines lawfully and in good faith that the continued assignment to Kraft of any individual Supplier Personnel (including Key Supplier Personnel) is not in the best interests of Kraft or the Eligible Recipients, then Kraft shall give Supplier notice to that effect requesting that such Supplier Personnel be replaced. Supplier shall have 10 business days following Kraft’s request for removal of such Supplier Personnel in which to investigate the matters forming the basis of such request, correct any deficient performance and provide Kraft with assurances that such deficient performance shall not recur (provided that, if requested to do so, Supplier shall immediately remove (or cause to be removed) the individual in question from all Kraft sites pending completion of Supplier’s investigation and discussions with Kraft). If, following such 10 business day period, Kraft is not reasonably satisfied with the results of Supplier’s efforts to correct the deficient performance and/or to ensure its non-recurrence, Supplier shall, as soon as possible, remove and replace such Supplier Personnel with an individual of suitable ability and qualifications, without cost to Kraft. Nothing in this provision shall operate or be construed to limit Supplier’s responsibility for the acts or omission of the Supplier Personnel, or be construed as joint employment.
Requested Replacement. (i) In the event that ABM determines in good faith that the continued assignment to ABM of any Key Supplier Personnel is not in the best interests of ABM or the Eligible Recipients, then ABM shall give Supplier notice to that effect requesting that such Key Supplier Personnel be replaced. Promptly after its receipt of such a request by ABM, Supplier shall replace (or cause to be replaced) such Key Supplier Personnel with an individual of suitable ability and qualifications. Nothing in this provision shall operate or be construed to limit Supplier’s responsibility for the acts or omission of the Supplier Personnel, or be construed as joint employment.
Requested Replacement. In the event that Allianz determines in good faith and not for an unlawful purpose that the continued assignment to Allianz of any individual Supplier Personnel (including Key Supplier Personnel) is not in the best interests of AZL or the Eligible Recipients, then Allianz shall give Supplier notice to that effect requesting that such Supplier Personnel be replaced. Supplier shall have fifteen (15) business days following Allianz’s request for removal in which to investigate the matters forming the basis of such request, correct any deficient performance and provide Allianz with assurances that such deficient performance shall not recur (provided that, if requested to do so by Allianz for actual or suspected violations of Allianz Rules, Supplier shall immediately remove (or cause to be removed) the individual in question from all Allianz Facilities and Allianz sites pending completion of Supplier’s investigation and discussions with Allianz). If, following such period, Allianz is not reasonably satisfied with the results of Supplier’s efforts to correct the deficient performance and/or to ensure its non-recurrence, Supplier shall, as soon as possible, remove and replace such Supplier Personnel with an individual of suitable ability and qualifications, without additional cost to Allianz. In such event, Allianz shall not be obligated to pay any Charges or other fees relating to the replacement of such Supplier Personnel, including any training or other knowledge transfer activities or overlaps in periods of employment agreed to by the Parties. Nothing in this provision shall operate or be construed to limit Supplier’s responsibility for the acts or omissions of the Supplier Personnel, or be construed as joint employment. Any questions Supplier may have with respect to the requested removal of specific Supplier Personnel shall be addressed through the governance process.
Requested Replacement. If Ascension Health determines in good faith and not for an unlawful purpose that the continued assignment to Ascension Health of any individual Supplier Personnel (including Key Supplier Personnel) is not in the best interests of the Eligible Recipients, then Ascension Health shall give Supplier notice to that effect requesting that such Supplier Personnel be replaced. Supplier shall, as soon as possible, permanently remove and replace such Supplier Personnel with an individual of suitable ability and qualifications. In such event, Ascension Health shall not be obligated to pay any Charges or other fees relating to the replacement of such Supplier Personnel, including any training or other knowledge transfer activities or overlaps in periods of employment. Nothing in this provision shall operate or be construed to limit Supplier’s responsibility for the acts or omissions of the Supplier Personnel, or be construed as joint employment.
Requested Replacement. In the event that Oncor determines lawfully and in good faith that the continued assignment to Oncor of any individual Vendor Personnel (including Key Vendor Personnel) is not in the best interests of Oncor, then Oncor shall give Vendor notice to that effect requesting that such Vendor Personnel be replaced and Vendor shall immediately suspend such individuals performance of the Services and access to Oncor Facilities pending completion of the process set forth in this Section 7.10(a). Vendor shall have five (5) days following such notice in which to investigate the matters forming the basis of such request, correct any deficient performance and provide Oncor with assurances that such deficient performance shall not recur. If, following such five (5) day period, Oncor is not reasonably satisfied with the results of Vendor's efforts to correct the deficient performance and/or to ensure its non-recurrence, Vendor shall, as soon as reasonably practicable, remove and replace such Vendor Personnel with an individual of suitable ability and qualifications. Nothing in this provision shall operate or be construed to limit Vendor's responsibility for the acts or omission of the Vendor Personnel; provided that if Vendor is obligated to remove any Vendor Personnel pursuant to this subsection without reasonable cause, Oncor will be responsible for any direct, actual costs associated with such removal, and Vendor will not be responsible for any delay in providing, or failure to provide, Services as a result of the removal and replacement process.
Requested Replacement. If CoreLogic determines in good faith and not for an unlawful purpose that the continued assignment to CoreLogic of any individual Supplier Personnel (including Key Supplier Personnel) is not in the best interests of the Eligible Recipients, then CoreLogic shall give Supplier notice to that effect requesting that such Supplier Personnel be replaced. Supplier shall, as soon as possible, permanently remove and replace such Supplier Personnel with an individual of suitable ability and qualifications. In such event, CoreLogic shall not be obligated to pay any Charges or other fees relating to the replacement of such Supplier Personnel, including any training or other knowledge transfer activities or overlaps in periods of employment. Nothing in this provision shall operate or be construed to limit Supplier’s responsibility for the acts or omissions of the Supplier Personnel, or be construed as joint employment.
Requested Replacement. In the event that Sun determines that the continued assignment to Sun of any individual Workers is not in the best interests of Sun for any reason, then Sun shall give Supplier written notice to that effect requesting that such Workers be replaced and stating the reasons for such request. Supplier shall have **** following Sun’s request for removal of such Workers in which to investigate the matters forming the basis of such request, correct any deficient performance****. If, following such **** period, Sun is not reasonably satisfied with the results of Supplier’s efforts to correct the deficient performance and/or to use reasonable commercial efforts to prevent its recurrence, Supplier shall, ****, remove and replace such Workers with an individual of suitable ability and qualifications, ****. Nothing in this provision shall operate or be construed to limit Supplier’s responsibility for the acts or omission of the Supplier and Workers.
Requested Replacement. In the event that Hercules determines lawfully and in good faith that the continued assignment to Hercules of any individual Supplier Personnel (including Key Supplier Personnel) is not in the best interests of Hercules or the Eligible Recipients, then Hercules shall give Supplier notice to that effect requesting that such Supplier Personnel be replaced. Supplier shall have ten (10) days following Hercules' request for removal of such Supplier Personnel in which to investigate the matters forming the basis of such request, correct any deficient performance and provide Hercules with assurances that such deficient performance shall not recur (provided that, if requested to do so by Hercules for actual or suspected violations of Hercules Rules, Supplier shall immediately remove (or cause to be removed) the individual in question from all Hercules Facilities and Hercules Sites pending completion of Supplier’s investigation and discussions with Hercules). If, following such ten (10) day period, Hercules is not reasonably satisfied with the results of Supplier’s efforts to correct the deficient performance and/or to ensure its non-recurrence, Supplier shall, as soon as possible, permanently remove and replace such Supplier Personnel with an individual of suitable ability and qualifications, without cost to Hercules. Nothing in this provision shall operate or be construed to limit Supplier’s responsibility for the acts or omission of the Supplier Personnel, or be construed as joint employment.
Requested Replacement. If Client determines in good faith and not for an unlawful purpose that the continued assignment to Client of any individual Provider Personnel (including Key Provider Personnel) is not in the best interests of the Eligible Recipients, then Client shall give Provider notice to that effect requesting that such Provider Personnel be replaced. Provider shall, as soon as possible, permanently remove and replace such Provider Personnel with an individual of suitable ability and qualifications. In such event, Client shall not be obligated to pay any Charges or other fees relating to the replacement of such Provider Personnel, including any training or other knowledge transfer activities or overlaps in periods of employment. Nothing in this provision shall operate or be construed to limit Provider’s responsibility for the acts or omissions of the Provider Personnel, or be construed as joint employment. Unless otherwise agreed in writing by the Parties, Client shall not require the replacement of more than twenty-five percent (25%) of Provider Personnel in any Contract Year; provided, however, that the calculation of such percentage shall not include any Provider Personnel providing Services with respect to a Project at the time of a removal request by Client.
