Amendment To Agreement

Amendment to Agreement for Domestic and Global Relocation Services


Exhibit 10.36.2

 

AMENDMENT TO AGREEMENT FOR DOMESTIC AND GLOBAL
RELOCATION SERVICES

 

This Amendment is entered into this 15th day of August, 2006 (the “Effective Date”) and modifies a certain Agreement for Domestic and Global Relocation Services made as of the 14th day of July, 2008 (the “Agreement”), by and between GMAC Global Relocation Services, LLC a Delaware limited liability company, having an address at 2021 Spring Road, Suite 300, Oak Brook, IL 60523 (“GMAC GRS”). and Talecris Biotherapeutics, Inc. (“the Company”), with an office at 79 T.W. Alexander Drive, 4101 research Commons, Research Triangle Park, NC 27709.

 

WHEREAS, Company and GMAC GRS agree to amend the Agreement to add a Service Level Agreement;

 

NOW, THEREFORE, in consideration of the mutual promises contained in the Agreement and the good and valuable consideration, the parties agree as follows:

 

·                  Exhibit B (attached hereto) is hereby added to the Agreement, and the same is hereby incorporated and made part of the Agreement as of the Effective Date.

 

All other terms and conditions of the Agreement and its various Exhibits and Schedules shall remain unmodified and in full force and effect.

 

IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their duly authorized respective officers, as of the Effective Date.

 

Talecris Biotherapeutics, lnc

GMAC Global Relocation Services, LLC

 

 

 

 

By:

/s/ Kari Heerdt

By:

/s/ Richard E. Schwartz

Name:

Kari Heerdt

Name:

Richard E. Schwartz

Title:

SVP, Human Resources

Title:

President & CEO

Date:

10/3/08

Date:

10/9/08

 

APPROVED AS TO

 

LEGAL FORM

 

9 - 12 - 08

 

TALECRIS BIOTHERAPEUTICS

 

LAW DEPT.

 

 

GMAC GRS/Talecris

 



 

EXHIBIT B

 

SERVICE LEVEL AGREEMENT

 

U.S. Domestic

 

Measuring Our Performance:

 

Defining, meeting and exceeding Talecris’s needs are primary objectives for GMAC GRS and are built into our process. The following table includes service categories and key performance indicators (KPI) that we incorporate in practice with Talecris through a co-developed service level agreement (SLA). During the implementation process, and thereafter annually, the specific performance levels to which we will be held for the delivery of services to your management and employees will be mutually agreed.

 

Roles and Responsibilities:

 

The owners identified in this agreement will serve as the primary subject matter expert responsible for ensuring targets are met or adjusted as appropriate. If the owner of the task changes, new contact information must be communicated within 5 business days.

 

GMAC GRS SLA “Dollars at Risk”:

 

GMAC GRS will guarantee results backed by financial penalties up to a maximum of $100,000 based on the KPIs listed below as long as volume/mix assumptions made during the development of the pricing proposal remain reasonably accurate (less than 10% deviation).  Should the volume diminish in the first or subsequent years the SLA amount would be reduced with the following parameters: 97 GBO/BVOs or more = $100,000 at risk; 75 - 96 GBO/BVOs = $75,000 at risk; 50 - 74 GBO/BVOs = $50,000 at risk; 25 – 49 GBO/BVOs – $25,000 at risk and Less than 24 GBO/BVO = $0 at risk. The SLA and KPIs will be reviewed and mutually agreed annually. The total SLA amount will be distributed across the KPI’s and will be mutually agreed to the apportioned amount per KPI. All KPIs will be reported on a quarterly basis with aggregate performance measures and settlement occurring on an annual basis (Annual Review Settlement). The proposed amount is conditional on GMAC GRS managing services through our preferred supplier network.

 



 

Category

 

KPI

 

GMAC GRS
Action
Required

 

GMAC
GRS
Owner

 

Talecris
Owner

 

Due Date

 

GMAC
GRS
Dollars at
Risk

 

Comments

Customer (Transferee) Service Satisfaction Consultant

 

92% Premier Service customer satisfaction results. (Based on GMAC GRS Transferee Survey regarding GMAC GRS Consultant Satisfaction (Excellent, Very Good or Good)

 

Customer Satisfaction Survey Process

 

Fred Melone, VP Global Operations

 

Kathleen Fleming, Senior Manager - HR & Recruiting

 

Quarterly Reporting, Annual Review and Annual Settlement

 

$

10,000

 

Negative surveys from Talecris directed suppliers are not included in results (i.e. HHG, temporary accommodations, etc)

Customer (Talecris Transferee) Service Satisfaction

 

25% response rate to customer satisfaction survey

 

Survey customer using the GMAC GRS Premier Service Survey Response Rate

 

Fred Melone, VP Global Operations

 

Kathleen Fleming, Senior Manager - HR & Recruiting

 

Quarterly Reporting, Annual Review and Annual Settlement

 

$

10,000

 

Based on GMAC GRS Customer Satisfaction Survey & Talecris must support the process and advise Transferee the survey submission is required

Initial contact with Customer (Talecris Transferee)

 

Telephone or email contact to Transferee. 95% satisfaction results for “Communication Response times” to be deemed “good, very good or excellent” based on GMAC GRS Transferee Survey results

 

Measurement via Talecris transferee satisfaction feedback on communication

 

Fred Melone, VP Global Operations

 

Kathleen Fleming, Senior Manager - HR & Recruiting

 

Measurement via Customer survey satisfaction feedback on communication.

 

$

10,000

 

If transferee is not satisfied with response times, Talecris Management Team to escalate to GMAC Account Manager. Rankings of marginal and below deemed unsatisfactory

Client (Talecris) Service Satisfaction

 

95% Client service satisfaction results. (Based on GMAC GRS Survey results from Talecris’s

 

Based on GMAC GRS annual Client (Talecris) Satisfaction Survey organized by Third party and

 

Fred Melone, VP Global Operations

 

Kathleen Fleming, Senior Manager - HR & Recruiting

 

Annual

 

$

10,000

 

Rankings of marginal and below deemed unsatisfactory

 



 

Category

 

KPI

 

GMAC GRS
Action
Required

 

GMAC
GRS
Owner

 

Talecris
Owner

 

Due Date

 

GMAC
GRS
Dollars at
Risk

 

Comments

 

 

Management Team – Excellent, Very Good or Good)

 

initiated and paid by GMAC GRS

 

 

 

 

 

 

 

 

 

 

Management Reporting

 

Submission of agreed (byTalecris) management reports are to be provided on time (mutually agreed dates / time of the month).

 

Reports include Initiation activity, cost reports, statistical analysis of customer satisfaction reports, etc.

 

Fred Melone, VP Global Operations

 

Kathleen Fleming, Senior Manager – HR & Recruiting

 

Quarterly Reporting, Annual Review and Annual Settlement

 

$

10,000

 

 

Financial Management Service

 

Expense reimbursement processed in 5 business days

 

The format and required fields must be defined before the first initiation is taken.

 

Fred Melone, VP Global Operations

 

Kathleen Fleming, Senior Manager – HR & Recruiting

 

Quarterly Reporting, Annual Review and Annual Settlement

 

$

10,000

 

For self funded clients, assumes timely receipt of client funds prior to disbursement

Financial Management Service

 

Timeliness of Invoicing 95% to be determined based on program

 

The format and required fields must be defined before the first initiation is taken.

 

Fred Melone, VP Global Operations

 

Kathleen Fleming, Senior Manager – HR & Recruiting

 

Quarterly Reporting, Annual Review and Annual Settlement

 

$

10,000

 

 

Home Sale Performance

 

Performance statistics for 100% identification of Special Properties

 

Run report with Homesale Data from GMAC GRS System

 

Fred Melone, VP Global Operations

 

Kathleen Fleming, Senior Manager – HR & Recruiting

 

Quarterly Reporting, Annual Review and Annual Settlement

 

$

10,000

 

 

Home Sale Performance

 

Performance statistics for GBO/Inventory & BVO Transactions:

 

GBO Direct Home

Selling Expense to be maintained below or equal to 25%

 

and

 

Rum report with Homesale Data from GMAC GRS System

 

Fred Melone, VP Global Operations

 

Kathleen Fleming, Senior Manager – HR & Recruiting

 

Quarterly Reporting, Annual Review and Annual Settlement

 

$

10,000

 

 

 



 

Category

 

KPI

 

GMAC GRS
Action
Required

 

GMAC
GRS
Owner

 

Talecris
Owner

 

Due Date

 

GMAC
GRS
Dollars at
Risk

 

Comments

 

 

BVO Direct/Home Selling Expenses below or equal to 10%

 

 

 

 

 

 

 

 

 

 

 

 

Online tools MyGMACRelo.com

 

Availability of 99% of our online services, except in the instance of scheduled maintenance and/or major system upgrades or enhancements.

 

GMAC GRS Technology Tracking Report

 

Fred Melone, VP Global Operations

 

Kathleen Fleming, Senior Manager — HR & Recruiting

 

Quarterly Reporting, Annual Review and Annual Settlement

 

$

10,000

 

There must be an allowance for “down time” for any upgrades. This would be clearly communicated to Talecris within 5 business days.