Critical Individuals Sample Clauses

Critical Individuals. (1) Cognizant Group shall not replace or reassign any Critical Individual for a period of 24 months from the Go-Live Date of the applicable Services to be performed by such Critical Individual (or, if the Critical Individual is not identified in Attachment D to an SOW, but is assigned to a project, until Acceptance by NAIC Group of the project (or, if Acceptance is not required, completion of the project) provide such period is not more than 24 months from the SOW Effective Date); provided, however, that Cognizant Group may replace such Critical Individual if: (a) the NAIC Senior Executive consents to such reassignment or replacement including by agreeing to a plan to transition roles from on-shore to off-shore; or (b) such Critical Individual (i) voluntarily resigns from, or is dismissed by, Cognizant Group, (ii) fails to perform his or her duties and responsibilities under this Agreement, (iii) dies, is disabled or is placed on long-term medical leave or (iv) is placed on long-term leave due to family considerations. In addition, if a Critical Individual is unable to perform the Services due to family considerations for a period greater than three weeks, Cognizant Group shall be relieved of its obligation to cause such Critical Individual to provide services until such time as such Critical Individual is able to resume performance of the Services. In no event shall Cognizant Group replace more than one-quarter of the total number of Critical Individuals during any rolling 60-day period during the applicable SOW Term. (2) NAIC may select up to 20 Critical Individuals that Cognizant Group shall not assign to the account of any NAIC Competitor without NAIC Group’s consent (a) while such Critical Individual is assigned to the NAIC Group account and (b) for a period of six months following the date that such Critical Individual is removed from, or ceases to provide Services in connection with, the NAIC Group account.
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