Dedicated Employees. 22 Dispute..........................................................................................................24
Dedicated Employees. Each of the Parties will designate additional managers and technical personnel as are reasonably necessary to coordinate the activities of the Parties and accomplish the objectives of the Alliance ("Dedicated Employees"). The Alliance Manager of each Party will have overall responsibility for supervising that Party's Dedicated Employees.
7.2.1. Support Dedicated Employees appointed by one Party may be located at the premises of the other Party as the Parties may reasonably agree, and in such case the other Party will provide to the Dedicated Employee, at such other Party's expense, with reasonable office space, office furniture, power and telecommunications access facilities. Each Party will provide any necessary computers to be used by its Dedicated Employees and will be solely responsible for the compensation and benefits of its Dedicated Employees.
Dedicated Employees. In seeking to achieve the Tech/R&D Goals, Allscripts ------------------- and IMS shall mutually agree upon the number of full-time equivalent employees per year to be dedicated by each of Allscripts and IMS to the Tech/R&D efforts.
Dedicated Employees. Change Your Life will dedicate a team of at least [*] individuals whose primary responsibility will be the development and maintenance of the (i) Xxxxxxx Group Content on the CYL Network and (ii) Xxxxxxx Group/Change Your Life Content (the "Xxxxxxx Team"). Such individuals will be employed by and subject to the management control of Change Your Life; PROVIDED, HOWEVER, that Xxxxxxx will have the right to approve the selection of the General Manager of the Xxxxxxx Team. All other personnel and resources to be dedicated to any Xxxxxxx Group project will be determined in accordance with and subject to Change Your Life's periodic personnel and budgeting process.
Dedicated Employees. (a) From time to time, a Provider may, upon mutual written agreement with the Recipient, dedicate certain Personnel of such Provider to work exclusively on one or more matters for the Recipient (such Personnel, “Dedicated Employees,” and all such work “Dedicated Services”), as will be set forth in a written Statement of Work (each, a “Statement of Work”). Upon execution thereof by both Parties, each Statement of Work shall be deemed incorporated herein in its entirety, and all Dedicated Services are and shall be deemed to be “Services” hereunder. In the event that the provisions of a Statement of Work conflict with the provisions of this Agreement, the provision of the Statement of Work shall govern solely to the extent of any such conflict, and solely with respect to the particular Dedicated Services being performed under such Statement of Work.
(b) Where a Recipient utilizes Dedicated Employees of a Provider, such Recipient shall: (i) not permit or require the Dedicated Employees to do anything that violates any applicable laws or regulations, or provide Provider confidential or proprietary information other than as provided in the Statement of Work, in the course of provision of the Dedicated Services; (ii) upon the Provider’s request, inform the Provider of the general nature of the Dedicated Services that such Dedicated Employees are providing; and (iii) comply with all applicable laws and regulations in relation to such Dedicated Employees carrying out their Dedicated Services, including, as applicable, any wage, hour and non-discrimination laws.
(c) If any Dedicated Employee’s employment with the Provider terminates for any reason or any Dedicated Employee ceases to provide the Dedicated Services as required by this Section 3.2, the Provider shall thereafter use commercially reasonable efforts to promptly replace such individual with another individual of substantially equal experience and expertise as the Dedicated Employee being replaced, in which case such replacement individual shall become a Dedicated Employee.
(d) The fee charged for the provision of Dedicated Services by a Dedicated Employee shall be calculated as a percentage of the Provider’s Fully-Loaded Cost (as defined below) for such Dedicated Employee, with the applicable percentage determined by mutual agreement of the Parties and set forth in the applicable Statement of Work (all such fees shall be
Dedicated Employees. The Servicers shall dedicate the services of five of their employees and one independent contractor hired by Servicers to the performance of the Servicers' obligations under this Agreement. Four of the dedicated employees shall include the following individuals (unless any of these individuals cease to be employees of each Servicer during the Term of this Agreement): Rob Xxxxx, Xxeg Xxxxxx, Xxanx Xxxxxxx xxx Stepxxxxx Xxxat. The combined salary obligation for these four employees shall not exceed $12,110 per month during the term of this Agreement and shall be reimbursed to Sellers by Purchaser. In addition, the Servicers shall dedicate the services of an additional employee, John Xxxxxxxx, xx a salary obligation which shall not exceed $9,516 per month during the term of this Agreement and shall be reimbursed to Sellers by Purchaser. The independent contractor shall be Patrxxxx Xxxxxxxxx (xxless she ceases to be an independent contractor of each Servicer during the Term of this Agreement). The salary payment obligation for the independent contractor shall not exceed $______ per month during the term of this Agreement and shall be reimbursed to Sellers by Purchaser. Notwithstanding the salary reimbursement to be made to Sellers by Purchaser in respect of these five dedicated employees and one independent contractor, all six individuals shall be and remain employees or independent contractors, as applicable, of Sellers and shall not be considered to be employees of Purchaser for any purpose.
Dedicated Employees. In seeking to achieve the Sales and Marketing Goals, ------------------- Allscripts and IMS shall mutually agree upon the number of full-time equivalent employees per year to be dedicated by each of Allscripts and IMS to the Sales and Marketing efforts.
Dedicated Employees. APO will dedicate three of its competent employees who have been approved by E/I (whose approval shall not be unreasonably withheld) to the Undertaking. As soon as possible after the Effective Date APO will send these employees to E/I's US facilities for training. A.11 salaries and expenses for APO personnel will be borne by APO.
Dedicated Employees. (i) To the extent permitted by Applicable Law, LBHI, in the case of Xxxxxx Europe Dedicated Employees and Xxxxxx Europe, in the case LBHI Dedicated Employees shall have the ability to solely manage, supervise, instruct and control the function and activities of the relevant Dedicated Employees in relation to provision of the Services (whether or not such activities were similar to the activities which took place during the Benchmark Period) whether remotely at the other party’s premises or otherwise (in which event the other party shall provide all access to and use of all Dedicated Employees (as applicable), premises, infrastructure and facilities as is reasonably required to so manage, supervise, instruct and control such employees).
(ii) Xxxxxx Europe will provide written notice to LBHI if any Xxxxxx Europe Dedicated Employee hands in their resignation (save where such an Employee is threatened with summary dismissal). LBHI will provide written notice to Xxxxxx Europe if any LBHI Dedicated Employee hands in their resignation (save where such employee is threatened with summary dismissal). Each employing party, whether LBHI or Xxxxxx Europe (as applicable) will, where requested by the other party, co-operate with the other party following notice of the resignation at the other party’s cost undertake any reasonably commercial measures which are consistent with the employing party’s employment practice to retain such resigning employee. From the date that any Dedicated Employee ceases to be employed by the employing party (for whatever reason), the employing party shall be released from its obligation to make available such Dedicated Employee to the other party and, subject to sub-section (iii) below, the other party shall be released from liability to pay the Service Charges in relation to such Dedicated Employee.
(iii) LBHI shall be liable for all and any Severance Costs payable by Xxxxxx Europe as a result of any Xxxxxx Europe Entity terminating the employment of any Xxxxxx Europe Dedicated Employee provided, however, that the relevant Xxxxxx Europe Entity has provided reasonable prior written notice to LBHI and LBHI has approved both the termination (save that LBHI shall have no such right to approve (or not approve) the terminations where it has given notice to terminate the relevant Employee Service pursuant to Section 8.01(b)) and the level of any such Severance Costs (such approval not to be unreasonably withheld or delayed). Xxxxxx Europe shall be...
Dedicated Employees. Dedicated Employees" shall mean the employees currently employed by Hollandia and approved by CXT for purpose of the Project, whose names are set forth on Exhibit 1.3 hereto; CXT may, from time to time, add to or delete individuals from such Dedicated Employees by giving two weeks' prior written notice to such effect.
