Right to Revoke Approval. DIR may revoke its prior approval of a Subcontractor and direct Service Provider to replace any Subcontractor as soon as possible at no additional cost to DIR, if the Subcontractor's performance is materially deficient or if there are other reasonable grounds for removal (which reasonable grounds would include Service Provider's failure to obtain the rights set forth in Section 9.11(d)). Service Provider shall have a reasonable opportunity to investigate DIR's concerns, correct the Subcontractor's deficient performance and provide DIR with a written action plan to assure that such deficient performance shall not recur. If DIR is not reasonably satisfied with Service Provider's efforts to correct the Subcontractor's deficient performance and/or to prevent its recurrence, Service Provider shall, as soon as possible, remove and replace such Subcontractor. Service Provider shall continue to perform its obligations under this Agreement, notwithstanding the removal of the Subcontractor. DIR shall have no responsibility for any termination charges or cancellation fees that Service Provider may be obligated to pay to a Subcontractor as a result of the removal of such Subcontractor at DIR's request or the withdrawal or cancellation of the Services then performed by such Subcontractor as permitted under this Agreement.
Right to Revoke Approval. Kraft also shall have the right during the Term to revoke its prior approval of a Subcontractor and direct Supplier to replace such Subcontractor as soon as possible if the Subcontractor’s performance is materially deficient or if there are other reasonable grounds for removal. Supplier shall have a reasonable opportunity to investigate Kraft’s concerns, correct the Subcontractor’s deficient performance and provide Kraft with a written action plan to assure that such deficient performance will not recur. If Kraft is not reasonably satisfied with the Supplier’s efforts to correct the Subcontractor’s deficient performance and/or to ensure its non-recurrence, the Supplier shall, as soon as possible, remove and replace such Subcontractor. Supplier shall continue to perform its obligations under the Agreement, notwithstanding the removal of the Subcontractor. If Kraft requests the removal of the Subcontractor because the Subcontractor’s performance is materially deficient or because of the Subcontractor’s failure to comply with its obligations in this Agreement, such removal shall be at no additional cost to Kraft. If Kraft requests the removal of the Subcontractor for other reasons, then Kraft will be responsible for the net amount of (i) any termination or cancellation costs Supplier reasonably incurs with respect to removing such Subcontractor, and (ii) the differential between the cost of the replacement Subcontractor to Supplier as compared to the cost of the removed Subcontractor, provided that Supplier has (a) notified Kraft of such costs before Kraft’s final decision, and (b) Supplier uses commercially reasonable efforts to minimize such costs. Kraft shall have no responsibility under this Section 9.12.2 for any termination charges, cancellation fees, or other costs that Supplier may incur to the extent the removal of a Subcontractor results from changes in the volume or scope of Services, recognizing that such changes will be subject to the pricing set forth in the applicable Supplement.
Right to Revoke Approval. OCA may revoke its prior approval of a Subcontractor and direct Contractor to replace any Subcontractor in accordance with this Section 7.5(b) at no additional cost to OCA, if (i) Contractor fails to obtain the rights set forth in Section 7.5(c) with respect to such Subcontractor, or (ii) in OCA’s discretion, there are other reasonable grounds for removal. Contractor shall, as soon as possible, remove and replace such Subcontractor. Contractor shall continue to perform its obligations under this Agreement, notwithstanding the removal of a Subcontractor. OCA shall have no responsibility for any termination charges or cancellation fees that Contractor may be obligated to pay to a Subcontractor as a result of the removal of such Subcontractor at OCA’s request or the withdrawal or cancellation of the Services then performed by such Subcontractor as permitted under this Agreement.
Right to Revoke Approval. Hercules also shall have the right during the Term to revoke its prior approval of a Subcontractor and direct Supplier to promptly replace such Subcontractor, at no additional cost to Hercules, if the Subcontractor’s performance is materially deficient. If directed to do so, Supplier shall remove and replace such Subcontractor as soon as possible. Supplier shall continue to perform its obligations under the Agreement, notwithstanding the removal of the Subcontractor. Hercules shall have no THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [******] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. responsibility for any termination charges or cancellation fees that Supplier may be obligated to pay to a Subcontractor as a result of the removal of such Subcontractor at Hercules' request or the withdrawal or cancellation of the Services then performed by such Subcontractor as permitted under this Agreement.
Right to Revoke Approval. New Century shall have the right during the Term to revoke its prior approval of a Subcontractor and direct Supplier to replace such Subcontractor as soon as possible, at no additional cost to New Century, if the Subcontractor has engaged in criminal or other willful misconduct that has caused or is reasonably likely to cause significant harm to New Century’s business reputation and/or standing in the marketplace if such Subcontractor were to continue to perform under this Agreement. Supplier shall have a reasonable opportunity to investigate New Century’s concerns, address the Subcontractor’s misconduct and provide New Century with a written action plan setting forth details as to how to address such misconduct and prevent its recurrence. If New Century is not reasonably satisfied with the Supplier’s efforts to address the Subcontractor’s misconduct and/or to ensure its non-recurrence, the Supplier shall, as soon as possible, remove and replace such Subcontractor. Supplier shall continue to perform its obligations under the Agreement, notwithstanding the removal of the Subcontractor. New Century shall have no responsibility for any termination charges or cancellation fees that Supplier may be obligated to pay to a Subcontractor as a result of the removal of such Subcontractor at New Century’s request or the withdrawal or cancellation of the Services then performed by such Subcontractor as permitted under this Agreement.
