EIGHTEEN (18) MONTHS FOLLOWING THE EXECUTION DATE, PROVIDED THAT
ANY TERM THAT SUCH KEY EMPLOYEE HAS ALREADY SPENT IN HIS OR HER CURRENT POSITION
PRIOR TO THE EXECUTION DATE SHALL BE CONSIDERED AS A PART OF THE 18-MONTH PERIOD
REFERRED TO HEREIN, AND EACH OF THE SUBSEQUENT KEY EMPLOYEES FOR A MINIMUM TERM
OF EIGHTEEN (18) MONTHS, UNLESS ANY SUCH KEY EMPLOYEE (I) VOLUNTARILY RESIGNS
FROM PROVIDER, (II) IS DISMISSED BY PROVIDER FOR
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(A) MISCONDUCT OR (B) UNSATISFACTORY PERFORMANCE IN RESPECT OF HIS OR HER DUTIES
AND RESPONSIBILITIES TO CUSTOMER OR PROVIDER, (III) IS UNABLE TO WORK DUE TO HIS
OR HER DEATH, INJURY OR DISABILITY, OR (IV) IS REMOVED FROM THE CUSTOMER
ASSIGNMENT AT THE REQUEST OF CUSTOMER.
WHENEVER POSSIBLE, PROVIDER SHALL GIVE
CUSTOMER AT LEAST NINETY (90) DAYS ADVANCE NOTICE OF A CHANGE OF A KEY EMPLOYEE
OR IF SUCH NINETY (90) DAYS NOTICE IS NOT POSSIBLE, THE LONGEST NOTICE OTHERWISE
POSSIBLE.
IF CUSTOMER DETERMINES THAT IT IS NOT IN THE BEST INTERESTS OF
CUSTOMER FOR ANY KEY EMPLOYEE TO CONTINUE IN HIS OR HER CAPACITY, THEN CUSTOMER
SHALL GIVE PROVIDER WRITTEN NOTICE REQUESTING THAT SUCH KEY EMPLOYEE BE
REPLACED.
PROVIDER SHALL REPLACE THE KEY EMPLOYEE AS PROMPTLY AS PRACTICABLE,
BUT, IN ANY CASE, WITHIN THIRTY (30) DAYS, IN ACCORDANCE WITH THIS SECTION 20.3.
20.4
MEETINGS.
(A)
THE PARTIES WILL PARTICIPATE IN AN
(I) ANNUAL BUDGETING AND PRICING PROCESS AND A QUARTERLY DEMAND PLANNING PROCESS
AS DESCRIBED IN SECTION 2.9 AND (II) AN ANNUAL BUSINESS STRATEGY AND
PRODUCTIVITY ENHANCEMENT PROCESS AS DIRECTED BY CUSTOMER.
(B)
CUSTOMER MAY CALL MEETINGS FROM TIME
TO TIME WITH REASONABLE NOTICE TO BE HELD BY TELEPHONE OR VIDEO CONFERENCE TO
GENERALLY REVIEW MATTERS RELATING TO THE TERMS AND CONDITIONS OF THIS AGREEMENT
AND ANY PSA, THE COMPLIANCE OF EACH OF THE PARTIES HEREWITH, AND TO CONSIDER
POLICIES, PLANNING AND PERFORMANCE RELATING TO QUALITY CONTROLS, PRODUCTION,
EFFICIENCY AND PRODUCTIVITY, COSTS AND ANY OTHER SPECIAL MATTER OR MATTERS OF
CONCERN.
IN ADDITION, EITHER PARTY SHALL HAVE THE RIGHT TO CALL MEETINGS BY
TELEPHONE OR VIDEO CONFERENCE, AS NECESSARY, WITH REASONABLE NOTICE TO THE OTHER
PARTY, TO DISCUSS AND RESOLVE SPECIFIC MATTERS OF CONCERN AS THEY OCCUR.
ALL
MEETINGS SHALL BE ATTENDED BY THE REPRESENTATIVES OF THE PARTIES WHO ARE
RESPONSIBLE FOR PERFORMANCES AS TO THOSE MATTERS TO BE DISCUSSED.
EITHER PARTY
MAY ALSO REQUEST AN IN-PERSON MEETING WITH REASONABLE NOTICE TO THE OTHER
PARTY.
THE EXPENSES FOR SUCH MEETING, INCLUDING TRAVEL AND LODGING SHALL BE
BORNE BY THE PARTY CALLING THE MEETING; HOWEVER, SUCH EXPENSES WILL BE AGREED
UPON BY THE PARTIES PRIOR TO SUCH MEETING.
20.5
OPERATIONAL DISPUTE RESOLUTION.
AS
CONTEMPLATED BY SECTION 1.2 OF EXHIBIT G, THE PARTIES MAY ATTEMPT TO RESOLVE
DISPUTES IN THE NORMAL COURSE OF BUSINESS AT THE OPERATIONAL LEVEL AS DESCRIBED
IN THIS SECTION 20.5.
THE LINE MANAGERS OF THE PARTIES SHALL ATTEMPT IN GOOD
FAITH TO RESOLVE SUCH DISPUTE THROUGH NEGOTIATION.
IF THE LINE MANAGERS CANNOT
RESOLVE THE DISPUTE WITHIN A REASONABLE PERIOD OF TIME, THE