Common use of Administration of Claims Clause in Contracts

Administration of Claims. (i) Through the Separation Date or such other date as BMS and Mead Johnson may mutually agree in writing, BMS shall continue to be responsible for the administration of all workers’ compensation claims that are, or have been, incurred before the Separation Date by Mead Johnson Employees (“Mead Johnson WC Claims”) and have been historically administered by BMS or its third party administrator. (ii) Effective as of the Separation Date or such other date as BMS and Mead Johnson may mutually agree, (A) Mead Johnson shall, to the extent legally permissible under the applicable state’s workers’ compensation laws, be responsible for the administration of all Mead Johnson WC Claims, and BMS shall be responsible for the administration of all Mead Johnson WC Claims not administered by Mead Johnson pursuant to this Subsection 8.11(b)(ii). Any determination made, or settlement entered into, by or on behalf of either party or its insurance company with respect to Mead Johnson WC Claims for which it is administratively responsible shall be final and binding upon the other party. Mead Johnson shall promptly reimburse BMS for any and all direct and indirect costs and expenses related thereto. (iii) Each party shall fully cooperate with the other with respect to the administration and reporting of Mead Johnson WC Claims, the payment of Mead Johnson WC Claims determined to be payable, and the transfer of the administration of any Mead Johnson WC Claims to the other party as determined under Section 8.11(b)(ii) above. Either party shall have the right to transfer the administration of claims to a third-party administrator (“WC Outsource”) any Mead Johnson WC Claims for which it is administratively responsible. Mead Johnson shall use its commercially reasonably best efforts to procure WC Outsourcing arrangements with its third party administrators, vendors, or insurance companies as necessary to permit Mead Johnson, as of the Separation Date or such other date as Mead Johnson and BMS may mutually agree upon, to WC Outsource Mead Johnson WC Claims.

Administration of Claims. (i) Through the Separation Payroll Date or such other date as BMS HP and Mead Johnson Agilent may mutually agree in writingagree, BMS HP shall continue to be responsible for the administration of all workers’ compensation claims that (A) are, or have been, incurred under the HP WCP before the Separation Payroll Date by Mead Johnson Agilent Employees (“Mead Johnson WC "Agilent WCP Claims”"), and (B) and have been historically administered by BMS HP or its third party administrator. (ii) Effective as of the Separation Payroll Date or such other date as BMS HP and Mead Johnson Agilent may mutually agree, : (A) Mead Johnson Agilent shall, to the extent legally permissible under the applicable state’s workers’ compensation lawsLegally Permissible (as defined in Subsection 6.15(a)(iv) below), be responsible for the administration of all Mead Johnson WC Agilent WCP Claims, and BMS (B) HP shall be responsible for the administration of all Mead Johnson WC Agilent WCP Claims not administered by Mead Johnson Agilent pursuant to this Subsection 8.11(b)(iiclause (A), regardless of whether it is under the self-insured or insured portion of the HP WCP. Any determination made, or settlement entered into, by or on behalf of either party or its insurance company with respect to Mead Johnson WC Agilent WCP Claims for which it is administratively responsible shall be final and binding upon the other party. Mead Johnson Agilent shall promptly reimburse BMS HP for any and all direct and indirect costs and expenses related thereto. (iii) Each party shall fully cooperate with the other with respect to the administration and reporting of Mead Johnson WC Agilent WCP Claims, the payment of Mead Johnson WC Agilent WCP Claims determined to be payable, and the transfer of the administration of any Mead Johnson WC Agilent WCP Claims to the other party as determined under Section 8.11(b)(iiSubsection 6.15(a)(ii) above. Either party shall have the right to "Outsource" (i.e., transfer the administration of claims to a third-third party administrator (“WC Outsource”or cause claims to be paid through insurance) any Mead Johnson WC and all Agilent WCP Claims for which it is administratively responsible. Mead Johnson HP has Outsourced administration of many Agilent WCP claims, as set forth in the relevant portion of Schedule 6.5(a). To the extent not otherwise set forth in Schedule 6.5(a), HP shall promptly notify Agilent of its intent to further Outsource such WCP Claims, and the material terms and conditions of the Outsourcing before the effective date thereof. HP shall use its commercially reasonably best efforts for and on behalf of Agilent to procure WC Outsourcing arrangements with its third party administrators, vendors, or insurance companies as necessary to permit Mead Johnsonwith the Material Features of each of HP's current Outsourcing arrangements. Agilent agrees, as of the Separation Date Payroll Date, or such other date as Mead Johnson Agilent and BMS HP may mutually agree uponagree, to WC Outsource Mead Johnson WC Agilent WCP Claims pursuant to arrangements procured by HP. (iv) For purposes of this Subsection 6.15(a), "Legally Permissible" shall be determined on a state-by-state basis, and shall mean that administration of Agilent WCP Claims by Agilent both (A) is permissible under the applicable state's workers' compensation laws (taking into account all relevant facts, including that Agilent may have a self-insurance certificate in that state), and (B) would not have a material adverse effect on HP's self- insurance certificate within that state. If it is determined that, in a particular state, it is Legally Permissible for Agilent to administer Agilent WCP Claims, then Agilent shall be responsible for the administration of all Agilent WCP Claims incurred in that state, whether previously administered by or on behalf of HP. If it is determined that, in a particular state, it is not Legally Permissible for Agilent to administer Agilent WCP Claims, then HP shall be responsible for the administration of all Agilent WCP Claims incurred in that state, whether previously administered by or on behalf of HP.