HHS Replaces Monitor. If HHS has a reasonable basis to conclude that a Monitor does not possess the expertise, independence, or objectivity necessary to perform the duties under this CAP, or has failed to carry out the Monitor’s responsibilities as set forth in this CAP, HHS shall notify MGH of its intent to replace the Monitor and provide a written explanation to MGH of its reasons for requiring MGH to designate a new Monitor. Within 15 days following MGH’s receipt of such notice (or such additional period as the Parties may agree) (the “Period”), appropriate representative(s) of MGH and HHS shall meet to discuss in good faith and, if possible, resolve the concerns set forth in HHS’ notice. If HHS’ concerns are not resolved through this informal process, then at the conclusion of the Period, HHS may unilaterally require MGH to designate a new internal Monitor. In such event, MGH shall propose a new Monitor without unreasonable delay and shall designate a new Monitor, subject to approval by HHS which shall not be unreasonably withheld.
