Common use of Insurance and HMO/PPO Agreements Clause in Contracts

Insurance and HMO/PPO Agreements. Alltel shall use its reasonable best efforts to cause each HMO, PPO, and insurance carrier that provides benefits under any plan or program assumed or mirrored by Spinco (including the Alltel Comprehensive Plan of Group Insurance, Alltel Corporation Long Term Disability Plan, Income Advantage Plan (POP), Group Accident Plan or Special Insurance Plan for Former Allied Telephone Profit Sharing) in existence as of the Beginning Date to provide coverage to Spinco Individuals on terms that are substantially similar to the terms and conditions provided to Alltel, in each case, through December 31, 2006, or such other date on which the parties may agree. Such terms and conditions shall include the financial and termination provisions. The Spinco Group shall use its reasonable best efforts to cooperate with Alltel in such efforts, and the Spinco Group shall not perform any act, including discussing any alternative arrangements with any third-party that would prejudice Alltel’s efforts. If it becomes reasonably likely that Alltel will not be successful in negotiating contract language that will permit compliance with the foregoing provisions of this Section 9.06(b), Alltel shall so notify Spinco promptly, and after such notification, the Spinco Group shall be released from the restriction contained in the immediately preceding sentence. In addition, notwithstanding any other provision of this Agreement, the Distribution Agreement or any other agreement between the parties hereto, Alltel shall not be required, or be deemed to be required, to maintain a benefit plan, policy, program, practice or arrangement that it is not able to insure or administer or contract for insurance or administration on substantially similar terms and conditions as the Alltel benefit plans, policies, programs, practices or arrangements prior to the Distribution Date.

Insurance and HMO/PPO Agreements. Alltel shall use its reasonable best efforts to cause each HMO, PPO, and insurance carrier that provides benefits under any plan or program assumed or mirrored by Spinco (including the Alltel Comprehensive Plan of Group Insurance, Alltel Corporation Long Term Disability Plan, Income Advantage Plan (POP), Group Accident Plan or Special Insurance Plan for Former Allied Telephone Profit Sharing) in existence as of the Beginning Date to provide coverage to Spinco Individuals on terms that are substantially similar to the terms and conditions provided to Alltel, in each case, through December 31, 2006, or such other date on which the parties may agree. Such terms and conditions shall include the financial and termination provisions. The Spinco Group shall use its reasonable best efforts to cooperate with Alltel in such efforts, and the Spinco Group shall not perform any act, including discussing any alternative arrangements with any third-party that would prejudice Alltel’s 's efforts. If it becomes reasonably likely that Alltel will not be successful in negotiating contract language that will permit compliance with the foregoing provisions of this Section 9.06(b), Alltel shall so notify Spinco promptly, and after such notification, the Spinco Group shall be released from the restriction contained in the immediately preceding sentence. In addition, notwithstanding any other provision of this Agreement, the Distribution Agreement or any other agreement between the parties hereto, Alltel shall not be required, or be deemed to be required, to maintain a benefit plan, policy, program, practice or arrangement that it is not able to insure or administer or contract for insurance or administration on substantially similar terms and conditions as the Alltel benefit plans, policies, programs, practices or arrangements prior to the Distribution Date.