Common use of PARTICIPATION ON PANELS Clause in Contracts

PARTICIPATION ON PANELS. For the period commencing on the date hereof and ending on the fifth anniversary of the date hereof, unless otherwise specified by the associated employer group or managed care entity, to the extent permitted by applicable law and subject to the credentialing and other participatory requirements of each managed vision care plan, and continued compliance by the ECCA Participants (as defined below) with the terms and conditions of the applicable provider agreements, including all managed care entity-specific provisions included therein (subject to the non-discriminatory restrictions below), the Company shall include all of the optical retail stores of the ECCA Companies and all of the ECCA Optometrists, including new store locations and optometrists (and their respective professional entities) that may hereinafter become ECCA Optometrists (collectively, the "ECCA Participants"), on each of the provider panels of managed vision care plans secured or administered by the Company covering markets in which such ECCA Participant is located. The Company shall take such actions as reasonably necessary to insure that the ECCA Participants are not discriminated against with respect to participation on such provider panels and receive the same benefits and treatment as the other members of the panels, except for the compensation and reimbursement to be paid by the Company to the ECCA Participants on existing contracts which has been and shall continue to be at the same rates set forth under presently existing managed vision care contracts. The ECCA Participants will be included on the panels of such managed vision care plans immediately following the execution of this Agreement, subject to the credentialing and other participatory requirements. With respect to new managed vision care contracts after the date hereof, the Company and ECCA agree that (i) any decrease in historical reimbursement rates shall be as mutually agreed upon, (ii) the Company shall negotiate reimbursement rates in good faith and not arbitrarily or capriciously offer lower rates to discourage ECCA from accepting new contracts and (iii) reimbursement rates will be proportionate to rates currently in effect and relative to reimbursement levels offered to non-ECCA panel members taking into account the size and scope of the ECCA panel members. The Company shall use its reasonable best efforts to assist the ECCA Participants in the application process for obtaining the requisite credentialing to participate on such provider panels. The Company shall use its best efforts to assist the ECCA Participants in obtaining the requisite credentialing to participate on such provider panels. If the credentialing is denied for any reason or if any ECCA Participant is removed from a panel for non-compliance with the participation requirements, the Vision 21 Companies shall provide, or cause to be provided, to the ECCA Participants, within 30 days of such denial or removal, the basis for denying the credentialing or removing the ECCA Participant from the panel and an opportunity to cure the deficiency of the ECCA Participant in order to secure or maintain, as the case may be, a position on such provider panels. If, after the date hereof, an ECCA Company bids on a managed vision care contract that is then awarded to the Company, then the Vision 21 Company will not be obligated to include the ECCA Participants on the provider panel solely as it relates to such managed vision care contract; provided, however the foregoing shall not affect right of the ECCA Participants to participate on the provider panels as they relate to all other managed vision care contracts.

PARTICIPATION ON PANELS. For the period commencing on the date hereof and ending on the fifth anniversary of the date hereof, unless otherwise specified by the associated employer group or managed care entity, to the extent permitted by applicable law and subject to the credentialing and other participatory requirements of each managed vision care plan, and continued compliance by the ECCA Participants (as defined below) with the terms and conditions of the applicable provider agreements, including all managed care entity-specific provisions included therein (subject to the non-discriminatory restrictions below), the Company shall include all of the optical retail stores of the ECCA Companies and all of the ECCA Optometrists, including new store locations and optometrists (and their respective professional entities) that may hereinafter become ECCA Optometrists (collectively, the "ECCA Participants"), on each of the provider panels of managed vision care plans secured or administered by the Company covering markets in which such ECCA Participant is located. The Company shall take such actions as reasonably necessary to insure that the ECCA Participants are not discriminated against with respect to participation on such provider panels and receive the same benefits and treatment as the other members of the panels, except for the compensation and reimbursement to be paid by the Company to the ECCA Participants on existing contracts which has been and shall continue to be at the same rates set forth under presently existing managed vision care contracts. The ECCA Participants will be included on the panels of such managed vision care plans immediately following the execution of this Agreement, subject to the credentialing and other participatory requirements. With respect to new managed vision care contracts after the date hereof, the Company and ECCA agree that (i) any decrease in historical reimbursement rates shall be as mutually agreed upon, (ii) the Company shall negotiate reimbursement rates in good faith and not arbitrarily or capriciously offer lower rates to discourage ECCA from accepting new contracts and (iii) reimbursement rates will be proportionate to rates currently in effect and relative to reimbursement levels offered to non-ECCA panel members taking into account the size and scope of the ECCA panel members. The Company shall use its reasonable best efforts to assist the ECCA Participants in the application process for obtaining the requisite credentialing to participate on such provider panels. The Company shall use its best efforts to assist the ECCA Participants in obtaining the requisite credentialing to participate on such provider panels. If the credentialing is denied for any reason or if any ECCA Participant is removed from a panel for non-compliance with the participation requirements, the Vision 21 Companies shall provide, or cause to be provided, to the ECCA Participants, within 30 days of such denial or removal, the basis for denying the credentialing or removing the ECCA Participant from the panel and an opportunity to cure the deficiency of the ECCA Participant in order to secure or maintain, as the case may be, a position on such provider panels. If, after the date hereof, an ECCA Company bids on a managed vision care contract that is then awarded to the Company, then the Vision 21 Company will not be obligated to include the ECCA Participants on the provider panel solely as it relates to such managed vision care contract; provided, however the foregoing shall not affect right of the ECCA Participants to participate on the provider panels as they relate to all other managed vision care contracts.

PARTICIPATION ON PANELS. For the period commencing on the date hereof and ending on the fifth anniversary of the date hereof, unless otherwise specified by the associated employer group or managed care entity, to the extent permitted by applicable law and subject to the credentialing and other participatory requirements of each managed vision care plan, and continued compliance by the ECCA Participants (as defined below) with the terms and conditions of the applicable provider agreements, including all managed care entity-specific provisions included therein (subject to the non-discriminatory restrictions below), the Company shall include all of the optical retail stores of the ECCA Companies and all of the ECCA Optometrists, including new store locations and optometrists (and their respective professional entities) that may hereinafter become ECCA Optometrists (collectively, the "ECCA Participants"), on each of the provider panels of managed vision care plans secured or administered by the Company covering markets in which such ECCA Participant is located. The Company shall take such actions as reasonably necessary to insure that the ECCA Participants are not discriminated against with respect to participation on such provider panels and receive the same benefits and treatment as the other members of the panels, except for the compensation and reimbursement to be paid by the Company to the ECCA Participants on existing contracts which has been and shall continue to be at the same rates set forth under presently existing managed vision care contracts. The ECCA Participants will be included on the panels of such managed vision care plans immediately following the execution of this Agreement, subject to the credentialing and other participatory requirements. <PAGE> With respect to new managed vision care contracts after the date hereof, the Company and ECCA agree that (i) any decrease in historical reimbursement rates shall be as mutually agreed upon, (ii) the Company shall negotiate reimbursement rates in good faith and not arbitrarily or capriciously offer lower rates to discourage ECCA from accepting new contracts and (iii) reimbursement rates will be proportionate to rates currently in effect and relative to reimbursement levels offered to non-ECCA panel members taking into account the size and scope of the ECCA panel members. The Company shall use its reasonable best efforts to assist the ECCA Participants in the application process for obtaining the requisite credentialing to participate on such provider panels. The Company shall use its best efforts to assist the ECCA Participants in obtaining the requisite credentialing to participate on such provider panels. If the credentialing is denied for any reason or if any ECCA Participant is removed from a panel for non-compliance with the participation requirements, the Vision 21 Companies shall provide, or cause to be provided, to the ECCA Participants, within 30 days of such denial or removal, the basis for denying the credentialing or removing the ECCA Participant from the panel and an opportunity to cure the deficiency of the ECCA Participant in order to secure or maintain, as the case may be, a position on such provider panels. If, after the date hereof, an ECCA Company bids on a managed vision care contract that is then awarded to the Company, then the Vision 21 Company will not be obligated to include the ECCA Participants on the provider panel solely as it relates to such managed vision care contract; provided, however the foregoing shall not affect right of the ECCA Participants to participate on the provider panels as they relate to all other managed vision care contracts. Section 2.

PARTICIPATION ON PANELS. For the period commencing on the date hereof and ending on the fifth anniversary of the date hereof, unless otherwise specified by the associated employer group or managed care entity, to the extent permitted by applicable law and subject to the credentialing and other participatory requirements of each managed vision care plan, and continued compliance by the ECCA Participants (as defined below) with the terms and conditions of the applicable provider agreements, including all managed care entity-specific provisions included therein (subject to the non-discriminatory restrictions below), the Company shall include all of the optical retail stores of the ECCA Companies and all of the ECCA Optometrists, including new store locations and optometrists (and their respective professional entities) that may hereinafter become ECCA Optometrists (collectively, the "ECCA Participants"), on each of the provider panels of managed vision care plans secured or administered by the Company covering markets in which such ECCA Participant is located. The Company shall take such actions as reasonably necessary to insure that the ECCA Participants are not discriminated against with respect to participation on such provider panels and receive the same benefits and treatment as the other members of the panels, except for the compensation and reimbursement to be paid by the Company to the ECCA Participants on existing contracts which has been and shall continue to be at the same rates set forth under presently existing managed vision care contracts. The ECCA Participants will be included on the panels of such managed vision care plans immediately following the execution of this Agreement, subject to the credentialing and other participatory requirements. <PAGE> With respect to new managed vision care contracts after the date hereof, the Company and ECCA agree that (i) any decrease in historical reimbursement rates shall be as mutually agreed upon, (ii) the Company shall negotiate reimbursement rates in good faith and not arbitrarily or capriciously offer lower rates to discourage ECCA from accepting new contracts and (iii) reimbursement rates will be proportionate to rates currently in effect and relative to reimbursement levels offered to non-ECCA panel members taking into account the size and scope of the ECCA panel members. The Company shall use its reasonable best efforts to assist the ECCA Participants in the application process for obtaining the requisite credentialing to participate on such provider panels. The Company shall use its best efforts to assist the ECCA Participants in obtaining the requisite credentialing to participate on such provider panels. If the credentialing is denied for any reason or if any ECCA Participant is removed from a panel for non-compliance with the participation requirements, the Vision 21 Companies shall provide, or cause to be provided, to the ECCA Participants, within 30 days of such denial or removal, the basis for denying the credentialing or removing the ECCA Participant from the panel and an opportunity to cure the deficiency of the ECCA Participant in order to secure or maintain, as the case may be, a position on such provider panels. If, after the date hereof, an ECCA Company bids on a managed vision care contract that is then awarded to the Company, then the Vision 21 Company will not be obligated to include the ECCA Participants on the provider panel solely as it relates to such managed vision care contract; provided, however the foregoing shall not affect right of the ECCA Participants to participate on the provider panels as they relate to all other managed vision care contracts. Section 2.