Common use of Service Fees and Expenses Clause in Contracts

Service Fees and Expenses. NewCo will pay each month (unless otherwise set forth in the Service Schedule with respect to any Service) to MCK the fees specified for each Service rendered during such month as set forth on the Service Schedule (“Service Fees”). The Table of Contents indicated Service Fees are calculated for MCK to provide the Services at cost, consistent with MCK’s allocated cost or pass-through charges from third-parties consistently applied across MCK’s business units. Except as the parties may otherwise agree, the Service Fees for the Services shall be consistent with the prices contemplated for Services in the Day 1 TSA Cost Structure shared with Change Healthcare, Inc. prior to the signing of the Contribution Agreement (it being understood that the foregoing shall not apply to the extent there are any increases in any third-party costs). Except as expressly set forth in this Agreement, all Service Fees are nonrefundable. MCK will be entitled to reimbursement for any reasonable out-of-pocket travel-related additional costs or expense for transportation, accommodations or other travel-related expenses, where such travel has been pre-approved by NewCo, incurred in connection with the performance of the Services. Such travel-related expenses will follow MCK’s then-current corporate travel policy. If MCK agrees to provide any services other than the Services described in this Agreement, such services will be provided on a time and materials basis at MCK’s standard rates then in effect for such services, with fees and expenses therefor invoiced by MCK to NewCo on a monthly basis and paid in accordance with this Article 2. For the avoidance of doubt, to the extent NewCo is required, due to a Force Majeure Event (as defined below), to engage a third-party service provider to provide replacement Services, the amount payable to MCK hereunder shall be reduced by the Service Fees attributable to such Services but not below zero.

Service Fees and Expenses. NewCo MCK will pay each month (unless otherwise set forth in the Service Schedule with respect to any Service) to MCK NewCo the fees specified for each Service rendered during such month as set forth on the Service Schedule (“Service Fees”). The Table of Contents indicated ; provided, that any additional amendments to the Service Fees are calculated for MCK to provide the Services Schedule or new services will be provided at NewCo’s actual cost; provided further, consistent with MCK’s allocated cost or pass-through charges from third-parties consistently applied across MCK’s business units. Except as the parties that beginning April 1, 2018, NewCo may otherwise agree, adjust the Service Fees for the Services shall be consistent with the prices contemplated for Services in the Day 1 TSA Cost Structure shared with Change Healthcare, Healthcare Inc. prior has requested confidential treatment of this registration statement and associated correspondence pursuant to the signing Rule 83 of the Contribution Agreement (it being understood that the foregoing shall not apply Securities and Exchange Commission. for all outstanding Services by two percent annually to the extent there are any increases in any third-party costs)reflect inflationary increases1. Except as expressly set forth in this Agreement, all Service Fees are nonrefundable. MCK NewCo will be entitled to reimbursement for any reasonable out-of-pocket travel-related additional costs or expense for transportation, accommodations or other travel-related expenses, where such travel has been pre-approved by NewCoMCK, incurred in connection with the performance of the Services. Such travel-related expenses will follow MCKNewCo’s then-current corporate travel policy. If MCK NewCo agrees to provide any services other than the Services described in this Agreement, such services will be provided on a time and materials basis at MCKNewCo’s standard rates then in effect for such services, with fees and expenses therefor invoiced by NewCo to MCK to NewCo on a monthly basis and paid in accordance with this Article 2. For the avoidance of doubt, to the extent NewCo MCK is required, due to a Force Majeure Event (as defined below), to engage a third-party service provider to provide replacement Services, the amount payable to MCK NewCo hereunder shall be reduced by the Service Fees attributable to such Services but not below zero.

Service Fees and Expenses. NewCo will pay each month (unless otherwise set forth in the Service Schedule with respect to any Service) to MCK the fees specified for each Service rendered during such month as set forth on the Service Schedule (“Service Fees”), provided, that beginning April 1, 2018, MCK may adjust the Service Fees for all outstanding Services by two percent annually to reflect inflationary increases. The Table of Contents indicated Service Fees are calculated for MCK to provide the Services at cost, consistent with MCK’s allocated cost or pass-through charges from third-parties consistently applied across MCK’s business units. Except as Change Healthcare Inc. has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission. the parties may otherwise agree, the Service Fees for the Services shall be consistent with the prices contemplated for Services in the Day 1 TSA Cost Structure shared with Change Healthcare, Inc. prior to the signing of the Contribution Agreement (it being understood that the foregoing shall not apply to the extent there are any increases in any third-party costs). Except as expressly set forth in this Agreement, all Service Fees are nonrefundable. MCK will be entitled to reimbursement for any reasonable out-of-pocket travel-related additional costs or expense for transportation, accommodations or other travel-related expenses, where such travel has been pre-approved by NewCo, incurred in connection with the performance of the Services. Such travel-related expenses will follow MCK’s then-current corporate travel policy. If MCK agrees to provide any services other than the Services described in this Agreement, such services will be provided on a time and materials basis at MCK’s standard rates then in effect for such services, with fees and expenses therefor invoiced by MCK to NewCo on a monthly basis and paid in accordance with this Article 2. For the avoidance of doubt, to the extent NewCo is required, due to a Force Majeure Event (as defined below), to engage a third-party service provider to provide replacement Services, the amount payable to MCK hereunder shall be reduced by the Service Fees attributable to such Services but not below zero.

Service Fees and Expenses. NewCo will pay each month (unless otherwise set forth in the Service Schedule with respect to any Service) to MCK the fees specified for each Service rendered during such month as set forth on the Service Schedule (“Service Fees”), provided, that beginning April 1, 2018, MCK may adjust the Service Fees for all outstanding Services by two percent annually to reflect inflationary increases. The Table of Contents indicated Service Fees are calculated for MCK to provide the Services at cost, consistent with MCK’s allocated cost or pass-through charges from third-parties consistently applied across MCK’s business units. Except as the parties may otherwise agree, the Service Fees for the Services shall be consistent with the prices contemplated for Services in the Day 1 TSA Cost Structure shared with Change Healthcare, Inc. prior to the signing of the Contribution Agreement (it being understood that the foregoing Change Healthcare Inc. has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission. shall not apply to the extent there are any increases in any third-party costs). Except as expressly set forth in this Agreement, all Service Fees are nonrefundable. MCK will be entitled to reimbursement for any reasonable out-of-pocket travel-related additional costs or expense for transportation, accommodations or other travel-related expenses, where such travel has been pre-approved by NewCo, incurred in connection with the performance of the Services. Such travel-related expenses will follow MCK’s then-current corporate travel policy. If MCK agrees to provide any services other than the Services described in this Agreement, such services will be provided on a time and materials basis at MCK’s standard rates then in effect for such services, with fees and expenses therefor invoiced by MCK to NewCo on a monthly basis and paid in accordance with this Article 2. For the avoidance of doubt, to the extent NewCo is required, due to a Force Majeure Event (as defined below), to engage a third-party service provider to provide replacement Services, the amount payable to MCK hereunder shall be reduced by the Service Fees attributable to such Services but not below zero.

Service Fees and Expenses. NewCo will pay each month (unless otherwise set forth in the Service Schedule with respect to any Service) to MCK the fees specified for each Service rendered during such month as set forth on the Service Schedule (“Service Fees”), provided, that beginning April 1, 2018, MCK may adjust the Service Fees for all outstanding Services by two percent annually to reflect inflationary increases. The Table of Contents indicated Service Fees are calculated for MCK to provide the Services at cost, consistent with MCK’s allocated cost or pass-through charges from third-parties consistently applied across MCK’s business units. Except as the parties may otherwise agree, the Service Fees for the Services shall be consistent with the prices contemplated for Services in the Day 1 TSA Cost Structure shared with Change Healthcare, Inc. prior to the signing of the Contribution Agreement (it being understood that the foregoing The Registrant has requested confidential treatment of this draft registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission. shall not apply to the extent there are any increases in any third-party costs). Except as expressly set forth in this Agreement, all Service Fees are nonrefundable. MCK will be entitled to reimbursement for any reasonable out-of-pocket travel-related additional costs or expense for transportation, accommodations or other travel-related expenses, where such travel has been pre-approved by NewCo, incurred in connection with the performance of the Services. Such travel-related expenses will follow MCK’s then-current corporate travel policy. If MCK agrees to provide any services other than the Services described in this Agreement, such services will be provided on a time and materials basis at MCK’s standard rates then in effect for such services, with fees and expenses therefor invoiced by MCK to NewCo on a monthly basis and paid in accordance with this Article 2. For the avoidance of doubt, to the extent NewCo is required, due to a Force Majeure Event (as defined below), to engage a third-party service provider to provide replacement Services, the amount payable to MCK hereunder shall be reduced by the Service Fees attributable to such Services but not below zero.

Service Fees and Expenses. NewCo will pay each month (unless otherwise set forth in the Service Schedule with respect to any Service) to MCK the fees specified for each Service rendered during such month as set forth on the Service Schedule (“Service Fees”), provided, that beginning April 1, 2018, MCK may adjust the Service Fees for all outstanding Services by two percent annually to reflect inflationary increases. The Table of Contents indicated Service Fees are calculated for MCK to provide the Services at cost, consistent with MCK’s allocated cost or pass-through charges from third-parties consistently applied across MCK’s business units. Except as The Registrant has requested confidential treatment of this draft registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission. the parties may otherwise agree, the Service Fees for the Services shall be consistent with the prices contemplated for Services in the Day 1 TSA Cost Structure shared with Change Healthcare, Inc. prior to the signing of the Contribution Agreement (it being understood that the foregoing shall not apply to the extent there are any increases in any third-party costs). Except as expressly set forth in this Agreement, all Service Fees are nonrefundable. MCK will be entitled to reimbursement for any reasonable out-of-pocket travel-related additional costs or expense for transportation, accommodations or other travel-related expenses, where such travel has been pre-approved by NewCo, incurred in connection with the performance of the Services. Such travel-related expenses will follow MCK’s then-current corporate travel policy. If MCK agrees to provide any services other than the Services described in this Agreement, such services will be provided on a time and materials basis at MCK’s standard rates then in effect for such services, with fees and expenses therefor invoiced by MCK to NewCo on a monthly basis and paid in accordance with this Article 2. For the avoidance of doubt, to the extent NewCo is required, due to a Force Majeure Event (as defined below), to engage a third-party service provider to provide replacement Services, the amount payable to MCK hereunder shall be reduced by the Service Fees attributable to such Services but not below zero.