Common use of Service Provider Contracts Clause in Contracts

Service Provider Contracts. Alltel shall use its reasonable best efforts to cause each service provider (including third-party administrator, recordkeeper and trustee) with respect to 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, Alltel Corporation Pension Plan, Alltel Corporation 401(k) Plan, Alltel Corporation Profit Sharing Plan, and Supplemental Medical Reimbursement Plan (SMRP)) in existence as of the Beginning Date to enter into an agreement with Spinco with substantially similar terms and conditions as provided to Alltel Such terms and conditions shall include the financial and termination provisions, performance standards, methodology, auditing policies, quality measures, reporting requirements and target claims. 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 with a third-party administrator that will permit compliance with the foregoing provisions of this Section 9.06(a), 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, Spinco shall not be required, or be deemed to be required, to establish 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.

Service Provider Contracts. Alltel shall use its reasonable best efforts to cause each service provider (including third-party administrator, recordkeeper and trustee) with respect to 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, Alltel Corporation Pension Plan, Alltel Corporation 401(k) Plan, Alltel Corporation Profit Sharing Plan, and Supplemental Medical Reimbursement Plan (SMRP)) in existence as of the Beginning Date to enter into an agreement with Spinco with substantially similar terms and conditions as provided to Alltel Such terms and conditions shall include the financial and termination provisions, performance standards, methodology, auditing policies, quality measures, reporting requirements and target claims. 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 with a third-party administrator that will permit compliance with the foregoing provisions of this Section 9.06(a), 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, Spinco shall not be required, or be deemed to be required, to establish 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.