Common use of Substantial Change Clause in Contracts

Substantial Change. The parties may renegotiate this Agreement if either party would be materially adversely affected by continued performance as a result of a Substantial Change which presents a fundamental departure from the risk, services, administration, costs or expenses or other assumptions or intent of the parties in entering into either this Agreement, including without limitation: (a) A significant reduction in the number, or change in the composition of, Member enrollment; (b) A material change in utilization or trends; (c) A material modification of an existing Benefit Plan; (d) Development of a new Benefit Plan; (e) Expansion of a Service Area to a geographic area of the country not originally contemplated under this Agreement; or (f) A significant change in any law, rule, regulation or interpretation thereof that would have a material and adverse effect on the ability of a party to receive the benefits it reasonably expects to obtain under this Agreement or renders it illegal for a party to continue to perform under this Agreement in a manner consistent with the parties’ intent. The affected party must promptly notify the other party of the Substantial Change and its desire to renegotiate this Agreement. This section does not affect either parties’ right to terminate this Agreement in accordance with Section 7.1.

Substantial Change. The parties may renegotiate this Agreement if either party would be materially adversely affected by continued performance as a result of a Substantial Change which presents a fundamental departure from the risk, services, administration, costs or expenses or other assumptions or intent of the parties in entering into either this Agreement, including without limitation: (a) A significant reduction in the number, or change in the composition of, Member enrollment; (b) A material change in utilization or trends; (c) A material modification of an existing Benefit Plan; (d) Development of a new Benefit Plan; (e) Expansion of a Service Area to a geographic area of the country not originally contemplated under this Agreement; or (f) A significant change in any law, rule, regulation or interpretation thereof that would have a material and adverse effect on the ability of a party to receive the benefits it reasonably expects to obtain under this Agreement or renders it illegal for a party to continue to perform under this Agreement in a manner consistent with the parties’ intent. The affected party must promptly notify the other party of the Substantial Change and its desire to renegotiate this Agreement. This section does not affect either parties’ party’s right to terminate this Agreement in accordance with Section 7.1.

Substantial Change. The parties may renegotiate this Agreement if either party would be materially adversely affected by continued performance as a result of a Substantial Change which presents a fundamental departure from the risk, services, administration, costs or expenses or other assumptions or intent of the parties in entering into either this Agreement, including without limitation: (a) A significant reduction in the number, or change in the composition of, Member enrollment; (b) A material change in utilization or trends; (c) A material modification of an existing Benefit Plan; (d) Development of a new Benefit Plan; (e) Expansion of a Service Area to a geographic area of the country not originally contemplated under this Agreement; or (f) A significant change in any law, rule, regulation or interpretation thereof that would have a material and adverse effect on the ability of a party to receive the benefits it reasonably expects to obtain under this Agreement or renders it illegal for a party to continue to perform under this Agreement in a manner consistent with the parties’ intent. The affected party must promptly notify the other party of the Substantial Change and its desire to renegotiate this Agreement. This section does not affect either parties’ right to terminate this Agreement in accordance with Section 7.1.. JJeeffffGrGoskrlaogssk(Mlaarg1s1, 2013)