Common use of Additional Unspecified Services Clause in Contracts

Additional Unspecified Services. (a) After the date of this Agreement, if Cardinal Health or CareFusion (i) identifies a service that (x) the Cardinal Health Entities provided to the CareFusion Business prior to the Distribution Date that CareFusion reasonably needs in order for the CareFusion Business to continue to operate in substantially the same manner in which the CareFusion Business operated prior to the Distribution Date, and such service was not included on Schedule A or Schedule B (other than because the Parties agreed such service shall not be provided), or (y) the CareFusion Entities provided to Cardinal Health or its Affiliates prior to the Distribution Date that Cardinal Health reasonably needs in order for the Cardinal Health Business to continue to operate in substantially the same manner in which the Cardinal Health Business operated prior to the Distribution Date, and such service was not included on Schedule C or Schedule D (other than because the Parties agreed such service shall not be provided), and (ii) provides written notice to the other party within one hundred twenty (120) days following the Distribution Date requesting such additional services, then such other party shall provide such requested additional services (such additional services, the “Additional Services”). In connection with any request for Additional Services in accordance with this Section 2.03(a), the Cardinal Health Services Manager and the CareFusion Services Manager shall in good faith negotiate the terms of a supplemental Schedule, which terms shall be consistent with the terms of, and the pricing methodology used for, similar Services provided under this Agreement. The Parties shall agree to the applicable Service Charge and the supplemental Schedule shall describe in reasonable detail the nature, scope, service period(s), termination provisions and other terms applicable to such Additional Services. Each supplemental Schedule, as agreed to in writing by the Parties, shall be deemed part of this Agreement as of the date of such agreement and the Additional Services set forth therein shall be deemed “Services” provided under this Agreement, in each case subject to the terms and conditions of this Agreement.

Additional Unspecified Services. (a) After the date of this Agreement, if Cardinal Health or CareFusion (i) identifies a service that (x) the Cardinal Health Entities provided to the CareFusion Business prior to the Distribution Date that CareFusion reasonably needs in order for the CareFusion Business to continue to operate in substantially the same manner in which the CareFusion Business operated prior to the Distribution Date, and such service was not included on Schedule A or Schedule B (other than because the Parties agreed such service shall not be provided), or (y) the CareFusion Entities provided to Cardinal Health or its Affiliates prior to the Distribution Date that Cardinal Health reasonably needs in order for the Cardinal Health Business to continue to operate in substantially the same manner in which the Cardinal Health Business operated prior to the Distribution Date, and such service was not included on Schedule C or Schedule D (other than because the Parties agreed such service shall not be provided), and (ii) provides written notice to the other party within one hundred twenty (120) days following the Distribution Date requesting such additional services, then such other party shall provide such requested additional services (such additional services, the “Additional Services”). In connection with any request for Additional Services in accordance with this Section 2.03(a), the Cardinal Health Services Manager and the CareFusion Services Manager shall in good faith negotiate the terms of a supplemental Schedule, which terms shall be consistent with the terms of, and the pricing methodology used for, similar Services provided under this Agreement. The Parties supplemental Schedule shall agree to set forth the applicable Service Charge and the supplemental Schedule shall describe in reasonable detail the nature, scope, service period(s), termination provisions and other terms applicable to such Additional Services. Each supplemental Schedule, as agreed to in writing by the Parties, shall be deemed part of this Agreement as of the date of such agreement and the Additional Services set forth therein shall be deemed “Services” provided under this Agreement, in each case subject to the terms and conditions of this Agreement.