Common use of Contingent Arrangements Clause in Contracts

Contingent Arrangements. If, despite using commercially reasonable efforts, Supplier is unable to obtain a Required Consent with respect to any Ascension Health Third Party Contract for Third Party Software, Supplier shall, with the Eligible Recipient’s consent, (i) replace the Eligible Recipient license for such Third Party Software with a Supplier license, (ii) replace such Third Party Software with other software offering equivalent features and functionality, or (iii) secure the right to manage such Third Party Software on behalf of the Eligible Recipient. If Supplier is unable to obtain a Required Consent with respect to any other Third Party Contract, then, unless and until such Required Consent is obtained, Supplier shall manage such Third Party Contract on the Eligible Recipient’s behalf and perform all obligations and enforce all rights under such Third Party Contract as if Supplier were a party to the agreement in the Eligible Recipient’s place. If management of such Third Party Contract is not legally or contractually possible or Supplier is unable to obtain any other Required Consent, Supplier shall determine and adopt, subject to the Eligible Recipient’s prior approval, such alternative approaches as are necessary and sufficient to provide the Services without such Required Consent. Supplier will be [**]. If such alternative approaches are required for a period longer than [**] days following the Commencement Date, the Parties shall equitably adjust the terms [**] specified in the applicable Supplement to reflect [**] and any Services not being received by the Eligible Recipients.

Contingent Arrangements. If, despite using all commercially reasonable efforts, Supplier is unable to obtain a Required Consent, with respect to New Century licensed Third Party Software, Supplier shall, at New Century’s option and with New Century’s consent, (i) replace the New Century license for such Third Party Software with a Supplier license; (ii) replace such Third Party Software with other Software offering substantially similar features and functionality, or (iii) secure the right for Supplier to manage the New Century licensed Third Party Software on behalf of New Century. In the event of (i) or (ii), New Century shall reimburse Supplier for the charges for such Third Party Software to the extent they are equal to or less than the charges for which New Century would have been responsible had the Required Consent been obtained. If, despite using all commercially reasonable efforts, Supplier is unable to obtain a Required Consent with respect to any Ascension Health Third Party Contract for Third Party Software, Supplier shall, with the Eligible Recipient’s consent, (i) replace the Eligible Recipient license for such Third Party Software with a Supplier license, (ii) replace such Third Party Software with other software offering equivalent features and functionality, or (iii) secure the right to manage such Third Party Software on behalf of the Eligible Recipient. If Supplier is unable to obtain a Required Consent with respect to any other New Century Third Party Contract, then, unless and until such Required Consent is obtained, Supplier shall manage such Third Party Contract on the Eligible RecipientNew Century’s behalf and perform all obligations and enforce all rights under such Third Party Contract as if Supplier were a party to the agreement in the Eligible RecipientNew Century’s place. If If, despite using commercially reasonable efforts, management of such Third Party Contract is not legally or contractually possible or Supplier is unable to obtain any other Required Consent, Supplier the Parties shall determine discuss and adopt, subject to the Eligible Recipient’s prior approval, such agree upon commercially reasonable alternative approaches as are necessary and sufficient to provide the Services without such Required Consent. Supplier will be [**]. If such alternative approaches are required for a period longer than [**] days following the Commencement DateExcept as otherwise expressly provided herein, the Parties failure to obtain any Required Consent shall equitably adjust the terms [**] specified not relieve Supplier of its obligations under this Agreement and Supplier shall not be entitled to any additional compensation or reimbursement in the applicable Supplement connection with obtaining or failing to reflect [**] and obtain any Services not being received by the Eligible RecipientsRequired Consent or implementing any alternative approach.

Contingent Arrangements. IfSubject to Section 5.2, if (a) Supplier determines to cease seeking to obtain a Required Consent or (b) despite using commercially reasonable efforts, Supplier is unable to obtain a Required Consent Consent, in each case with respect to any Ascension Health Third Party Contract for Third Party Software, then Supplier shall, with the Eligible RecipientAscension Health’s consentconsent (which may not be unreasonably withheld, conditioned or delayed) (i) replace the Eligible Recipient license for such Third Party Software with a Supplier license, (ii) replace such Third Party Software with other software offering equivalent features and functionality, or (iii) secure the right to manage such Third Party Software on behalf of the Eligible Recipient. If If, subject to Section 5.2, Supplier is unable to, or determines to cease seeking to, obtain a Required Consent with respect to any other Third Party Contract, then, unless and until such Required Consent is obtained, Supplier shall may, at Supplier’s election (1) replace such Third Party Contract with services provided by Supplier or a Subcontractor to be chosen by Supplier, subject to Section 9.11(a), or (2) manage such Third Party Contract on the Eligible Recipient’s behalf in accordance with Section 6.6(a) and perform all obligations and enforce all rights under such Third Party Contract as if Supplier were a party to the agreement in the Eligible Recipient’s place. If management of such Third Party Contract is not legally or contractually possible or Supplier is unable to obtain any other Required Consent, Supplier shall determine and adopt, subject to the Eligible RecipientAscension Health’s prior approvalconsent (which may not be unreasonably withheld, conditioned or delayed), such alternative approaches as are necessary and sufficient to provide the Services without such Required Consent. Supplier will be [**]. ] If such alternative approaches are required for a period longer than [**] days following the Commencement Date, the Parties shall equitably adjust the terms [**] specified in the applicable Supplement to reflect [**] and any Services not being received by the Eligible Recipients.