Guarantee Reconciliation Sample Clauses

Guarantee Reconciliation. Guarantees will be measured and reconciled on an annual basis within ninety (90) days of the end of each contract year. The above guarantees are annual guarantees - if this Agreement is terminated prior to the completion of the then current contract year (hereinafter, a “Partial Contract Year”), then the above guarantees will not apply for such Partial Contract Year. To the extent the Agency changes its benefit design or Formulary during the term of the Agreement, the guarantee will be equitably adjusted if there is a material impact on the discount achieved. If Express Scripts makes a proposed equitable adjustment, the Agency may validate Express Scripts’ proposed equitable adjustment with a third party consultant active in the pharmacy benefit industry. If, based on such third party consultant’s input, Agency does not agree with all or some of the terms and conditions of Express Scripts’ proposed equitable adjustment, then Express Scripts and Agency shall, acting in good faith, make commercially reasonable efforts to find a compromise position. If a compromise position is not achieved between the parties within sixty (60) days, either party may submit such dispute to a third party mediator, whose fee will be paid evenly be each party. Subject to the remaining terms of this Agreement, Express Scripts will pay the difference attributable to any shortfall between the actual result and the guaranteed result; provided however, that Express Scripts may use an excess achieved in one or more of the above guarantees within a channel (with the channels being retail and mail, Specialty Products will be included in the channel from which they were dispensed) under this Agreement to make up for, and offset, a shortfall in any other guarantee within the same channel.

Guarantee Reconciliation. The Parties agree that all FIMS as shown in Exhibit E.2 will save total annual utility consumption illustrated in the exhibit. The Parties agree to use the Pre-Agreed Utility Savings each Guarantee Year for the annual Guarantee Reconciliation.

Guarantee Reconciliation. H&H shall perform guarantee reconciliation at the end of the term of the Guarantee and submit a Guarantee Reconciliation Report in accordance with Exhibit E to the Client Contact within forty-five (45) days. H&H shall calculate the Total Actual Savings as set forth in Exhibit E for the term of the Guarantee. The frequency and methods of reconciliation to be used have been approved by Client at or before the time this Agreement was executed and are defined in Exhibit E. Any changes to such frequency or methods shall be made only by mutual consent of the Parties; provided, however, if a utility providing energy to Client modifies its method of billing during the Term of this Agreement, or if Client changes its utility supplier(s) or method of purchasing utility service, H&H may, at its option, adjust the reconciliation methods to methods appropriate to the utility’s revised method of billing.

Guarantee Reconciliation. On an annual basis, ESI shall separately reconcile the guarantees for each pricing component listed in the tables above and will, subject to the following, credit SCPS for any deficits in any such guarantee within one hundred fifty (150) days following the annual reconciliation period. The above guarantees are annual guarantees - if this Agreement is terminated prior to the completion of the then current contract year (hereinafter, a “Partial Contract Year”), then the above guarantees will not apply for such Partial Contract Year. Notwithstanding the foregoing, ESI may use an excess achieved in one or more of the above guarantees to make up for, and offset, a shortfall in another guarantee. ESI may also use any excess achieved in any other guarantee offered pursuant to this Agreement to make up for, and offset, a shortfall in any of the above guarantees or any other guarantee(s) set forth in this Agreement.