Common use of HMO AGREEMENTS Clause in Contracts

HMO AGREEMENTS. (i) Parent and Technologies shall use their reasonable best efforts to amend all agreements with HMOs that provide medical services under the Parent Medical Plan ("HMO Agreements") in existence as of the date of this Agreement that are applicable to Transferred Individuals to permit Technologies to participate in the terms and conditions of such HMO Agreements, in each case, from Immediately after the Distribution Date until December 31, 2002. Parent and Technologies shall use their reasonable best efforts to cause all HMO Agreements entered into after the date of this Agreement but before the Close of the Distribution Date to allow Technologies to participate in the terms and conditions of such HMO Agreements from Immediately after the Distribution Date until December 31, 2002 on the same basis as Parent. (ii) The permissible ways in which Technologies' participation may be effectuated include, without limitation, automatically making Technologies a party to the HMO Agreements or obligating the HMOs to enter into agreements with Technologies that are identical to the HMO Agreements. Such terms and conditions shall include, without limitation, the financial and termination provisions of the HMO Agreements. (iii) If by September 1, 2001, Parent and Technologies determine that they will not be successful in negotiating arrangements that will permit compliance with Section 5.5(c)(i) and Section 5.5(c)(ii), Parent and ----------------- ------------------ Technologies shall use their reasonable best efforts to arrange for the continued provision under its HMO Agreements of medical services to Technologies Medical Plan participants from Immediately after the Distribution Date through December 31, 2002, and Technologies shall bear all costs incurred to continue such services.