Third Party Secured Site Sample Clauses

Third Party Secured Site. (1) Before the release of the initial Web-Based LHR to EHC, HMI and EHC will mutually select a commercially reasonable third-party secured site provider (the "Third-Party Secured Site"), and HMI shall enter into a commercially reasonable agreement with such Third-Party Secured Site, at which to host LHR on HMI servers (i.e., servers specifically designated for HMI). Within sixty (60) days of LHR first being hosted at such Third-Party Secured Site, the parties shall negotiate in good faith a set of commercially reasonable service levels (e.g., availability of LHR on the host server) ("Service Levels") which shall be incorporated into this Agreement in the form of Exhibit E attached to this Agreement. HMI shall be responsible for all costs associated with the Third Party Secured Site. (2) Should a breach of this Agreement by HMI (including, without limitation, a material failure to meet the Service Levels) occur that would not have occurred but for: (i) the hosting of LHR at the Third-Party Secured Site; or (ii) the associated services ancillary to the hosting of LHR at the Third- Party Site (e.g., telecommunications to and from the Third-Party Secured Site), then HMI shall have a reasonable period of time (not to exceed thirty (30) days) in which to work with the Third-Party Secured Site to identify and resolve the factors contributing to such breach. If such breach persists (or in HMI's opinion is likely to persist) following such period, HMI's sole obligation to EHC and EHC's exclusive remedy under this Agreement shall be for the parties to promptly select another commercially reasonable Third-Party Secured Site, and following HMI entering into a commercially reasonable agreement with such alternative Third-Party Secure Site, relocate LHR to such alternate Site.