Common use of Retroactive Settlements Clause in Contracts

Retroactive Settlements. If any third-party payor, Medicare or Medicaid reduces any amount payable to Buyer in connection with the retroactive settlement which reduction results from services provided by Operator at the Facility prior to the Effective Time, Operator and each Shareholder agrees to reimburse Buyer, within 15 days of delivery of notice to Operator from Buyer, the amount of such reduction that results from the services provided by Operator prior to the Effective Time (a "Retroactive Obligation"). Similarly, if any third-party payor, Medicare or Medicaid increases any amount payable to Buyer in connection with a retroactive settlement, which increase relates to services provided by Operator at the Facility prior to the Effective Time, Buyer agrees to remit to Operator, within ten days of receipt of such payment, the amount of such increase that results from the services provided by Operator prior to the Effective Time (a "Retroactive Payment"). Buyer agrees to promptly notify Operator and Shareholders of any Retroactive Obligation in order that Operator may appeal, and Buyer further agrees to cooperate with Operator in any such appeal.