Common use of RFP Period for New Product Proposals Clause in Contracts

RFP Period for New Product Proposals. (i) If either (A) the Buyer Insurer elects not to submit a response to the criteria or (B) the Seller determines not to move forward with the Buyer Insurer, the Seller may provide requests for proposals (“RFPs”) to Third Party Insurers for such new product proposal. If the Seller decides to provide such RFPs to Third Party Insurers, the Seller will also provide the Buyer Insurer with the opportunity to respond to such RFP as provided to the Third Party Insurers. (ii) Following receipt of the RFP, if the Buyer Insurer elects to submit a response in accordance with the requirements set forth therein, the Seller shall evaluate such RFP response in good faith. The Seller shall: (A) have exclusive discretion in determining the process for selection of, and the criteria for evaluation of, potential providers of such new product, (B) make a good faith determination of the extent to which proposals received from potential providers satisfy the requirements of the RFP, and (C) select the Buyer Insurer’s proposal unless, in the Seller’s reasonable judgment, a Third Party Insurer’s overall proposal meets the requirements (in the aggregate) of the RFP better than the Buyer Insurer’s overall proposal. For the avoidance of doubt, a Third Party Insurer’s proposal would not be selected in preference to the Buyer Insurer’s proposal solely on the basis that pricing proposed by the Third Party Insurer is lower than the pricing proposed by the Buyer Insurer, provided that such pricing differential would not, in the Seller’s reasonable judgment, be expected to substantially and adversely impact sales.