Common use of Vendor Contracts Clause in Contracts

Vendor Contracts. (a) Third-Party ASO Contracts. (i) Parent and ElderCare shall use their reasonable best efforts to amend each administrative-services-only contract with a third-party administrator that relates to any of the Parent Health and Welfare Plans (an "ASO Contract") in existence as of the date of this Agreement that is applicable to ElderCare Individuals to permit ElderCare to participate in the terms and conditions of such ASO Contract from Immediately after the Distribution Date through the Transition Date. Parent and ElderCare shall use their reasonable best efforts to cause all ASO Contracts entered into after the date of this Agreement but before the Close of the Distribution Date to allow ElderCare to participate in the terms and conditions thereof effective Immediately after the Distribution Date on the same or similar basis as Parent. (ii) The permissible ways in which ElderCare's participation may be effectuated include automatically making ElderCare a party to the ASO Contracts or obligating the third party to enter into a separate ASO Contract with ElderCare providing for the same terms and conditions as are contained in the ASO Contracts to which Parent is a party. Such terms and conditions shall include the financial and termination provisions, performance standards, methodology, auditing policies, quality measures and reporting requirements.