Common use of Certain Shared Contracts Clause in Contracts

Certain Shared Contracts. The Parties will, and will cause their respective Subsidiaries to, use reasonable best efforts to work together (and, if necessary and desirable, to work with the Third Party to such Shared Contract) in an effort to divide, partially assign, modify and/or replicate (in whole or in part) the respective rights and obligations under and in respect of any Shared Contract, such that (a) a member of the Horizon Group is the beneficiary of the rights and is responsible for the obligations related to that portion of such Shared Contract relating to the Horizon Business (the “Horizon Portion”), which rights will be a Horizon Asset and which obligations will be a Horizon Liability, and (b) a member of the TriMas Group is the beneficiary of the rights and is responsible for the obligations related to such Shared Contract relating to the TriMas Business (the “TriMas Portion”), which rights will be a TriMas Asset and which obligations will be a TriMas Liability. If the Parties, or their respective Subsidiaries, as applicable, are not able to enter into an arrangement to formally divide, partially assign, modify and/or replicate such Shared Contract as contemplated by the previous sentence, then the Parties will, and will cause their respective Subsidiaries to, cooperate in any lawful arrangement to provide that a member of the Horizon Group will receive the interest in the benefits and obligations of the Horizon Portion under such Shared Contract and a member of the TriMas Group will receive the interest in the benefits and obligations of the TriMas Portion under such Shared Contract; provided, however, that no Party will be required to expend any money or take any action in furtherance of this Section 5.2 that would require the expenditure of money (other than any payment obligations under the applicable Shared Contract).

Certain Shared Contracts. The Parties willparties shall, and will shall cause their respective Subsidiaries to, use their respective reasonable best efforts to work together (and, if necessary and desirable, to work with the Third Party to such Shared Contract) in an effort to divide, partially assign, modify and/or replicate (in whole or in part) the respective rights and obligations under and in respect of any Shared Contract, such that (a) a member of the Horizon GroceryCo Group is the beneficiary of the rights and is responsible for the obligations related to that portion of such Shared Contract relating to the Horizon GroceryCo Business (the “Horizon GroceryCo Portion”), which rights will shall be a Horizon GroceryCo Asset and which obligations will shall be a Horizon Liability, GroceryCo Liability and (b) a member of the TriMas SnackCo Group is the beneficiary of the rights and is responsible for the obligations related to such Shared Contract relating to the TriMas SnackCo Business (the “TriMas SnackCo Portion”), which rights will shall be a TriMas SnackCo Asset and which obligations will shall be a TriMas SnackCo Liability. If the Partiesparties, or their respective Subsidiaries, as applicable, are not able to enter into an arrangement to formally divide, partially assign, modify and/or replicate such Shared Contract as contemplated by the previous sentence, then the Parties willparties shall, and will shall cause their respective Subsidiaries to, cooperate in any lawful arrangement to provide that a member of the Horizon GroceryCo Group will shall receive the interest in the benefits and obligations of the Horizon GroceryCo Portion under such Shared Contract and a member of the TriMas SnackCo Group will shall receive the interest in the benefits and obligations of the TriMas SnackCo Portion under such Shared Contract; provided, however, that no Party will party shall be required to expend any money or take any action in furtherance of this Section 5.2 4.3 that would require the expenditure of money (other than any payment obligations under the applicable Shared Contract).

Certain Shared Contracts. The Parties will, and will cause their respective Subsidiaries to, use reasonable best efforts to work together (and, if necessary and desirable, to work with the Third Party to such Shared Contract) in an effort to divide, partially assign, modify and/or replicate (in whole or in part) the respective rights and obligations under and in respect of any Shared Contract, such that (a) a member of the Horizon TimkenSteel Group is the beneficiary of the rights and is responsible for the obligations related to that portion of such Shared Contract relating to the Horizon Steel Business (the “Horizon TimkenSteel Portion”), which rights will be a Horizon TimkenSteel Asset and which obligations will be a Horizon TimkenSteel Liability, and (b) a member of the TriMas Bearings Group is the beneficiary of the rights and is responsible for the obligations related to such Shared Contract relating to the TriMas Bearings Business (the “TriMas Bearings Portion”), which rights will be a TriMas Bearings Asset and which obligations will be a TriMas Bearings Liability. If the Parties, or their respective Subsidiaries, as applicable, are not able to enter into an arrangement to formally divide, partially assign, modify and/or replicate such Shared Contract as contemplated by the previous sentence, then the Parties will, and will cause their respective Subsidiaries to, cooperate in any lawful arrangement to provide that a member of the Horizon TimkenSteel Group will receive the interest in the benefits and obligations of the Horizon TimkenSteel Portion under such Shared Contract and a member of the TriMas Bearings Group will receive the interest in the benefits and obligations of the TriMas Bearings Portion under such Shared Contract; provided, however, that no Party will be required to expend any money or take any action in furtherance of this Section 5.2 4.2 that would require the expenditure of money (other than any payment obligations under the applicable Shared Contract).

Certain Shared Contracts. The Parties willparties shall, and will shall cause their respective Subsidiaries to, use their respective commercially reasonable best efforts to work together (and, if necessary and desirable, to work with the Third Party to such Shared Contract) in an effort to divide, partially assign, modify and/or replicate (in whole or in part) the respective rights and obligations under and in respect of any Shared Contract, such that (a) a member of the Horizon Hertz Group is the beneficiary of the rights and is responsible for the obligations related to under that portion of such Shared Contract relating to the Horizon Car Rental Business (the “Horizon Hertz Portion”), which rights will shall be a Horizon Hertz Asset and which obligations will shall be a Horizon Liability, Hertz Liability and (b) a member of the TriMas HERC Holdings Group is the beneficiary of the rights and is responsible for the obligations related to under that portion of such Shared Contract relating to the TriMas Equipment Rental Business (the “TriMas HERC Holdings Portion”), which rights will shall be a TriMas HERC Holdings Asset and which obligations will shall be a TriMas HERC Holdings Liability. If the Partiesparties, or their respective Subsidiaries, as applicable, are not able to enter into an arrangement to formally divide, partially assign, modify and/or replicate such Shared Contract as contemplated by the previous sentence, then the Parties willparties shall, and will shall cause their respective Subsidiaries to, cooperate in any lawful arrangement to provide that a member of the Horizon Hertz Group will shall receive the interest in the benefits and obligations of the Horizon Hertz Portion under such Shared Contract and a member of the TriMas HERC Holdings Group will shall receive the interest in the benefits and obligations of the TriMas HERC Holdings Portion under such Shared Contract; provided, however, that no Party will party or its respective Subsidiaries shall be required pursuant to expend any money or take any action in furtherance of this Section 5.2 4.3 to (i) assign or amend any Shared Contract in its entirety or assign a portion of any Shared Contract that would require is not assignable or cannot be amended by its terms or (ii) pay any consideration or surrender, release or modify any rights or remedies therefor to any Third Party for the expenditure benefit of money (the other than any payment obligations under party or its respective Subsidiaries unless such party advances the necessary funds; provided, further, that the arrangements described in this Section 4.3 shall terminate on the termination of the applicable Shared Contract)Contract or, if later the associated Liability thereunder.

Certain Shared Contracts. The Parties willparties shall, and will shall cause their respective Subsidiaries to, use their respective reasonable best efforts to work together (and, if necessary and desirable, to work with the Third Party to such Shared Contract) in an effort to divide, partially assign, modify and/or replicate (in whole or in part) the respective rights and obligations under and in respect of any Shared Contract, such that (a) a member of the Horizon GroceryCo Group is the beneficiary of the rights and is responsible for the obligations related to that portion of such Shared Contract relating to the Horizon GroceryCo Business (the “Horizon GroceryCo Portion”), which rights will shall be a Horizon GroceryCo Asset and which obligations will shall be a Horizon GroceryCo Liability, and (b) a member of the TriMas SnackCo Group is the beneficiary of the rights and is responsible for the obligations related to such Shared Contract relating to the TriMas SnackCo Business (the “TriMas SnackCo Portion”), which rights will shall be a TriMas SnackCo Asset and which obligations will shall be a TriMas SnackCo Liability. If the Partiesparties, or their respective Subsidiaries, as applicable, are not able to enter into an arrangement to formally divide, partially assign, modify and/or replicate such Shared Contract as contemplated by the previous sentence, then the Parties willparties shall, and will shall cause their respective Subsidiaries to, cooperate in any lawful arrangement to provide that a member of the Horizon GroceryCo Group will shall receive the interest in the benefits and obligations of the Horizon GroceryCo Portion under such Shared Contract and a member of the TriMas SnackCo Group will shall receive the interest in the benefits and obligations of the TriMas SnackCo Portion under such Shared Contract; provided, however, that no Party will party shall be required to expend any money or take any action in furtherance of this Section 5.2 4.3 that would require the expenditure of money (other than any payment obligations under the applicable Shared Contract).