Common use of Cooperation and Agreement Not to Release Carriers Clause in Contracts

Cooperation and Agreement Not to Release Carriers. Each of HP and Agilent will share such information as is reasonably necessary in order to permit the other to manage and conduct its insurance matters in an orderly fashion. Each of HP and Agilent, at the request of the other, shall cooperate with and use commercially reasonable efforts to assist the other in recoveries for claims made under any insurance policy for the benefit of any insured party, and neither HP nor Agilent, nor any of their Subsidiaries, shall take any action which would intentionally jeopardize or otherwise interfere with either party's ability to collect any proceeds payable pursuant to any insurance policy. Except as otherwise contemplated by the Separation Agreement, this Agreement or any Ancillary Agreement, after the Separation Date, neither HP nor Agilent shall (and shall ensure that no member of their respective Groups shall), without the consent of the other, provide any insurance carrier with a release, or amend, modify or waive any rights under any such policy or agreement, if such release, amendment, modification or waiver would adversely affect any rights or potential rights of any member of the other Group thereunder. However, nothing in this Section 2.2 shall (A) preclude any member of any Group from presenting any claim or from exhausting any policy limit, (B) require any member of any Group to pay any premium or other amount or to incur any Liability, (C) require any member of any Group to renew, extend or continue any policy in force or (D) except as otherwise provided in Section 2.12, apply to HP in connection with rights to coverage for Environmental Actions under Insurance Policies in effect prior to the Separation Date.

Cooperation and Agreement Not to Release Carriers. Each of HP Southern and Agilent Southern Energy will share such information as is reasonably necessary in order to permit the other to manage and conduct its insurance matters in an orderly fashion. Each of HP Southern and AgilentSouthern Energy, at the request of the other, shall cooperate with and use commercially reasonable efforts to assist the other in recoveries for claims made under any insurance policy for the benefit of any insured party, and neither HP Southern nor AgilentSouthern Energy, nor any of their Subsidiaries, shall take any action which would intentionally jeopardize or otherwise interfere with either party's ability to collect any proceeds payable pursuant to any insurance policy. Except as otherwise contemplated by the Separation Agreement, this Agreement or any Ancillary Agreement, after the Separation Date, neither HP Southern nor Agilent Southern Energy shall (and shall ensure that no member of their respective Groups shall), without the consent of the other, provide any insurance carrier with a release, or amend, modify or waive any rights under any such policy or agreement, if such release, amendment, modification or waiver would adversely affect any rights or potential rights of any member of the other Group thereunder. However, nothing in this Section 2.2 shall (A) preclude any member of any Group from presenting any claim or from exhausting any policy limit, (B) require any member of any Group to pay any premium or other amount or to incur any Liability, (C) require any member of any Group to renew, extend or continue any policy in force or (D) except as otherwise provided in Section 2.12, apply to HP Southern in connection with rights to coverage for Environmental Actions under Insurance Policies in effect prior to the Separation Date.

Cooperation and Agreement Not to Release Carriers. Each of HP MRV and Agilent Luminent will share such information as is reasonably necessary in order to permit the other to manage and conduct its insurance matters in an orderly fashion. Each of HP MRV and AgilentLuminent, at the request of the other, shall cooperate with and use commercially reasonable efforts to assist the other in recoveries for claims made under any insurance policy for the benefit of any insured party, and neither HP MRV nor AgilentLuminent, nor any of their Subsidiaries, shall take any action which would intentionally jeopardize or otherwise interfere with either party's ability to collect any proceeds payable pursuant to any insurance policy. Except as otherwise contemplated by the Separation Agreement, this Agreement or any Ancillary Agreement, after the Separation Date, neither HP MRV nor Agilent Luminent shall (and shall ensure that no member of their respective Groups shall), without the consent of the other, provide any insurance carrier with a release, or amend, modify or waive any rights under any such policy or agreement, if such release, amendment, modification or waiver would adversely affect any rights or potential rights of any member of the other Group thereunder. However, nothing in this Section 2.2 shall (Aa) preclude any member of any Group from presenting any claim or from exhausting any policy limit, (Bb) require any member of any Group to pay any premium or other amount or to incur any Liability, or (Cc) require any member of any Group to renew, extend or continue any policy in force or (D) except as otherwise provided in Section 2.12, apply to HP in connection with rights to coverage for Environmental Actions under Insurance Policies in effect prior to the Separation Dateforce.

Cooperation and Agreement Not to Release Carriers. Each of HP MRV and Agilent Luminent will share such information as is reasonably necessary in order to permit the other to manage and conduct its insurance matters in an orderly fashion. Each of HP MRV and AgilentLuminent, at the request of the other, shall cooperate with and use commercially reasonable efforts to assist the other in recoveries for claims made under any insurance policy for the benefit of any insured party, and neither HP MRV nor AgilentLuminent, nor any of their Subsidiaries, shall take any action which would intentionally jeopardize or otherwise interfere with either party's ability to collect any proceeds payable pursuant to any insurance policy. Except as otherwise contemplated by the Separation Agreement, this Agreement or any Ancillary Agreement, after the Separation Date, neither HP MRV nor Agilent Luminent shall (and shall ensure that no member of their respective Groups shall), without the consent of the other, provide any insurance carrier with a release, or amend, modify or waive any rights under any such policy or agreement, if such release, amendment, modification or waiver would adversely affect any rights or potential rights of any member of the other Group 11 thereunder. However, nothing in this Section 2.2 shall (A) preclude any member of any Group from presenting any claim or from exhausting any policy limit, (B) require any member of any Group to pay any premium or other amount or to incur any Liability, or (C) require any member of any Group to renew, extend or continue any policy in force or (D) except as otherwise provided in Section 2.12, apply to HP in connection with rights to coverage for Environmental Actions under Insurance Policies in effect prior to the Separation Dateforce.

Cooperation and Agreement Not to Release Carriers. Each of HP MAG and Agilent MercFuel will share such information as is reasonably necessary in order to permit the other to manage and conduct its insurance matters in an orderly fashion. Each of HP MAG and AgilentMercFuel, at the request of the other, shall cooperate with and use commercially reasonable efforts to assist the other in recoveries for claims made under any insurance policy for the benefit of any insured party, and neither HP MAG nor AgilentMercFuel, nor any of their Subsidiaries, shall take any action which would intentionally jeopardize or otherwise interfere with either party's ability to collect any proceeds payable pursuant to any insurance policy. Except as otherwise contemplated by the Separation Distribution Agreement, this Agreement or any Ancillary Agreement, after the Separation Date, neither HP MAG nor Agilent MercFuel shall (and shall ensure that no member of their respective Groups shall), without the consent of the other, provide any insurance carrier with a release, or amend, modify or waive any rights under any such policy or agreement, if such release, amendment, modification or waiver would adversely affect any rights or potential rights of any member of the other Group thereunder. However, nothing in this Section 2.2 shall (Aa) preclude any member of any Group from presenting any claim or from exhausting any policy limit, (Bb) require any member of any Group to pay any premium or other amount or to incur any Liability, or (Cc) require any member of any Group to renew, extend or continue any policy in force or (D) except as otherwise provided in Section 2.12, apply to HP in connection with rights to coverage for Environmental Actions under Insurance Policies in effect prior to the Separation Dateforce.