Cooperation in Defense and Settlement. (a) With respect to any Third-Party Claim that implicates both Parties in a material fashion due to the allocation of Liabilities, responsibilities for management of defense and related indemnities pursuant to this Agreement or any of the Ancillary Agreements, the Parties agree to use commercially reasonable efforts to cooperate fully and maintain a joint defense (in a manner that will preserve for the Parties the attorney-client privilege, joint defense or other privilege with respect thereto).
Appears in 16 contracts
Samples: Separation and Distribution Agreement (Seaport Entertainment Group Inc.), Separation and Distribution Agreement (Seaport Entertainment Group Inc.), Separation and Distribution Agreement (Worthington Enterprises, Inc.)
Cooperation in Defense and Settlement. (a) With respect to any Third-Party Claim that implicates both Parties parties in a material fashion due to the allocation of Liabilities, responsibilities for management of defense and related indemnities pursuant to this Agreement or any of the Ancillary Agreements, the Parties parties agree to use commercially reasonable efforts to cooperate fully and maintain a joint defense (in a manner that will preserve for the Parties parties the attorney-client privilege, joint defense or other privilege with respect thereto).
Appears in 6 contracts
Samples: Separation and Distribution Agreement (Archrock, Inc.), Separation and Distribution Agreement (Exterran Corp), Separation and Distribution Agreement (Exterran Corp)
Cooperation in Defense and Settlement. (a) With respect to any Third-Third Party Claim that implicates both Parties in a material fashion due to the allocation of Liabilities, responsibilities for management of defense and related indemnities pursuant to this Agreement or any of the Ancillary Agreements, the Parties agree to use commercially reasonable efforts to cooperate fully and maintain a joint defense (in a manner that will preserve for the both Parties the attorney-client privilege, joint defense or other privilege with respect thereto).
Appears in 4 contracts
Samples: Separation and Distribution Agreement (Questar Corp), Separation and Distribution Agreement (Gas SpinCo, Inc.), Separation and Distribution Agreement (Spectra Energy Corp.)
Cooperation in Defense and Settlement. (a) With respect to any Third-Party Claim that implicates both Parties in a material fashion due to the allocation of Liabilities, responsibilities for management of defense and related indemnities pursuant to this Agreement or any of the Ancillary Agreements, the Parties agree to use commercially reasonable efforts to cooperate fully and maintain a joint defense (in a manner that will preserve for the Parties the attorney-client privilegeany Privileges, joint defense or other privilege with respect thereto).
Appears in 4 contracts
Samples: Separation and Distribution Agreement (Illumina, Inc.), Separation and Distribution Agreement (GRAIL, Inc.), Separation and Distribution Agreement (Grail, LLC)
Cooperation in Defense and Settlement. (a) With respect to any Third-Third Party Claim that implicates both two or more Parties in a material fashion due to the allocation of Liabilities, responsibilities for management of defense and related indemnities pursuant to this Agreement or any of the Ancillary Agreements, the such Parties agree to use commercially reasonable efforts to cooperate fully and maintain a joint defense (in a manner that will preserve for the such Parties the attorney-client privilege, joint defense or other privilege with respect thereto).
Appears in 2 contracts
Samples: Separation and Distribution Agreement (Guaranty Financial Group Inc.), Separation and Distribution Agreement (Guaranty Financial Group Inc.)
Cooperation in Defense and Settlement. (a) With respect to any Third-Party Claim that implicates both Parties in a material fashion due to the allocation of Liabilitiesliabilities, responsibilities for management of defense and related indemnities pursuant to this Agreement or any of the Ancillary Agreements, the Parties agree to use commercially reasonable efforts to cooperate fully and maintain a joint defense (in a manner that will preserve for the Parties the attorney-client privilege, joint defense or other privilege with respect thereto).
Appears in 2 contracts
Samples: Distribution Agreement (Meta Materials Inc.), Distribution Agreement (Next Bridge Hydrocarbons, Inc.)
Cooperation in Defense and Settlement. (a) With respect to any Third-Third Party Claim that implicates both Parties in a material fashion due to the allocation of Liabilities, responsibilities for management of defense and related indemnities pursuant to this Agreement or any of the Ancillary Agreements, the Parties agree to use commercially reasonable efforts to cooperate fully and maintain a joint defense (in a manner that will preserve for the Parties the attorney-client privilege, joint defense or other privilege with respect thereto).
Appears in 2 contracts
Samples: Separation and Distribution Agreement (Oneok Inc /New/), Separation and Distribution Agreement (ONE Gas, Inc.)
Cooperation in Defense and Settlement. (a) With Except as provided otherwise in any Common Interest Agreement, with respect to any Third-Third Party Claim that implicates both Parties in a material fashion due to the allocation of Liabilities, responsibilities for management of defense and related indemnities pursuant to this Agreement or any of the Ancillary Agreements, the Parties agree to use commercially reasonable efforts to cooperate fully and maintain a joint defense (in a manner that will preserve for the both Parties the attorney-client privilege, joint defense or other privilege with respect thereto).
Appears in 1 contract
Samples: Separation and Distribution Agreement (Enexus Energy CORP)
