Common use of DISPUTES REGARDING RESPONSIBILITY FOR ACTIONS AND THIRD PARTY CLAIMS Clause in Contracts

DISPUTES REGARDING RESPONSIBILITY FOR ACTIONS AND THIRD PARTY CLAIMS. If there is uncertainty or disagreement concerning which party to this Agreement has responsibility for any Action or Third Party Claim (including any Action or Third Party Claim with respect to any 1996 Agreement not otherwise provided for), the following procedure shall be followed in an effort to reach agreement concerning responsibility for such Action or Third Party Claim: (i) In general, each party shall control the portion of such dispute or controversy that directly and exclusively relates to a liability or benefit borne by such party. To the extent any issue involved in, or aspect of, such dispute or controversy does not directly and exclusively relate to the liability or benefit of one party, Tenneco and Packaging shall jointly control and otherwise handle such issue or matter upon such terms as they may agree. The parties in disagreement over the responsibility for an Action or Third Party Claim shall exchange brief written statements setting forth their position concerning which party has responsibility for the Action or Third Party Claim in accordance with the provisions of this Article VII. These statements shall be exchanged within 10 days of a party putting another party on written notice that the other party is or may be responsible for the Action or Third Party Claim. (ii) If within 10 days of the exchange of the written statement of each party's position agreement is not reached on responsibility for the Action or Third Party Claim, the General Counsel for each of the parties in disagreement over responsibility for the Action or Third Party Claim shall speak either by telephone or in person to attempt to reach agreement on responsibility for the Action or Third Party Claim.

DISPUTES REGARDING RESPONSIBILITY FOR ACTIONS AND THIRD PARTY CLAIMS. If there is uncertainty or disagreement concerning which party to this Agreement has responsibility for any Action or Third Party Claim (including any Action or Third Party Claim with respect to any 1996 Agreement not otherwise provided for), the following procedure shall be followed in an effort to reach agreement concerning responsibility for such Action or Third Party Claim: (i) In general, each party shall control the portion of such dispute or controversy that directly and exclusively relates to a liability or benefit borne by such party. To the extent any issue involved in, or aspect of, such dispute or controversy does not directly and exclusively relate to the liability or benefit of one party, Tenneco and Packaging shall jointly control and otherwise handle such issue or matter upon such terms as they may agree. The parties in disagreement over the responsibility for an Action or Third Party Claim shall exchange brief written statements setting forth their position concerning which party has responsibility for the Action or Third Party Claim in accordance with the provisions of this Article VII. These statements shall be exchanged within 10 days of a party putting another party on written notice that the other party is or may be responsible for the Action or Third Party Claim. (ii) If within 10 days of the exchange of the written statement of each party's position agreement is not reached on responsibility for the Action or Third Party Claim, the General Counsel for each of the parties in disagreement over responsibility for the Action or Third Party Claim shall speak either by telephone or in person to attempt to reach agreement on responsibility for the Action or Third Party Claim.. TENNECO DISTRIBUTION AGREEMENT -30- 35

DISPUTES REGARDING RESPONSIBILITY FOR ACTIONS AND THIRD PARTY CLAIMS. If there is uncertainty or disagreement concerning which party to this Agreement has responsibility for any Action or Third Party Claim (including any Action or Third Party Claim with respect to any 1996 Agreement not otherwise provided for), the following procedure shall be followed in an effort to reach agreement concerning responsibility for such Action or Third Party Claim: (i) In general, each party shall control the portion of such dispute or controversy that directly and exclusively relates to a liability or benefit borne by such party. To the extent any issue involved in, or aspect of, such dispute or controversy does not directly and exclusively relate to the liability or benefit of one party, Tenneco and Packaging shall jointly control and otherwise handle such issue or matter upon such terms as they may agree. The parties in disagreement over the responsibility for an Action or Third Party Claim shall exchange brief written statements setting forth their position concerning which party has responsibility for the Action or Third Party Claim in accordance with the provisions of this Article VII. These statements shall be exchanged within 10 days of a party putting another party on written notice that the other party is or may be responsible for the Action or Third Party Claim. (ii) If within 10 days of the exchange of the written statement of each party's position agreement is not reached on responsibility for the Action or Third Party Claim, the General Counsel for each of the parties in disagreement over responsibility for the Action or Third Party Claim shall speak either by telephone or in person to attempt to reach agreement on responsibility for the Action or Third Party Claim.. TENNECO DISTRIBUTION AGREEMENT