Common use of Extent of Cooperation Clause in Contracts

Extent of Cooperation. (1) Before the expiration of sixty (60) days from the Effective Date, or such other time period as Class Counsel and the Settling Defendants may reasonably agree, Counsel for the Settling Defendants will meet with Class Counsel in Toronto or some other location in Canada or the United States, as agreed to by the Parties, to provide an oral evidentiary proffer over a period of up to three (3) business days. One (1) of those three (3) proffer days may take place prior to the Effective Date and shall take place prior to February 14, 2020, or such other time period as Class Counsel and the Settling Defendants may reasonably agree. Thereafter, Counsel for the Settling Defendants will make themselves available for reasonable follow-up conversations in connection with the proffer and will use best efforts to respond to questions posed by Class Counsel. The proffer shall include information originating with the Settling Defendants relating to the allegations in the Proceedings. Notwithstanding any other provision of this Settlement Agreement, and for greater certainty, it is agreed that all statements made and information provided by Counsel for the Settling Defendants are privileged, will be kept strictly confidential, and may not be directly or indirectly disclosed to any other Person, unless disclosure is ordered by the Court. Further, absent a Court order, Class Counsel will not attribute any factual information obtained from the proffer to the Settling Defendants and/or Counsel for the Settling Defendants. Notwithstanding the foregoing, Class Counsel may: (i) use information obtained from the proffer in the prosecution of the Proceedings, including for the purpose of developing the Distribution Protocol or any other allocation plan relating to any settlement or judgment proceeds, except the prosecution of any claims against Releasees; and (ii) may rely on such information to certify that, to the best of Class Counsel’s knowledge, information and belief, such information has evidentiary support or will likely have evidentiary support after reasonable opportunity for further investigation or discovery, but, absent a Court Order, the Plaintiffs shall not introduce any information from a proffer into the record or subpoena any Counsel for the Settling Defendants related to a proffer.

Extent of Cooperation. (1) Before the expiration of sixty (60) days from the Effective Date, or such other time period as Class Counsel and the Settling Defendants may reasonably agree, Counsel for the Settling Defendants will meet with Class Counsel in Toronto or some other location in Canada or the United States, as agreed to by the Parties, States to provide an oral evidentiary proffer over a period of up to three (3) business days. One one (1) business day. With agreement of those three (3) proffer days may take place prior to the Effective Date and shall take place prior to February 14, 2020, or such other time period as Class Counsel and the Settling Defendants may reasonably agree. Thereafter, Counsel for the Settling Defendants will make themselves available for reasonable follow-up conversations in connection with Defendants, the proffer and will use best efforts to respond to questions posed may be provided in-person, by Class Counseltelephone or by video teleconference. The proffer shall include information originating with the Settling Defendants relating to the allegations in the ProceedingsProceeding. Notwithstanding any other provision of this Settlement Agreement, and for greater certainty, it is agreed that all statements made and information provided by Counsel for the Settling Defendants are privileged, will be kept strictly confidential, and may not be directly or indirectly disclosed to any other Person, unless disclosure is ordered by the Court. Further, absent a Court order, Class Counsel will not attribute any factual information obtained from the proffer to the Settling Defendants and/or Counsel for the Settling Defendants. Notwithstanding the foregoing, Class Counsel may: (i) use information obtained from the proffer in the prosecution of the ProceedingsProceeding, including for the purpose of developing the Distribution Protocol or any other allocation plan relating to any settlement or judgment proceeds, except the prosecution of any claims against Releasees; : and (ii) may rely on such information to certify that, to the best of Class Counsel’s knowledge, information and belief, such information has evidentiary support or will likely have evidentiary support after reasonable opportunity for further investigation or discovery, but, absent a Court Order, the Plaintiffs shall not introduce any information from a proffer into the record or subpoena any Counsel for the Settling Defendants related to a proffer.

Extent of Cooperation. (1) Before the expiration of sixty Within ten (6010) days from of the Effective Date, or such other time period as Class Counsel and the Settling Defendants may reasonably agreeDate of Execution, Counsel for the Settling Defendants will meet with Class Counsel in Toronto or some other location in Canada or the United States, as agreed to by the Parties, to provide an oral evidentiary proffer over a period of up to three (3) business days. One (1) of those three (3) proffer days may take place prior to the Effective Date and shall take place prior to February 14, 2020, or such other time period as Class Counsel and the Settling Defendants may reasonably agree. Thereafter, Counsel for the Settling Defendants which will make themselves available for reasonable follow-up conversations in connection with the proffer and will use best efforts to respond to questions posed by Class Counsel. The proffer shall include information originating with the Settling Defendants that is not covered by privilege relating to the allegations in the ProceedingsProceeding. The total number of proffers in the Canadian Settlements shall not exceed two (2) meetings of one (1) business day each. Notwithstanding the forgoing, the Settling Defendants will consider in good faith any reasonable request by Plaintiffs for additional proffers to assist with litigation against Non-Settling Defendants. Notwithstanding any other provision of this Settlement Agreement, and for greater certainty, it is agreed that all statements made and information provided by Counsel for the Settling Defendants are privileged, will be kept strictly confidential, and may not be directly or indirectly disclosed to any other Person, unless disclosure is ordered by the Court. Further, absent a Court order, Class Counsel will not attribute any factual information obtained from the proffer to the Settling Defendants and/or Counsel for the Settling Defendants. Notwithstanding the foregoing, Class Counsel may: (i) use information obtained from the proffer in the prosecution of the ProceedingsProceeding, including for the purpose of developing the Distribution Protocol or any other an allocation plan relating to any settlement or judgment proceeds, except the prosecution of any claims against Releasees; and (ii) may rely on such information to certify that, to the best of Class Counsel’s knowledge, information and belief, such information has evidentiary support or will likely have evidentiary support after reasonable opportunity for further investigation or discovery, but, absent a Court Order, the Plaintiffs shall not introduce any information from a proffer into the record or subpoena any Counsel for the Settling Defendants related to a proffer.

Extent of Cooperation. (1) Before the expiration of sixty Within ten (6010) days from of the Effective Date, or such other time period as Class Counsel and the Settling Defendants may reasonably agreeDate of Execution, Counsel for the Settling Defendants will meet with Class Counsel in Toronto or some other location in Canada or the United States, as agreed to by the Parties, to provide an oral evidentiary proffer over a period of up to three (3) business days. One (1) of those three (3) proffer days may take place prior to the Effective Date and shall take place prior to February 14, 2020, or such other time period as Class Counsel and the Settling Defendants may reasonably agree. Thereafter, Counsel for the Settling Defendants which will make themselves available for reasonable follow-up conversations in connection with the proffer and will use best efforts to respond to questions posed by Class Counsel. The proffer shall include information originating with the Settling Defendants that is not covered by privilege relating to the allegations in the Proceedings. The total number of proffers in the Canadian Settlements shall not exceed two (2) meetings of one (1) business day each. Notwithstanding the forgoing, the Settling Defendants will consider in good faith any reasonable request by Plaintiffs for additional proffers to assist with litigation against Non-Settling Defendants. Notwithstanding any other provision of this Settlement Agreement, and for greater certainty, it is agreed that all statements made and information provided by Counsel for the Settling Defendants are privileged, will be kept strictly confidential, and may not be directly or indirectly disclosed to any other Person, unless disclosure is ordered by the a Court. Further, absent a Court order, Class Counsel will not attribute any factual information obtained from the proffer to the Settling Defendants and/or Counsel for the Settling Defendants. Notwithstanding the foregoing, Class Counsel may: (i) use information obtained from the proffer in the prosecution of the Proceedings, including for the purpose of developing the Distribution Protocol or any other an allocation plan relating to any settlement or judgment proceeds, except the prosecution of any claims against Releasees; and (ii) may rely on such information to certify that, to the best of Class Counsel’s knowledge, information and belief, such information has evidentiary support or will likely have evidentiary support after reasonable opportunity for further investigation or discovery, but, absent a Court Order, the Plaintiffs shall not introduce any information from a proffer into the record or subpoena any Counsel for the Settling Defendants related to a proffer.

Extent of Cooperation. (1) Before the expiration of sixty Within ten (6010) days from of the Effective Date, or such other time period as Class Counsel and the Settling Defendants may reasonably agreeDate of Execution, Counsel for the Settling Defendants will meet with Class Counsel in Toronto or some other location in Canada or the United States, as agreed to by the Parties, to provide an oral evidentiary proffer over a period of up to three (3) business days. One (1) of those three (3) proffer days may take place prior to the Effective Date and shall take place prior to February 14, 2020, or such other time period as Class Counsel and the Settling Defendants may reasonably agree. Thereafter, Counsel for the Settling Defendants which will make themselves available for reasonable follow-up conversations in connection with the proffer and will use best efforts to respond to questions posed by Class Counsel. The proffer shall include information originating with the Settling Defendants that is not covered by privilege relating to the allegations in the ProceedingsProceeding. The total number of proffers in the Canadian Settlements shall not exceed two (2) meetings of one (1) business day each. Notwithstanding the forgoing, the Settling Defendants will consider in good faith any reasonable request by Plaintiffs for additional proffers to assist with litigation against Non-Settling Defendants. Notwithstanding any other provision of this Settlement Agreement, and for greater certainty, it is agreed that all statements made and information provided by Counsel for the Settling Defendants are privileged, will be kept strictly confidential, and may not be directly or indirectly disclosed to any other Person, unless disclosure is ordered by the Court. Further, absent a Court order, Class Counsel will not attribute any factual information obtained from the proffer to the Settling Defendants and/or Counsel for the Settling Defendants. Notwithstanding the foregoing, Class Counsel may: (i) use information obtained from the proffer in the prosecution of the ProceedingsProceeding, including for the purpose of developing the Distribution Protocol or any other an allocation plan relating to any settlement or judgment proceeds, except the prosecution of any claims against Releasees; and (ii) may rely on such information to certify that, to the best of Class Counsel’s 's knowledge, information and belief, such information has evidentiary support or will likely have evidentiary support after reasonable opportunity for further investigation or discovery, but, absent a Court Order, the Plaintiffs shall not introduce any information from a proffer into the record or subpoena any Counsel for the Settling Defendants related to a proffer.

Extent of Cooperation. (1) Before the expiration of sixty (60) days from the Effective Date, or such other time period as Class Counsel and the Settling Defendants may reasonably agree, Counsel for the Settling Defendants will meet with Class Counsel in Toronto or some other location in Canada or the United States, as agreed to by the Parties, to provide an oral evidentiary proffer over a period of up to three (3) business days. One (1) of those three (3) proffer days may take place prior to the Effective Date and shall take place prior to on February 14, 20202020 or thereabouts, or such other time period as Class Counsel and the Settling Defendants may reasonably agree. Thereafter, Counsel for the Settling Defendants will make themselves available for reasonable follow-up conversations in connection with the proffer and will use best efforts to respond to questions posed by Class Counsel. The proffer shall include information originating with the Settling Defendants relating to the allegations in the ProceedingsProceedings and the Related Action. Notwithstanding any other provision of this Settlement Agreement, and for greater certainty, it is agreed that all statements made and information provided by Counsel for the Settling Defendants are privileged, will be kept strictly confidential, and may not be directly or indirectly disclosed to any other Person, unless disclosure is ordered by the Court. Further, absent a Court order, Class Counsel will not attribute any factual information obtained from the proffer to the Settling Defendants and/or Counsel for the Settling Defendants. Notwithstanding the foregoing, Class Counsel may: (i) use information obtained from the proffer in the prosecution of the ProceedingsProceedings and the Related Action, including for the purpose of developing the Distribution Protocol or any other allocation plan relating to any settlement or judgment proceeds, except the prosecution of any claims against Releasees; and (ii) may rely on such information to certify that, to the best of Class Counsel’s knowledge, information and belief, such information has evidentiary support or will likely have evidentiary support after reasonable opportunity for further investigation or discovery, but, absent a Court Order, the Plaintiffs shall not introduce any information from a proffer into the record or subpoena any Counsel for the Settling Defendants related to a proffer.

Extent of Cooperation. (1) Before the expiration of sixty (60) days from the Effective Date, or such other time period as Class Counsel and the Settling Defendants may reasonably agree, Counsel for the Settling Defendants will meet make themselves available for a meeting with Class Counsel in Toronto or some other location in Canada or the United States, as agreed to by the Parties, to provide an oral evidentiary proffer over a period of up to three (3) business days. One one (1) of those three (3) proffer days may take place prior to the Effective Date and shall take place prior to February 14, 2020, or such other time period as Class Counsel and the Settling Defendants may reasonably agreebusiness day. Thereafter, Counsel for the Settling Defendants will make themselves available for reasonable follow-up conversations in connection with the proffer proffer, and will use best efforts to respond to questions posed by Class Counsel. The proffer shall include information originating with the Settling Defendants relating to the allegations in the Proceedings. Notwithstanding any other provision of this Settlement Agreement, and for greater certainty, it is agreed that all statements made and information provided by Counsel for the Settling Defendants are privileged, will be kept strictly confidential, and may not be directly or indirectly disclosed to any other Person, unless disclosure is ordered by the Court. Further, absent a Court order, Class Counsel will not attribute any factual information obtained from the proffer to the Settling Defendants and/or Counsel for the Settling Defendants. Notwithstanding the foregoing, Class Counsel may: (i) use information obtained from the proffer in the prosecution of the Proceedings, including for the purpose of developing the Distribution Protocol or any other allocation plan relating to any settlement or judgment proceeds, except the prosecution of any claims against Releasees; and (ii) may rely on such information to certify that, to the best of Class Counsel’s knowledge, information and belief, such information has evidentiary support or will likely have evidentiary support after reasonable opportunity for further investigation or discovery, but, absent a Court Order, the Plaintiffs shall not introduce any information from a proffer into the record or subpoena any Counsel for the Settling Defendants related to a proffer.

Extent of Cooperation. (1) Before the expiration of sixty Within thirty (6030) days from the Effective DateDate of Execution, or such other time period as Class Counsel and the Settling Defendants Defendant may reasonably agree, subject to the other provisions of this Settlement Agreement, Counsel for the Settling Defendants Defendant will meet with Class Counsel in Toronto Canada, or at some other location in Canada or the United States, as mutually agreed to by the Parties, or attend via video conference if necessary or appropriate, to provide an oral evidentiary proffer over a period of up which will include information originating with the Settling Defendant that is not covered by privilege relating to three (3) the allegations in the Proceedings and the Related Action but is subject to the limitations created by Settling Defendant’s withdrawal from the Automotive Exhaust Systems business daysin May 2007. One The proffer shall not exceed one (1) of those three (3) proffer days may take place prior to the Effective Date and shall take place prior to February 14, 2020, or such other time period as Class Counsel and the Settling Defendants may reasonably agreebusiness day. Thereafter, Counsel for the Settling Defendants will Defendant shall make themselves available for reasonable follow-up conversations in connection with the proffer and will use best efforts to respond to questions posed by Class Counsel. The proffer shall include information originating with the Settling Defendants relating to the allegations in the Proceedings. Notwithstanding any other provision of this Settlement Agreement, and for greater certainty, it is agreed that all statements made and information provided by Counsel for the Settling Defendants Defendant are privileged, will be kept strictly confidential, and may not be directly or indirectly disclosed to any other Person, unless disclosure is ordered by the a Court. Further, absent a Court order, Class Counsel will not attribute any factual information obtained from the proffer to the Settling Defendants Defendant and/or Counsel for the Settling DefendantsDefendant. Notwithstanding the foregoing, Class Counsel may: (i) use information obtained from the proffer in the prosecution of the ProceedingsProceedings and the Related Action, including for the purpose of developing the Distribution Protocol or any other allocation plan relating to any settlement or judgment proceeds, except the prosecution of any claims against Releasees; and (ii) may rely on such information to certify that, to the best of Class Counsel’s knowledge, information and belief, such information has evidentiary support or will likely have evidentiary support after reasonable opportunity for further investigation or discovery, but, absent a Court Ordercourt order, the Plaintiffs shall not introduce any information from a proffer into the record or subpoena any Counsel for the Settling Defendants Defendant related to a proffer.

Extent of Cooperation. (1) Before the expiration of Within sixty (60) days from of the Effective Date, or such other time period as Class Counsel and the Settling Defendants may reasonably agreeagree subject to the other provisions of this Settlement Agreement, at the request of Class Counsel acting in good faith and as reasonably necessary for the ongoing prosecution of the Proceedings, Counsel for the Settling Defendants will meet with Class Counsel in Toronto Canada, or at some other location in Canada or the United States, as mutually agreed to by the Parties, or attend via video conference if necessary or appropriate, to provide an oral evidentiary proffer over a period of up which will include information known to three (3) business days. One (1) of those three (3) proffer days may take place prior to the Effective Date and shall take place prior to February 14, 2020, or such other time period as Class Counsel and the Settling Defendants may reasonably agree. Thereafter, Counsel counsel for the Settling Defendants that is not covered by privilege relating to the allegations as against Non-Settling Defendants in the Proceedings. The total number of proffers shall not exceed two (2) meetings of one (1) business day each. Notwithstanding the forgoing, the Settling Defendants will consider in good faith any reasonable request by Plaintiffs for additional proffers to assist with litigation against Non- Settling Defendants and agree to make themselves available for to respond to reasonable follow-up conversations in connection with the proffer and will use best efforts to respond to questions posed by Class Counsel. The proffer shall include information originating with the Settling Defendants relating to the allegations in the Proceedings. Notwithstanding any other provision of this Settlement Agreement, and for greater certainty, it is agreed that all statements made and information provided by Counsel for the Settling Defendants are privileged, will be kept strictly confidential, and may not be directly or indirectly disclosed to any other Person, unless disclosure is ordered by the a Court. Further, absent a Court order, Class Counsel will not attribute any factual information obtained from the proffer to the Settling Defendants and/or Counsel for the Settling Defendants. Notwithstanding the foregoing, Class Counsel may: (i) use information obtained from the proffer in the prosecution of the Proceedings, including for the purpose of developing the Distribution Protocol or any other an allocation plan relating to any settlement or judgment proceeds, except the prosecution of any claims against Releasees; and (ii) may rely on such information to certify that, to the best of Class Counsel’s knowledge, information and belief, such information has evidentiary support or will likely have evidentiary support after reasonable opportunity for further investigation or discovery, but, absent a Court Ordercourt order, the Plaintiffs shall not introduce any information from a proffer into the record or subpoena any Counsel for the Settling Defendants related to a proffer.

Extent of Cooperation. (1) Before Within ten (10) days of the expiration Date of Execution, Counsel for the Settling Defendants will participate in a telephone conference with Class Counsel to provide an oral evidentiary proffer which will include information originating with the Settling Defendants that is not covered by privilege relating to potentially unlawful communications with the Non-Settling Defendants regarding the pricing of Automotive Brake Hoses, and potentially-affected platforms of Automotive Vehicles. In addition, unless Class Counsel have already attended a proffer in the U.S. Litigation under Section 4.1(4), within sixty (60) days from of the Effective Certification Date, or such other time period as Class Counsel and the Settling Defendants may reasonably agree, Counsel for the Settling Defendants will meet with Class Counsel in Toronto or some other location in Canada or the United States, as agreed to or if the Parties agree by the Partiesvideo or teleconference, in order to provide an a further oral evidentiary proffer over a period of up to three (3) business days. One (1) of those three (3) proffer days may take place prior to the Effective Date and shall take place prior to February 14, 2020, or such other time period as Class Counsel and the Settling Defendants may reasonably agree. Thereafter, Counsel for the Settling Defendants which will make themselves available for reasonable follow-up conversations in connection with the proffer and will use best efforts to respond to questions posed by Class Counsel. The proffer shall include information originating with the Settling Defendants that is not covered by privilege relating to the allegations in the ProceedingsProceeding. Notwithstanding any other provision of this Settlement Agreement, and for greater certainty, it is agreed that all statements made and information provided by Counsel for the Settling Defendants are privileged, will be kept strictly confidential, and may not be directly or indirectly disclosed to any other Person, unless disclosure is ordered by the Court. Further, absent a Court order, Class Counsel will not attribute any factual information obtained from the proffer proffers to the Settling Defendants and/or Counsel for the Settling Defendants. Notwithstanding the foregoing, Class Counsel may: (i) use information obtained from the proffer proffers in the prosecution of the ProceedingsProceeding, including for the purpose of developing the Distribution Protocol or any other an allocation plan relating to any settlement or judgment proceeds, except the prosecution of any claims against Releasees; and (ii) may rely on such information to certify that, to the best of Class Counsel’s knowledge, information and belief, such information has evidentiary support or will likely have evidentiary support after reasonable opportunity for further investigation or discovery, but, absent a Court Order, the Plaintiffs shall not introduce any information from a proffer into the record or subpoena any Counsel for the Settling Defendants related to a proffer.