Common use of Further Cooperation; Personnel Records; Data Sharing Clause in Contracts

Further Cooperation; Personnel Records; Data Sharing. Subject to the Transition Services Agreement, the parties shall provide each other such records and information as reasonably necessary or appropriate to carry out their obligations under law, this Agreement, or for the purposes of administering their respective plans and policies, including without limitation information relating to the vesting, exercise and employment status of persons holding equity compensation awards in the common stock of the other party. Each party shall be responsible for the accuracy of records and information provided to the other party pursuant to this Section 7.08, and shall indemnify such other party for any losses caused by inaccurate information that it has provided. Subject to applicable law, all information and records regarding employment and personnel matters of Fiesta Employees shall be accessed, retained, held, used, copied and transmitted after the Distribution Date by Fiesta in accordance with all laws and policies relating to the collection, storage, retention, use, transmittal, disclosure and destruction of such records. Access to such records after the Distribution Date will be provided to Carrols in accordance with Section 2.4 of the Transition Services Agreement. Notwithstanding the foregoing, Carrols shall retain reasonable access to those records necessary for Carrols’ continued administration of any plans or programs on behalf of Fiesta Employees after the Distribution Date, and Fiesta shall retain reasonable access to those records necessary for Fiesta’s administration of any equity award or other compensation or benefit payable or administered by the Fiesta Parties after the Distribution Date, provided that such access shall be limited to individuals who have a job-related need to access such records. Carrols shall also retain copies of all confidentiality and non-compete agreements with any Fiesta Employee in which Carrols has a valid business interest. With respect to retaining, destroying, transferring, sharing, copying and permitting access to all such information, The Carrols Parties and Fiesta Parties shall each comply with all applicable laws, regulations and internal policies, and each party shall indemnify and hold harmless the other party from and against any and all liability, claims, actions, and damages that arise from a failure (by the indemnifying party) to so comply with all applicable laws, regulations and internal policies applicable to such information.

Further Cooperation; Personnel Records; Data Sharing. Subject to the Transition Services Agreement, the The parties shall provide each other such records and information as reasonably necessary or appropriate to carry out their obligations under law, this Agreement, or for the purposes of administering their respective plans and policies, including without limitation information relating to the vesting, exercise and employment status of persons holding equity compensation awards in the common stock of the other party. Each party shall be responsible for the accuracy of records and information provided to the other party pursuant to this Section 7.087.09, and shall indemnify such other party for any losses caused by inaccurate information that it has provided. Subject to applicable law, all information and records regarding employment and personnel matters of Fiesta Cabinets Employees shall be accessed, retained, held, used, copied and transmitted after the Distribution Date by Fiesta Cabinets in accordance with all laws and policies relating to the collection, storage, retention, use, transmittal, disclosure and destruction of such records. Access to such records after the Distribution Date will be provided to Carrols Fortune Brands in accordance with Section 2.4 [Article XI] of the Transition Services Distribution Agreement. Notwithstanding the foregoing, Carrols Fortune Brands shall retain reasonable access to those records necessary for CarrolsFortune Brands’ continued administration of any plans or programs on behalf of Fiesta Business Employees after the Distribution Date, and Fiesta Cabinets shall retain reasonable access to those records necessary for FiestaCabinet’s administration of any equity award or other compensation or benefit payable or administered by the Fiesta Cabinets Parties after the Distribution Date, provided that such access shall be limited to individuals who have a job-related need to access such records. Carrols Fortune Brands shall also retain copies of all confidentiality and non-compete agreements with any Fiesta Cabinets Employee in which Carrols Fortune Brands has a valid business interest. With respect to retaining, destroying, transferring, sharing, copying and permitting access to all such information, The Carrols Parties Fortune Brands and Fiesta Parties Cabinets shall each comply with all applicable laws, regulations and internal policies, and each party shall indemnify and hold harmless the other party from and against any and all liability, claims, actions, and damages that arise from a failure (by the indemnifying party) to so comply with all applicable laws, regulations and internal policies applicable to such information.

Further Cooperation; Personnel Records; Data Sharing. Subject to the Transition Services Agreement, the The parties shall provide each other such records and information as reasonably necessary or appropriate to carry out their obligations under law, this Agreement, or for the purposes of administering their respective plans and policies, including without limitation information relating to the vesting, exercise and employment status of persons holding equity compensation awards in the common stock of the other party. Each party shall be responsible for the accuracy of records and information provided to the other party pursuant to this Section 7.087.09, and shall indemnify such other party for any losses caused by inaccurate information that it has provided. Subject to applicable law, all information and records regarding employment and personnel matters of Fiesta Business Employees shall be accessed, retained, held, used, copied and transmitted after the Distribution Date by Fiesta H&S in accordance with all laws and policies relating to the collection, storage, retention, use, transmittal, disclosure and destruction of such records. Access to such records after the Distribution Date will be provided to Carrols Fortune Brands in accordance with Section 2.4 Article XI of the Transition Services Distribution Agreement. Notwithstanding the foregoing, Carrols Fortune Brands shall retain reasonable access to those records necessary for CarrolsFortune Brands’ continued administration of any plans or programs on behalf of Fiesta Business Employees after the Distribution Date, and Fiesta H&S shall retain reasonable access to those records necessary for FiestaH&S’s administration of any equity award or other compensation or benefit payable or administered by the Fiesta H&S Parties after the Distribution Date, provided that such access shall be limited to individuals who have a job-related need to access such records. Carrols Fortune Brands shall also retain copies of all confidentiality and non-compete agreements with any Fiesta Business Employee in which Carrols Fortune Brands has a valid business interest. With respect to retaining, destroying, transferring, sharing, copying and permitting access to all such information, The Carrols Parties Fortune Brands and Fiesta Parties H&S shall each comply with all applicable laws, regulations and internal policies, and each party shall indemnify and hold harmless the other party from and against any and all liability, claims, actions, and damages that arise from a failure (by the indemnifying party) to so comply with all applicable laws, regulations and internal policies applicable to such information.

Further Cooperation; Personnel Records; Data Sharing. Subject to the Transition Services Agreement, the The parties shall provide each other such records and information only as reasonably necessary or appropriate to carry out their obligations under law, this Agreement, or for the purposes of administering their respective the Company plans and policies. The parties shall take commercially reasonable actions so that after the Separation, including without limitation information all ministerial matters relating to (i) the vesting, exercise Company awards issued to individuals other than Business Employees can be administered by ECC and employment status of persons holding (ii) ECC equity compensation and equity-based awards in issued to Business Employees can be administered by the common stock Company. Each of the other party. Each party parties shall be responsible for the accuracy of records and provide information provided to requested by the other party pursuant relating to this Section 7.08employee status changes (such as terminations, retirements, etc.) and shall indemnify such other party for any losses caused by inaccurate information that it has providedexercised options during the ten-year period beginning on the Distribution Date. Subject to applicable law, all information and records regarding employment and personnel matters of Fiesta Business Employees shall be accessed, retained, held, used, copied and transmitted after the Distribution Date by Fiesta the Company in accordance with all laws and policies relating to the collection, storage, retention, use, transmittal, disclosure and destruction of such records. Access to such records after the Distribution Date will be provided to Carrols ECC in accordance with Section 2.4 Article IV of the Transition Services Separation Agreement. Notwithstanding the foregoing, Carrols ECC shall retain reasonable access to those records necessary for Carrols’ ECC’s continued administration of any plans or programs on behalf of Fiesta Business Employees after the Distribution Date, and Fiesta shall retain reasonable access to those records necessary for Fiesta’s administration of any equity award or other compensation or benefit payable or administered by the Fiesta Parties after the Distribution Date, provided that such access shall be limited to individuals who have a job-related need to access such records. Carrols ECC shall also retain copies of all confidentiality and non-compete agreements with any Fiesta Business Employee in which Carrols ECC has a valid business interest. With respect to retaining, destroying, transferring, sharing, copying and permitting access to all such information, The Carrols Parties ECC and Fiesta Parties the Company shall each comply with all applicable laws, regulations and internal policies, and each party shall indemnify and hold harmless the other party from and against any and all liability, claims, actions, and damages that arise from a failure (by the indemnifying party) to so comply with all applicable laws, regulations and internal policies applicable to such information.

Further Cooperation; Personnel Records; Data Sharing. Subject to the Transition Services Agreement, the parties The Parties shall provide each other such records and information as reasonably necessary or appropriate to carry out their obligations under law, applicable Law or this Agreement, Agreement or for the purposes of administering their respective plans and policies, including without limitation information relating . Subject to the vestinglast sentence of Section 2.04, exercise and employment status of persons holding equity compensation awards in the common stock of the other party. Each party each Party shall be responsible for the accuracy of records and information provided to the other party Party pursuant to this Section 7.08, 8.09 and shall indemnify such other party Party for any losses caused by inaccurate information that it has providedprovided (including failure to timely provide such records and information). Subject to applicable lawLaw, all information and records regarding employment and personnel matters of Fiesta Outdoor Products Employees and Former Outdoor Products Employees shall be accessed, retained, held, used, copied and transmitted after the Distribution Date by Fiesta the Vista Outdoor Group and Outdoor Products, as applicable, in accordance with all laws Laws and policies relating to the collection, storage, retention, use, transmittal, disclosure and destruction of such records. Access to such records after the Distribution Date will shall be provided to Carrols the Vista Outdoor Group and Outdoor Products, as applicable, in accordance with Section 2.4 Article VII of the Transition Services Distribution Agreement. Notwithstanding the foregoing, Carrols the Vista Outdoor Group shall retain reasonable access to those records necessary for Carrols’ the Vista Outdoor Group’s continued administration of any plans or programs on behalf of Fiesta Outdoor Products Employees and Former Outdoor Products Employees after the Distribution Date, and Fiesta Outdoor Products shall retain reasonable access to those records necessary for Fiestathe Outdoor Products Group’s administration of any equity award or other compensation or benefit payable or administered by the Fiesta Parties Outdoor Products Group after the Distribution Date, ; provided that such access shall be limited to individuals who have a job-related need to access such records. Carrols The Vista Outdoor Group shall also retain copies of all confidentiality and non-compete agreements with any Fiesta Outdoor Products Employee or Former Outdoor Products Employee in which Carrols the Vista Outdoor Group has a valid business interest. With respect to retaining, destroying, transferring, sharing, copying and permitting access to all such information, The Carrols Parties the Vista Outdoor Group and Fiesta Parties Outdoor Products shall each comply with all applicable lawsLaws, regulations and internal policies, and each party Party shall indemnify and hold harmless the other party Party from and against any and all liability, claims, actions, and damages Liability that arise arises from a failure (by the indemnifying partyParty) to so comply with all applicable lawsLaws, regulations and internal policies applicable to such information.

Further Cooperation; Personnel Records; Data Sharing. Subject to the Transition Services Agreement, the parties The Parties shall provide each other such records and information as reasonably necessary or appropriate to carry out their obligations under law, applicable Law or this Agreement, Agreement or for the purposes of administering their respective plans and policies, including without limitation information relating . Subject to the vestinglast sentence of Section 2.04, exercise and employment status of persons holding equity compensation awards in the common stock of the other party. Each party each Party shall be responsible for the accuracy of records and information provided to the other party Party pursuant to this Section 7.08, 8.09 and shall indemnify such other party Party for any losses caused by inaccurate information that it has providedprovided (including failure to timely provide such records and information). Subject to applicable lawLaw, all information and records regarding employment and personnel matters of Fiesta Revelyst Employees and Former Revelyst Employee shall be accessed, retained, held, used, copied and transmitted after the Distribution Date Effective Time by Fiesta the Vista Outdoor Group and Revelyst, as applicable, in accordance with all laws Laws and policies relating to the collection, storage, retention, use, transmittal, disclosure and destruction of such records. Access to such records after the Distribution Date will Effective Time shall be provided to Carrols the Vista Outdoor Group and Revelyst, as applicable, in accordance with Section 2.4 Article VI of the Transition Services Separation Agreement. Notwithstanding the foregoing, Carrols the Vista Outdoor Group shall retain reasonable access to those records necessary for Carrols’ the Vista Outdoor Group’s continued administration of any plans or programs on behalf of Fiesta Revelyst Employees and Former Revelyst Employees after the Distribution DateEffective Time, and Fiesta Revelyst shall retain reasonable access to those records necessary for Fiestathe Revelyst Group’s administration of any equity award or other compensation or benefit payable or administered by the Fiesta Parties Revelyst Group after the Distribution DateEffective Time, provided that such access shall be limited to individuals who have a job-related need to access such records. Carrols The Vista Outdoor Group shall also retain copies of all confidentiality and non-compete agreements with any Fiesta Revelyst Employee or Former Revelyst Employee in which Carrols the Vista Outdoor Group has a valid business interest. With respect to retaining, destroying, transferring, sharing, copying and permitting access to all such information, The Carrols Parties the Vista Outdoor Group and Fiesta Parties Revelyst shall each comply with all applicable lawsLaws, regulations and internal policies, and each party Party shall indemnify and hold harmless the other party Party from and against any and all liability, claims, actions, and damages Liability that arise arises from a failure (by the indemnifying partyParty) to so comply with all applicable lawsLaws, regulations and internal policies applicable to such information.

Further Cooperation; Personnel Records; Data Sharing. Subject to the Transition Services Agreement, the The parties shall provide each other such records and information as reasonably necessary or appropriate to carry out their obligations under lawapplicable Laws, under this Agreement, Agreement or for the purposes of administering their respective plans plans, policies and policiesemployment-related agreements, including without limitation information relating to the vesting, exercise and service, employment status of persons holding equity compensation awards in the common stock of the other partyand collective bargaining agreements. Each party shall be responsible for the accuracy of records and information provided to the other party pursuant to this Section 7.08, 7.9 and shall indemnify such other party for any losses caused by inaccurate information that it has provided. Subject to applicable law, all information and records regarding employment and personnel matters of Fiesta Constellation Employees shall be accessed, retained, held, used, copied and transmitted after the Distribution Date by Fiesta Constellation in accordance with all laws Laws and policies relating to the collection, storage, retention, use, transmittal, disclosure and destruction of such records. Access to such records after the Distribution Date will be provided to Carrols Exelon in accordance with Section 2.4 Article VIII of the Transition Services Separation Agreement. Notwithstanding the foregoing, Carrols Exelon shall retain reasonable access to those records necessary for Carrols’ Exelon’s continued administration of any plans or programs or administration of collective bargaining agreements on behalf of Fiesta Constellation Employees after the Distribution Date, and Fiesta Constellation shall retain reasonable access to those records necessary for FiestaConstellation’s administration of any equity award or award, other compensation or benefit payable or administered by the Fiesta Parties Constellation Group after the Distribution DateDate or the continued administration of collective bargaining agreements, provided that such access shall be limited to individuals who have a job-related need to access such records. Carrols Exelon shall also retain copies of all confidentiality and non-compete agreements with any Fiesta Constellation Employee in which Carrols Exelon has a valid business interest. With respect to retaining, destroying, transferring, sharing, copying and permitting access to all such information, The Carrols Parties Exelon and Fiesta Parties Constellation shall each comply with all applicable lawsLaws, regulations and internal policies, and each party shall indemnify and hold harmless the other party from and against any and all liability, claims, actions, actions and damages that arise from a failure (by the indemnifying party) to so comply with all applicable lawsLaws, regulations and internal policies applicable to such information.