Insurance Policies and Claims Administration. (a) MAINTENANCE OF INSURANCE COVERAGE PRIOR TO SEPARATION DATE. Phoenix and inSilicon shall use reasonable efforts to maintain in full force and effect at all times up to and including the Separation Date and for the periods set forth in the Services and Cost-Sharing Agreement, its current property and casualty insurance programs, including, without limitation, primary and excess general liability, automobile, workers' compensation, property and crime insurance policies (collectively, the "Policies" and individually, a "Policy"). inSilicon and its subsidiaries shall retain with respect to any insured claims relating to periods before the Separation Date or termination of the applicable period set forth in the Services and Cost-Sharing Agreement with respect to each such Policy (whichever is later), all of their respective rights, benefits and privileges, if any, under such Policies. To the extent not already provided for by the terms of a Policy, Phoenix shall use reasonable efforts to cause inSilicon and its subsidiaries, as appropriate, to be named as additional insureds under such Policy in respect of Covered Claims arising or relating to periods prior to the Separation Date or termination of the applicable period set forth in the Services and Cost-Sharing Agreement with respect to each such Policy (whichever is later); PROVIDED, however, that nothing contained herein shall be construed to require Phoenix or any of its subsidiaries to pay any additional premium or other charges in respect to, or waive or otherwise limit any of its rights, benefits or privileges under, any such Policy to effect the naming of inSilicon and its subsidiaries as such additional insureds except as required by the Services and Cost-Sharing Agreement and then only to the extent the charge, if any, is borne by inSilicon.
(b) COMPANY RESPONSIBLE FOR ESTABLISHING INSURANCE COVERAGE ON AND AFTER SEPARATION DATE. Except as provided under the Services and Cost-Sharing Agreement or any other Ancillary Agreement, commencing on and as of the Separation Date, inSilicon and each of its subsidiaries shall be responsible for establishing and maintaining its own separate insurance programs (including, without limitation, primary and excess general liability, automobile, workers, compensation, property, director and officer liability, fire, crime, surety and other similar insurance policies) for activities and claims relating to any period on or after the Separation Date involving inSilicon o...
Insurance Policies and Claims Administration. (a) Insurance Coverage Prior to the Closing Date. Xxxxxxx shall be responsible for the administration of all claims under the Company's insurance policies relating to periods prior to the Closing Date. If any claim is asserted against the Company relating to periods prior to the Closing Date, Xxxxxxx shall, if requested by the Purchaser, promptly assert and pursue coverage and payment for such claim with the appropriate insurance carrier, and the Purchaser shall, and shall cause the Company to, provide reasonable cooperation and assistance to Xxxxxxx in asserting and pursuing such coverage. In particular, the Purchaser shall, upon request by Xxxxxxx, cause the Company to file all necessary claims and take all such other action as may reasonably be requested by Xxxxxxx to pursue such coverage. As between Xxxxxxx, on the one hand, and the Purchaser and the Company, on the other hand, the Purchaser and the Company shall be entitled to recover all insurance proceeds with respect to any claim, except to the extent the Belch Sisters have previously provided indemnification therefor to the Purchaser or the Company under this Agreement. If the Purchaser shall pursue coverage and payment for any claim relating to periods prior to the Closing Date on behalf of the Company, then Xxxxxxx shall provide reasonable cooperation and assistance to the Company and the Purchaser. Notwithstanding anything to the contrary in this Agreement, Xxxxxxx shall not be obligated to perform services or take any actions which are beyond the scope of actions and services contemplated by the Consulting Agreement attached hereto as Exhibit 7.9 or by the indemnification provisions hereof.
Insurance Policies and Claims Administration. (a) Insurance Coverage Prior to the Closing Date. The Seller shall be responsible for the administration of all claims under the Company's insurance policies relating to periods prior to the Closing Date. If any claim is asserted against the Company relating to periods prior to the Closing Date, the Seller shall promptly assert and pursue coverage and payment for such claim with the appropriate insurance carrier, and the Purchaser shall, and shall cause the Company to, provide reasonable cooperation and assistance to the Seller in asserting and pursuing such coverage. In particular, the Purchaser shall, upon request by the Seller, cause the Company to file all necessary claims and take all such other action as may reasonably be requested by the Seller to pursue such coverage. As between the Seller, on the one hand, and the Purchaser and the Company, on the other hand, the Purchaser and the Company shall be entitled to recover all insurance proceeds with respect to any claim, except to the extent the Seller has previously provided indemnification therefor to the Purchaser or the Company under this Agreement.
Insurance Policies and Claims Administration. (a) Insurance Coverage Prior to the Closing Date. The Porters shall be -------------------------------------------- responsible for the administration of all claims under the Company's insurance policies relating to periods prior to the Closing Date. If any claim is asserted against the Company relating to periods prior to the Closing Date, the Porters shall, if requested by the Purchaser, promptly assert and pursue coverage and payment for such claim with the appropriate insurance carrier, and the Purchaser shall, and shall cause the Company to, provide reasonable cooperation and assistance to the Porters in asserting and pursuing such coverage. In particular, the Purchaser shall, upon request by the Porters, cause the Company to file all necessary claims and take all such other action as may reasonably be requested by the Porters to pursue such coverage. As between -30-
Insurance Policies and Claims Administration. (a) Ownership of Insurance Policies and Programs Which Include Coverage for Consulting Business. KPMG or one or more of its Subsidiaries shall continue to own all property, casualty and liability insurance programs, including, without limitation, primary and excess general liability, automobile, workers’ compensation, property and crime insurance policies in effect on or before the Effective Date (collectively, the “KPMG Policies” and individually, a “KPMG Policy”). KPMG shall use reasonable efforts to maintain the KPMG Policies in full force and effect up to and including the Effective Date, and, subject to the provisions of this Agreement, KPMG and its Subsidiaries shall retain all of their respective rights, benefits and privileges, if any, under the KPMG Policies. Nothing contained herein shall be construed to change the ownership of the KPMG Policies.
Insurance Policies and Claims Administration. (a) Insurance Coverage Prior to the Closing Date. The Sellers shall be responsible for the administration of all claims under the Company's insurance policies relating to periods prior to the Closing Date. If any claim is asserted against the Company relating to periods prior to the Closing Date, the Sellers shall, if requested by the Purchaser, cooperate with the Purchaser in assisting and pursuing coverage and payment for such claim with the appropriate insurance carrier. The Purchaser shall, upon request by Sellers, cause the Company to file all necessary claims and take all such other action as may reasonably be requested by Sellers to pursue such coverage. As between the Sellers, on the one hand, and the Purchaser and the Company, on the other hand, the Purchaser and the Company shall be entitled to recover all insurance proceeds with respect to any claim, except to the extent the Sellers have previously provided indemnification therefor to the Purchaser or the Company under this Agreement. If the Purchaser shall pursue coverage and payment for any claim relating to periods prior to the Closing Date on behalf of the Company, then the Sellers shall provide reasonable cooperation and assistance to the Company and the Purchaser.
(b) Insurance Coverage After the Closing Date. Each party shall be responsible for establishing and maintaining its own property and casualty insurance (including, without limitation, primary and excess general liability, automobile, workers' compensation, property, director and officer liability, fire, crime, surety and other similar insurance policies) for the activities and claims of such party and its Affiliates on and after the Closing Date; provided, however, the Purchaser shall, if it so desires, continue the Company's policies in place as at the Closing Date and the Sellers shall be obligated to obtain new insurance policies on any of the operations and assets distributed to any of them as Excluded Assets as provided herein.
Insurance Policies and Claims Administration. INSURANCE COVERAGE PRIOR TO THE CLOSING DATE.......... 33 (b) INSURANCE COVERAGE AFTER THE CLOSING DATE............. 33 Section 6.9
Insurance Policies and Claims Administration. 32 (a) Insurance Coverage Prior to the Closing Date....................................32 (b) Insurance Coverage After the Closing Date ...................................32 Section 6.9
Insurance Policies and Claims Administration. (a) OWNERSHIP OF INSURANCE POLICIES AND PROGRAMS. Xxxxxx or one or more of its Subsidiaries shall continue to own all property, casualty and liability insurance programs, including, without limitation, primary and excess general liability, automobile, workers' compensation, property and crime insurance policies in effect on or before the Spin-Off Date (collectively, the "Xxxxxx Policies" and individually, a "Xxxxxx Policy"). Xxxxxx shall use reasonable efforts to maintain the Xxxxxx Policies in full force and effect up to and including the Spin-Off Date, and, subject to the provisions of this Agreement, Xxxxxx and its Subsidiaries shall retain all of their respective rights, benefits and privileges, if any, under the Xxxxxx Policies. Nothing contained herein shall be construed to change the ownership of the Xxxxxx Policies.
Insurance Policies and Claims Administration. (a) -------------------------------------------- Maintenance of Insurance Coverage Prior to Closing Date. Silicon Graphics and the Company shall use reasonable efforts to maintain in full force and effect at all times up to and including the Closing Date its current property and casualty insurance programs, including, without limitation, primary and excess general liability, automobile, workers' compensation, property and crime insurance policies (collectively, the "Policies" and individually, a "Policy"). Silicon -------- ------ Graphics and its subsidiaries shall retain with respect to any Covered Claims as set forth on Schedule 5.5(a) relating to periods prior to the Closing Date all of their respective rights, benefits and privileges, if any, under such Policies. To the extent not already provided for by the terms of a Policy, Silicon Graphics shall use reasonable efforts to cause the Company and its subsidiaries, as appropriate, to be named as additional insureds under such Policy in respect of Covered Claims arising or relating to periods prior to the Closing Date; provided, however, that nothing contained herein shall be construed to require Silicon Graphics or any of its subsidiaries to pay any additional premium or other charges in respect to, or waive or otherwise limit any of its rights, benefits or privileges under, any such Policy to effect the naming of the Company and its subsidiaries as such additional insureds.
