Joint Defense and Cooperation. With respect to any Third-Party Claim in which both Harbor and Spinco are, or reasonably may be expected to be, named as parties, or that otherwise implicates both Harbor and Spinco in a material fashion, the Parties shall reasonably cooperate with respect to such Third-Party Claim and if the Parties agree, maintain a joint defense in a manner that will preserve applicable privileges.
Joint Defense and Cooperation. With respect to any Third Party Claim, except those specified in Section 11.1(d) and (e), but including, and not limited to, administrative proceedings, governmental investigations, and lawsuits in which both a member of the Verizon Group and a member of the FairPoint Group are, or reasonably may be expected to be, named as parties, or that otherwise implicates both a member of the Verizon Group and a member of the FairPoint Group to a material degree, the Parties shall negotiate a joint defense agreement consistent with the terms of the joint defense agreement to be negotiated between the Parties pursuant to Section 7.27 of the Merger Agreement.
Joint Defense and Cooperation. With respect to any Third Party Claim in which both Verizon and Spinco are, or reasonably may be expected to be, named as parties, or that otherwise implicates both Verizon and Spinco to a material degree, the Parties shall reasonably cooperate with respect to such Third Party Claim and maintain a joint defense in a manner that will preserve applicable privileges.
Joint Defense and Cooperation. With respect to any Third Party Claim in which both Verizon and Idearc are, or reasonably may be expected to be, named as parties, or that otherwise implicates both Verizon and Idearc to a material degree, the Parties shall reasonably cooperate with respect to such Third Party Claim and maintain a joint defense in a manner that will preserve applicable privileges.
Joint Defense and Cooperation. With respect to any Third-Party Claim in which both Transferor and Issuer (or any of Issuer’s Subsidiaries) are, or reasonably may be expected to be, named as parties, or that otherwise implicates both Transferor and Issuer (or any of Issuer’s Subsidiaries) in a material fashion, the parties hereto shall reasonably cooperate with respect to such Third-Party Claim and if the parties agree, maintain a joint defense in a manner that will preserve applicable privileges.
Joint Defense and Cooperation. With respect to any Third-Party Claim in which both IP and Spinco are, or reasonably may be expected to be, named as parties, or that otherwise implicates both IP and Spinco in a material fashion, the Parties shall reasonably cooperate with respect to such Third-Party Claim and if the Parties agree, maintain a joint defense in a manner that will preserve applicable privileges.
Joint Defense and Cooperation. With respect to any Third Party Claim in which both TWDC and Spinco are, or reasonably may be expected to be, named as parties, or that otherwise implicates both TWDC and Spinco in a material fashion, the Parties shall reasonably cooperate with respect to such Third Party Claim and if the Parties agree, maintain a joint defense in a manner that will preserve applicable privileges.
Joint Defense and Cooperation. With respect to any Third Party Claim in which both Cohesant and Spinco are, or reasonably may be expected to be, named as parties, or that otherwise implicates both Cohesant and Spinco in a material fashion, the Parties shall reasonably cooperate with respect to such Third Party Claim and if the Parties agree, maintain a joint defense in a manner that will preserve applicable privileges.
Joint Defense and Cooperation. With respect to any Third Party Claim in which both Digimarc and DMRC are, or reasonably may be expected to be, named as parties, or that otherwise implicates both Digimarc and DMRC in a material fashion, the Parties shall reasonably cooperate with respect to such Third Party Claim and if the Parties agree, maintain a joint defense in a manner that will preserve applicable privileges.
Joint Defense and Cooperation. With respect to any Third-Party Claim in which both parties are, or reasonably may be expected to be, named as parties, or that otherwise implicates both parties in a material fashion, the parties shall reasonably cooperate with respect to such Third-Party Claim and if the parties agree, maintain a joint defense in a manner that will preserve applicable Privileges.
