Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party providing such information. Neither Party shall have any Liability to any other Party if any information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.4.
Appears in 46 contracts
Samples: Separation and Distribution Agreement (RXO, Inc.), Separation and Distribution Agreement (Bluerock Homes Trust, Inc.), Separation and Distribution Agreement (Rxo, LLC)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith negligence or willful misconduct by the Party providing such information. Neither Party shall have any Liability to any other Party if any information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.4.
Appears in 28 contracts
Samples: Separation and Distribution Agreement, Separation and Distribution Agreement, Separation and Distribution Agreement (IAA, Inc.)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith faith, fraud or willful misconduct by the Party providing such information. Neither Party shall have any Liability to any other Party if any information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.4.
Appears in 15 contracts
Samples: Separation and Distribution Agreement (Everus Construction Group, Inc.), Separation and Distribution Agreement (Mdu Resources Group Inc), Separation and Distribution Agreement (Curbline Properties Corp.)
Limitations of Liability. Neither No Party shall have any Liability liability to the any other Party in the event that any information Information exchanged or provided pursuant to this Agreement which is an estimate or forecast, or which is based on an estimate or forecast, is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party providing such informationInformation. Neither No Party shall have any Liability liability to any other Party if any information Information is destroyed after commercially reasonable best efforts by such Party to comply with the provisions of Section 6.47.4.
Appears in 9 contracts
Samples: Separation and Distribution Agreement, Separation and Distribution Agreement (Harvard Apparatus Regenerative Technology, Inc.), Separation and Distribution Agreement (Harvard Apparatus Regenerative Technology, Inc.)
Limitations of Liability. Neither Party Except as otherwise provided in Article V, no party shall have any Liability liability to the any other Party party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party party providing such informationInformation. Neither Party No party shall have any Liability liability to any other Party party if any information Information is destroyed after commercially reasonable efforts by such Party party to comply with the provisions of Section 6.47.04.
Appears in 7 contracts
Samples: Separation Agreement, Separation Agreement (DreamWorks Animation SKG, Inc.), Separation Agreement (Mead Johnson Nutrition Co)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party providing such informationInformation. Neither Party shall have any Liability to any other Party if any information Information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.4.
Appears in 7 contracts
Samples: Separation and Distribution Agreement (Zimmer Biomet Holdings, Inc.), Separation and Distribution Agreement (ZimVie Inc.), Separation and Distribution Agreement (ZimVie Inc.)
Limitations of Liability. Neither Party None of the Parties shall have any Liability to the any other Party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party providing such informationInformation. Neither Party None of the Parties shall have any Liability to any other Party if any information Information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.4.
Appears in 7 contracts
Samples: Separation and Distribution Agreement (Raytheon Technologies Corp), Separation and Distribution Agreement (Carrier Global Corp), Separation and Distribution Agreement (Otis Worldwide Corp)
Limitations of Liability. Neither Party No party shall have any Liability liability to the any other Party party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party party providing such informationInformation. Neither Party No party shall have any Liability liability to any other Party party if any information Information is destroyed after commercially reasonable efforts by such Party party to comply with the provisions of Section 6.47.4.
Appears in 6 contracts
Samples: Separation and Distribution Agreement, Separation and Distribution Agreement (NOW Inc.), Separation and Distribution Agreement (NOW Inc.)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith negligence or willful misconduct by the Party providing such informationInformation. Neither Party shall have any Liability to any other Party if any information Information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.4this Article VI.
Appears in 6 contracts
Samples: Separation and Distribution Agreement (Abbott Laboratories), Separation and Distribution Agreement (AbbVie Inc.), Separation and Distribution Agreement (AbbVie Inc.)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party providing such informationInformation. Neither Party nor any of its Subsidiaries shall have any Liability to any the other Party or any of its Subsidiaries if any information Information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.4this Article VI.
Appears in 6 contracts
Samples: Separation and Distribution Agreement (Organon & Co.), Separation and Distribution Agreement (Organon & Co.), Separation and Distribution Agreement (Baxter International Inc)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party providing such informationInformation. Neither No Party shall have any Liability be liable to any other Party if any information Information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.4.
Appears in 5 contracts
Samples: Separation and Distribution Agreement (Realty Income Corp), Separation and Distribution Agreement (Orion Office REIT Inc.), Separation, Distribution and Transition Services Agreement (Cousins Properties Inc)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith negligence or willful misconduct by the Party providing such information. Neither Party shall have any Liability to any the other Party if any information is destroyed after commercially reasonable efforts by such first Party to comply with the provisions of Section 6.4.
Appears in 5 contracts
Samples: Separation and Distribution Agreement (GCP Applied Technologies Inc.), Separation and Distribution Agreement (W R Grace & Co), Separation and Distribution Agreement (GCP Applied Technologies Inc.)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party providing such information. Neither Party shall have any Liability to any other Party if any information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.47.4.
Appears in 5 contracts
Samples: Master Separation Agreement (Force Protection Video Equipment Corp.), Master Separation Agreement, Master Separation Agreement (Arlo Technologies, Inc.)
Limitations of Liability. Neither Party No party hereto shall have any Liability to the any other Party party hereto in the event that any information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith negligence or willful misconduct by the Party party providing such information. Neither Party No party hereto shall have any Liability to any other Party party if any information is destroyed after commercially reasonable efforts by such Party party to comply with the provisions of Section 6.4.
Appears in 5 contracts
Samples: Separation and Distribution Agreement (JBG SMITH Properties), Separation and Distribution Agreement (Vornado Realty Lp), Separation and Distribution Agreement (JBG SMITH Properties)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party providing such informationInformation. Neither Party shall have any Liability to any other Party if any information Information is destroyed after commercially reasonable efforts by such Party to comply compliance with the provisions of Section 6.4.
Appears in 4 contracts
Samples: Separation and Distribution Agreement, Separation and Distribution Agreement (EQT Corp), Separation and Distribution Agreement (Equitrans Midstream Corp)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith negligence or willful misconduct by the Party providing such information. Neither Party shall have any Liability to any other Party if any information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.45.04.
Appears in 4 contracts
Samples: Master Distribution Agreement (Net Element, Inc.), Master Distribution Agreement (Taronis Fuels, Inc.), Master Distribution Agreement (Taronis Fuels, Inc.)
Limitations of Liability. Neither Party nor any member of its Group shall have any Liability to the other Party or any member of its Group in the event that any information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith faith, fraud or willful misconduct by the Party providing such information. Neither Party nor any member of its Group shall have any Liability to any other Party or any member of its Group if any information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.4.
Appears in 4 contracts
Samples: Separation and Distribution Agreement (Kellanova), Separation and Distribution Agreement (WK Kellogg Co), Separation and Distribution Agreement (WK Kellogg Co)
Limitations of Liability. Neither Party No party shall have any Liability liability to the any other Party party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party party providing such informationInformation. Neither Party No party shall have any Liability liability to any other Party party if any information Information is destroyed after commercially reasonable efforts by such Party party to comply with the provisions of Section 6.48.4.
Appears in 4 contracts
Samples: Separation and Distribution Agreement (Archrock, Inc.), Separation and Distribution Agreement (Exterran Corp), Separation and Distribution Agreement (Exterran Corp)
Limitations of Liability. Neither Party shall will have any Liability to the other Party in the event that any information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party providing such information. Neither No Party shall will have any Liability to any other Party if any information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.4.
Appears in 3 contracts
Samples: Separation and Distribution Agreement (Cognyte Software Ltd.), Separation and Distribution Agreement (Cognyte Software Ltd.), Separation and Distribution Agreement (Sunpower Corp)
Limitations of Liability. Neither No Party shall have any Liability to the any other Party in the event that any information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party providing such information. Neither No Party shall have any Liability to any other Party if any information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.4.
Appears in 3 contracts
Samples: Separation and Distribution Agreement (Yum Brands Inc), Separation and Distribution Agreement (Yum China Holdings, Inc.), Separation and Distribution Agreement (Yum China Holdings, Inc.)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party providing such informationInformation. Neither No Party shall have any Liability be liable to any other Party if any information Information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.46.3.
Appears in 3 contracts
Samples: Separation and Distribution Agreement (Istar Inc.), Separation and Distribution Agreement (Star Holdings), Merger Agreement (Istar Inc.)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party providing such information. Neither Party shall have any Liability to any other Party if any information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.46.04.
Appears in 3 contracts
Samples: Separation and Distribution Agreement (MYnd Analytics, Inc.), Separation and Distribution Agreement (Telemynd, Inc.), Separation and Distribution Agreement (MYnd Analytics, Inc.)
Limitations of Liability. Neither Party shall have any monetary Liability to the other Party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith negligence or willful misconduct by the Party providing such informationInformation. Neither Party shall have any monetary Liability to any other Party if any information Information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.4.
Appears in 3 contracts
Samples: Separation and Distribution Agreement (Adient LTD), Separation and Distribution Agreement (Johnson Controls International PLC), Separation and Distribution Agreement (Adient LTD)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith negligence or willful intentional misconduct by the Party providing such informationInformation. Neither Party shall have any Liability to any other Party if any information Information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.46.5.
Appears in 3 contracts
Samples: Separation and Distribution Agreement (Sylvamo Corp), Separation and Distribution Agreement (International Paper Co /New/), Separation and Distribution Agreement (Sylvamo Corp)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party providing such information. Neither Party shall have any Liability to any other Party if any information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.47.1.
Appears in 3 contracts
Samples: Separation Agreement (Alkermes Plc.), Separation Agreement (Mural Oncology PLC), Separation Agreement (Mural Oncology PLC)
Limitations of Liability. Neither No Party shall have any Liability to the any other Party in the event that any information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party providing such information. Neither No Party shall have any Liability to any other Party if any information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.47.3.
Appears in 2 contracts
Samples: Master Transaction Agreement (Bellring Brands, Inc.), Master Transaction Agreement (Bellring Brands, Inc.)
Limitations of Liability. Neither Party No party shall have any Liability liability to the any other Party party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party party providing such informationInformation. Neither Party No party shall have any Liability liability to any other Party party if any information Information (other than Information that is subject to a “litigation hold”) is destroyed after commercially reasonable efforts by such Party party to comply with the provisions of Section 6.47.4.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (Cash America International Inc), Separation and Distribution Agreement (Enova International, Inc.)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate in unless such inaccuracy is caused by the absence of gross negligence, bad faith negligence or willful misconduct by of the Party providing such informationInformation. Neither Party shall have any Liability to any other Party if any information Information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.4this Article VII.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (Quorum Health Corp), Separation and Distribution Agreement (Quorum Health Corp)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith negligence or willful misconduct by the Party providing such informationInformation. Neither Party shall have any Liability to any the other Party if any information Information is destroyed after commercially reasonable efforts by such first Party to comply with the provisions of Section 6.46.4.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (International Seaways, Inc.), Separation and Distribution Agreement (International Seaways, Inc.)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party providing such information. Neither Party shall have any Liability to any other Party if any information is destroyed after commercially reasonable efforts by for any reason other than the gross negligence, bad faith or willful misconduct of such Party to comply with the provisions of Section 6.4Party.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (Consensus Cloud Solutions, Inc.), Separation and Distribution Agreement (Consensus Cloud Solutions, Inc.)
Limitations of Liability. Neither Party Except as otherwise provided in Article III, no party shall have any Liability to the other Party party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith negligence or willful misconduct by the Party party providing such information. Neither Party shall have any Liability to any other Party if any information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.4Information.
Appears in 2 contracts
Samples: Separation Agreement (American Water Works Company, Inc.), Separation Agreement (American Water Capital Corp.)
Limitations of Liability. Neither Party No party shall have any Liability liability to the any other Party party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct or fraud by the Party party providing such informationInformation. Neither Party No party shall have any Liability liability to any other Party party if any information Information is destroyed after commercially reasonable efforts by such Party party to comply with the provisions of Section 6.44.3.
Appears in 2 contracts
Samples: Separation Agreement (SunEdison Semiconductor LTD), Separation Agreement (SunEdison Semiconductor Pte. Ltd.)
Limitations of Liability. Neither Party No party shall have any Liability liability to the any other Party party in the event that any information exchanged or provided pursuant to this Agreement is found to be inaccurate or the requested information is not provided, in the absence of gross negligence, bad faith or willful misconduct by by, or gross negligence of, the Party providing party requested to provide such information. Neither Party No party shall have any Liability liability to any other Party party if any information is destroyed in compliance with its respective retention policies, as such policies may be reasonably amended or revised after commercially reasonable efforts by such Party to comply with the provisions of Section 6.4Effective Date.
Appears in 2 contracts
Samples: Information Sharing and Cooperation Agreement (Fox Factory Holding Corp), Information Sharing and Cooperation Agreement (Fox Factory Holding Corp)
Limitations of Liability. Neither No Party shall have any Liability to the other another Party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith negligence or willful misconduct by the Party providing such informationInformation. Neither No Party shall have any Liability to any other Party if any information Information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.4.this Article V.
Appears in 2 contracts
Samples: Separation Agreement (Cowen Group, Inc.), Separation Agreement (Cowen Group, Inc.)
Limitations of Liability. Neither Party shall have any Liability to the other Party in arising from the event fact that any information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith or willful misconduct by the Party providing such information. Neither Party shall have any Liability to any other Party if any information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.47.4.
Appears in 2 contracts
Samples: Master Separation Agreement (Bausch & Lomb Corp), Master Separation Agreement (Bausch Health Companies Inc.)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith negligence or willful misconduct by the Party providing such information. Neither Party shall have any Liability to any other Party if any information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.45.4.
Appears in 2 contracts
Samples: Master Distribution Agreement (Lovarra), Master Distribution Agreement (Logiq, Inc.)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith negligence or willful misconduct by the Party providing such information. Neither Party shall have any Liability to any other Party if any information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.46.04.
Appears in 1 contract
Limitations of Liability. Neither Party Except as otherwise provided in this Article V, no party shall have any Liability liability to the any other Party party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate or the requested Information is not provided, in the absence of gross negligence, bad faith or willful misconduct by the Party providing party requested to provide such information. Neither Party shall have any Liability to any other Party if any information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.4Information.
Appears in 1 contract
Limitations of Liability. Neither No Party shall have any Liability to the any other Party in the event that any information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith negligence or willful misconduct by the Party providing such information. Neither No Party shall have any Liability to any other Party if any information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.45.4.
Appears in 1 contract
Samples: Separation and Distribution Agreement (Contango ORE, Inc.)
Limitations of Liability. Neither Party shall have any Liability to the other Party in the event that any information Information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith negligence or willful misconduct by the Party providing such informationInformation. Neither Party shall have any Liability to any other Party if any information Information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.4this ARTICLE VI.
Appears in 1 contract
Samples: Separation and Distribution Agreement (Hospira Inc)
Limitations of Liability. Neither Party shall have any Liability to the other Party in arising from the event fact that any information exchanged or provided pursuant to this Agreement is found to be inaccurate in the absence of gross negligence, bad faith faith, fraud or willful misconduct by the Party providing such information. Neither Party shall have any Liability to any other Party if any information is destroyed after commercially reasonable efforts by such Party to comply with the provisions of Section 6.45.4.
Appears in 1 contract
