No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions (including the failure to take a reasonable action) such that the resulting effect is to materially undermine the effectiveness of any of the provisions of this Agreement, the Distribution Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification or payment pursuant to the provisions of this Agreement).
Appears in 7 contracts
Samples: Tax Matters Agreement (Covidien PLC), Tax Matters Agreement (Mallinckrodt PLC), Tax Matters Agreement (Mallinckrodt PLC)
No Circumvention. The Parties agree not to directly or indirectly take any actionsActions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions Action (including the failure to take a reasonable actionAction) such that the resulting effect is to materially undermine the effectiveness of any of the provisions of this Agreement, the Distribution Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification or payment pursuant to the provisions of this Agreement).
Appears in 6 contracts
Samples: Data Assignment and License Agreement (RR Donnelley & Sons Co), Data Assignment and License Agreement (LSC Communications, Inc.), Data Assignment and License Agreement (RR Donnelley & Sons Co)
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions (including the failure to take a reasonable action) intended to, or such that the resulting effect is to to, materially undermine the effectiveness of any of the provisions of this Agreement, the Distribution Agreement Separation Agreement, or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification indemnification, contribution, or payment pursuant to Article VI of the provisions of this Separation Agreement).
Appears in 5 contracts
Samples: Employee Matters Agreement (DOVER Corp), Employee Matters Agreement (Apergy Corp), Employee Matters Agreement
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions action (including the failure to take a reasonable action) such that the resulting effect is to materially undermine the effectiveness of any of the provisions of this Agreement, the Distribution Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification indemnification, contribution or payment pursuant to the provisions of this AgreementArticle VI).
Appears in 5 contracts
Samples: Separation and Distribution Agreement (Donnelley Financial Solutions, Inc.), Separation and Distribution Agreement (Donnelley Financial Solutions, Inc.), Separation and Distribution Agreement (LSC Communications, Inc.)
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Affiliated Group to take any actions (including the failure to take a reasonable action) such that the resulting effect is to materially undermine the effectiveness of any of the provisions of this Agreement, the Distribution any Ancillary Agreement or any other Ancillary Continuing Agreement (including adversely affecting the rights or ability of any either Party to successfully pursue indemnification indemnification, contribution or payment pursuant to the provisions of this AgreementArticle VI).
Appears in 4 contracts
Samples: Separation Agreement, Separation Agreement (Travelport LTD), Separation Agreement (Orbitz Worldwide, Inc.)
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions (including the failure to take a reasonable action) intended to, or such that the resulting effect is to to, materially undermine the effectiveness of any of the provisions of this Agreement, the Distribution Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification indemnification, contribution or payment pursuant to the provisions of this AgreementArticle VI).
Appears in 4 contracts
Samples: Separation and Distribution Agreement (DOVER Corp), Separation and Distribution Agreement (Apergy Corp), Separation and Distribution Agreement (Apergy Corp)
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, action or cause or allow any member of any such Party’s Group to take any actions (including the failure to take a reasonable action) such that the resulting effect is to materially undermine the effectiveness of any of the provisions of this Agreement, the Distribution Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification indemnification, contribution or payment pursuant to the provisions of this AgreementArticle VI).
Appears in 3 contracts
Samples: Separation and Distribution Agreement (Crane NXT, Co.), Separation and Distribution Agreement (Crane Co), Separation and Distribution Agreement (Crane Co)
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions action (including the failure to take a reasonable action) such that the resulting effect is to materially undermine the effectiveness of any of the provisions of this Agreement, the Distribution Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification or payment pursuant to the provisions of this Agreement).
Appears in 3 contracts
Samples: Transitional Trademark License Agreement (Douglas Elliman Inc.), Transitional Trademark License Agreement (Douglas Elliman Inc.), Transitional Trademark License Agreement (Douglas Elliman Inc.)
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions action (including the failure to take a reasonable action) such that the resulting effect is to materially undermine the effectiveness of any of the provisions of this Agreement, the Distribution Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification indemnification, contribution or payment pursuant to the provisions of this AgreementArticle V).
Appears in 3 contracts
Samples: Transition Services Agreement (Douglas Elliman Inc.), Transition Services Agreement (Douglas Elliman Inc.), Transition Services Agreement (Douglas Elliman Inc.)
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s 's Group to take any actions (including the failure to take a reasonable action) such that the resulting effect is to materially undermine the effectiveness of any of the provisions of this Agreement, the Distribution Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification indemnification, contribution or payment pursuant to the provisions of this AgreementArticle VI).
Appears in 2 contracts
Samples: Separation and Distribution Agreement (Trinity Industries Inc), Separation and Distribution Agreement (Arcosa, Inc.)
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions (including the failure to take a reasonable action) such that the resulting effect is to materially undermine the effectiveness of any of the provisions of this Agreement, the Separation and Distribution Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification indemnification, contribution or payment pursuant to under this Agreement, the provisions of this Separation and Distribution Agreement or any other Ancillary Agreement).
Appears in 2 contracts
Samples: Tax Matters Agreement (Wyndham Hotels & Resorts, Inc.), Tax Matters Agreement (Wyndham Hotels & Resorts, Inc.)
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions (including the failure to take a reasonable action) such that the resulting effect is to materially undermine the effectiveness of any of the provisions of this Agreement, the Distribution Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification indemnification, contribution or payment pursuant to the provisions of this AgreementArticles VI and VII).
Appears in 2 contracts
Samples: Separation and Distribution Agreement (Wyndham Destinations, Inc.), Separation and Distribution Agreement (Wyndham Hotels & Resorts, Inc.)
No Circumvention. The Parties agree not to directly or indirectly take any actionsactions or cause, allow or act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions action (including the failure to take a reasonable action) such that the resulting effect is to materially undermine the effectiveness of any of the provisions of this Agreement, the Distribution Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification or payment pursuant to the provisions of this Agreement).
Appears in 2 contracts
Samples: Employee Matters Agreement (Mastech Holdings, Inc.), Employee Matters Agreement (Mastech Holdings, Inc.)
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions (including the failure to take a reasonable action) such that the resulting effect is to materially undermine the effectiveness of any of the provisions of this Agreement, the Distribution Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification indemnification, contribution or payment pursuant to the provisions of this AgreementARTICLE VI).
Appears in 2 contracts
Samples: Separation and Distribution Agreement (American Standard Companies Inc), Separation and Distribution Agreement (WABCO Holdings Inc.)
No Circumvention. The Parties parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group Affiliate to take any actions (including the failure to take a reasonable action) ), such that the resulting effect is to undermine materially undermine the effectiveness of any of the provisions of this Agreement, the Distribution Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification or payment pursuant to the provisions of this Agreement).
Appears in 1 contract
Samples: Contribution Agreement (Griffin-American Healthcare REIT III, Inc.)
No Circumvention. The Parties agree not to directly or indirectly indirectly, intentionally and/or in bad faith, take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions (including the failure to take a reasonable action) such that the resulting effect is to materially undermine the effectiveness of any of the provisions of this Agreement, the Distribution Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification indemnification, contribution or payment pursuant to the provisions of this AgreementARTICLE VI and ARTICLE VII).
Appears in 1 contract
Samples: Separation and Distribution Agreement (Questar Corp)
