Common use of Notwithstanding Sections 2 Clause in Contracts

Notwithstanding Sections 2. 5 and 5.2 of this Agreement, MatCo acknowledges on behalf of itself and the other members of its Group that (i) the Transfer or delivery of the Specialty Products Assets owned or possessed by members of the MatCo Group, (ii) the provision of access to Information that SpecCo has, pursuant to this Agreement or any Designated Ancillary Agreement, the right to access, and (iii) the provision of access to Information that SpecCo has, pursuant to this Agreement or any Ancillary Agreement, the right to use, in each case (clauses (i)-(iii)), as set forth on Schedule 2.6(j), has not been consummated at or prior to the Effective Time and MatCo shall effect such Transfers, delivery and provision of access to SpecCo (or its designee) as promptly following the Effective Time as shall be practicable (and in any event, prior to the time set forth therefor on Schedule 2.6(j)) and otherwise in accordance with Section 2.6(a) (in respect of the Transfer of the Specialty Products Assets) and the other applicable provisions of this Agreement and the applicable Ancillary Agreements (including the Service Addendum regarding Access to Information and Records set forth in each of the General Services Agreements).

Appears in 3 contracts

Samples: Separation and Distribution Agreement (Corteva, Inc.), Separation and Distribution Agreement (DowDuPont Inc.), Separation and Distribution Agreement (Dow Inc.)

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Notwithstanding Sections 2. 5 and 5.2 of this Agreement, MatCo each of AgCo and SpecCo acknowledges on behalf of itself and the other members of its Group that (i) the Transfer or delivery of the Specialty Products Materials Science Assets owned or possessed by either members of the MatCo AgCo Group or members of the SpecCo Group, respectively, (ii) the provision of access to Information that SpecCo MatCo has, pursuant to this Agreement or any Designated Ancillary Agreement, the right to access, and (iii) the provision of access to Information that SpecCo MatCo has, pursuant to this Agreement or any Ancillary Agreement, the right to use, in each case (clauses (i)-(iii)), as set forth on Schedule 2.6(j), 2.6(k) has not been consummated at or prior to the Effective Time and MatCo each of AgCo and SpecCo, respectively, shall effect such Transfers, delivery and provision of access to SpecCo MatCo (or its designee) as promptly following the Effective Time as shall be practicable (and in any event, prior to the time set forth therefor on Schedule 2.6(j2.6(k)) and otherwise in accordance with Section 2.6(a) (in respect of the Transfer of the Specialty Products Materials Science Assets) and the other applicable provisions of this Agreement and the applicable Ancillary Agreements (including the Service Addendum regarding Access to Information and Records set forth in each of the General Services Agreements).

Appears in 3 contracts

Samples: Separation and Distribution Agreement (Corteva, Inc.), Separation and Distribution Agreement (DowDuPont Inc.), Separation and Distribution Agreement (Dow Inc.)

Notwithstanding Sections 2. 5 and 5.2 of this Agreement, MatCo acknowledges on behalf of itself and the other members of its Group that (i) the Transfer or delivery of the Specialty Products Agriculture Assets owned or possessed by members of the MatCo Group, (ii) the provision of access to Information that SpecCo AgCo has, pursuant to this Agreement or any Designated Ancillary Agreement, the right to access, access and (iii) the provision of access to Information that SpecCo AgCo has, pursuant to this Agreement or any Ancillary Agreement, the right to use, in each case (clauses (i)-(iii)), as set forth on Schedule 2.6(j2.6(i), has not been consummated at or prior to the Effective Time and MatCo shall effect such Transfers, delivery and provision of access to SpecCo AgCo (or its designee) as promptly following the Effective Time as shall be practicable (and in any event, prior to the time set forth therefor on Schedule 2.6(j2.6(i)) and otherwise in accordance with Section 2.6(a) (in respect of the Transfer of the Specialty Products Agriculture Assets) and the other applicable provisions of this Agreement and the applicable Ancillary Agreements (including the Service Addendum regarding Access to Information and Records set forth in each of the General Services Agreements).

Appears in 2 contracts

Samples: Separation and Distribution Agreement (Corteva, Inc.), Separation and Distribution Agreement (Dow Inc.)

Notwithstanding Sections 2. 5 and 5.2 of this Agreement, MatCo each of AgCo and SpecCo acknowledges on behalf of itself and the other members of its Group that (i) the Transfer or delivery of the Specialty Products Materials Science Assets owned or possessed by either members of the MatCo AgCo Group or members of the SpecCo Group, respectively, (ii) the provision of access to Information that SpecCo MatCo has, pursuant to this Agreement or any Designated Ancillary Agreement, the right to access, and (iii) the provision of access to Information that SpecCo MatCo has, pursuant to this Agreement or any Ancillary Agreement, the right to use, in each case (clauses (i)-(iii)), as set forth on Schedule 2.6(j), 2.6(k) has not been consummated at or prior to the Effective Time and MatCo each of AgCo and SpecCo, respectively, shall effect such Transfers, delivery and provision of access to SpecCo MatCo (or its designee) as promptly following the Effective Time as shall be practicable (and in any event, prior to the time set forth therefor on Schedule 2.6(j2.6(k)) and otherwise in accordance with Section 2.6(a) (in respect of the Transfer of the Specialty Products Materials Science Assets) and the other applicable provisions of this Agreement and the applicable Ancillary Agreements (including the Service Addendum regarding Access to Information and Records set forth in each of the General Services Agreements).

Appears in 2 contracts

Samples: Separation and Distribution Agreement (Corteva, Inc.), Separation and Distribution Agreement (Dow Inc.)

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Notwithstanding Sections 2. 5 and 5.2 of this Agreement, MatCo acknowledges on behalf of itself and the other members of its Group that (i) the Transfer or delivery of the Specialty Products Assets owned or possessed by members of the MatCo Group, (ii) the provision of access to Information that SpecCo has, pursuant to this Agreement or any Designated Ancillary Agreement, the right to access, and (iii) the provision of access to Information that SpecCo has, pursuant to this Agreement or any Ancillary Agreement, the right to use, in each case (clauses (i)-(iii)), as set forth on Schedule 2.6(j), has not been consummated at or prior to the Effective Time and MatCo shall effect such Transfers, delivery and provision of access to SpecCo (or its designee) as promptly following the Effective Time as shall be practicable (and in any event, prior to the time set forth therefor on Schedule 2.6(j)) and otherwise in accordance with Section 2.6(a) (in respect of the Transfer of the Specialty Products Assets) and the other applicable provisions of this Agreement and the applicable Ancillary Agreements (including the Service Addendum regarding Access to Information and Records set forth in each of the General Services Agreements).

Appears in 2 contracts

Samples: Separation and Distribution Agreement (Corteva, Inc.), Separation and Distribution Agreement (Dow Inc.)

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