Common use of Post-Separation Services Clause in Contracts

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges that legal and other professional services will be provided following the Relevant Time which will be rendered solely for the benefit of SpecCo (or a member of its Group), MatCo (or a member of its Group) or AgCo (or a member of its Group), as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Information, the each of the Parties, on behalf of itself and each other member of its Group, agrees as follows: (i) SpecCo shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information which relates solely to the Specialty Products Business, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. SpecCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Specialty Products Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the SpecCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group; (ii) MatCo shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information which relates solely to the Materials Science Business, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. MatCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Materials Science Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the MatCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group; and (iii) AgCo shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information which relates solely to the Agriculture Business, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. AgCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Agriculture Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group.

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Time which will be rendered solely for the benefit of SpecCo (Vector or a member of its Group), MatCo (or a member of its Group) or AgCo (or a member of its Group)Spinco, as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Informationservices, the each of the Parties, on behalf of itself and each other member of its Group, agrees Parties agree as follows: (i) SpecCo Vector shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information which relates solely to the Specialty Products Vector Retained Business, whether or not the Privileged privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Vector or AgCo GroupSpinco. SpecCo Vector shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information that relates solely to the subject matter of any claims constituting Specialty Products Vector Retained Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the SpecCo GroupVector, whether or not the Privileged privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Vector or AgCo Group;Spinco; and (ii) MatCo Spinco shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information which relates solely to the Materials Science Spinco Business, whether or not the Privileged privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Vector or AgCo GroupSpinco. MatCo Spinco shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information that relates solely to the subject matter of any claims constituting Materials Science Spinco Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the MatCo GroupSpinco, whether or not the Privileged privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Vector or AgCo Group; and (iii) AgCo shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information which relates solely to the Agriculture Business, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. AgCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Agriculture Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo GroupSpinco.

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Effective Time which will be rendered solely for the benefit of SpecCo Tyco or ADT NA (or a member and/or members of its Group), MatCo (or a member of its Group) or AgCo (or a member of its Grouptheir respective Groups), as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Informationservices, the each of the Parties, on behalf of itself and each other member of its Group, agrees Parties agree as follows: (i) SpecCo Tyco shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information which relates solely to the Specialty Products Tyco Retained Business, whether or not the Privileged privileged Information is in the possession of or under the control of Tyco or ADT NA (or any member of the SpecCo Group, MatCo Group or AgCo Grouptheir respective Groups). SpecCo Tyco shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information that relates solely to the subject matter of any claims constituting Specialty Products Tyco Retained Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by Tyco (or any member of the SpecCo Tyco Group), whether or not the Privileged privileged Information is in the possession of or under the control of Tyco or ADT NA (or any member of the SpecCo their respective Group, MatCo Group or AgCo Group); (ii) MatCo ADT NA shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information which relates solely to the Materials Science ADT North American R/SB Business, whether or not the Privileged privileged Information is in the possession of or under the control of Tyco or ADT NA (or any member of the SpecCo their respective Group, MatCo Group or AgCo Group). MatCo ADT NA shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information that relates solely to the subject matter of any claims constituting Materials Science ADT North American R/SB Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by ADT NA (or any member of the MatCo ADT North American R/SB Group), whether or not the Privileged privileged Information is in the possession of or under the control of Tyco or ADT NA (or any member of the SpecCo their respective Group, MatCo Group or AgCo Group; and (iii) AgCo shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information which relates solely to the Agriculture Business, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. AgCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Agriculture Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group).

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Time which will be rendered solely for the benefit of SpecCo (RRD, LSC or a member of its Group), MatCo (or a member of its Group) or AgCo (or a member of its Group)Donnelley Financial, as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Informationservices, the each of the Parties, on behalf of itself and each other member of its Group, agrees Parties agree as follows: (i) SpecCo RRD shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information which relates solely to the Specialty Products RRD Retained Business, whether or not the Privileged privileged Information is in the possession of or under the control of any member of the SpecCo GroupRRD, MatCo Group LSC or AgCo GroupDonnelley Financial. SpecCo RRD shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information that relates solely to the subject matter of any claims constituting Specialty Products RRD Retained Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the SpecCo GroupRRD, whether or not the Privileged privileged Information is in the possession of or under the control of any member of the SpecCo GroupRRD, MatCo Group LSC or AgCo GroupDonnelley Financial; (ii) MatCo LSC shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information which relates solely to the Materials Science LSC Business, whether or not the Privileged privileged Information is in the possession of or under the control of any member of the SpecCo GroupRRD, MatCo Group LSC or AgCo GroupDonnelley Financial. MatCo LSC shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information that relates solely to the subject matter of any claims constituting Materials Science LSC Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the MatCo GroupLSC, whether or not the Privileged privileged Information is in the possession of or under the control of any member of the SpecCo GroupRRD, MatCo Group LSC or AgCo GroupDonnelley Financial; and (iii) AgCo Donnelley Financial shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information which relates solely to the Agriculture Donnelley Financial Business, whether or not the Privileged privileged Information is in the possession of or under the control of any member of the SpecCo GroupRRD, MatCo Group LSC or AgCo GroupDonnelley Financial. AgCo Donnelley Financial shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information that relates solely to the subject matter of any claims constituting Agriculture Donnelley Financial Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo GroupDonnelley Financial, whether or not the Privileged privileged Information is in the possession of or under the control of any member of the SpecCo GroupRRD, MatCo Group LSC or AgCo GroupDonnelley Financial.

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Time which will be rendered solely for the benefit of SpecCo (Tyco, Healthcare or a member of its Group), MatCo (or a member of its Group) or AgCo (or a member of its Group)Electronics, as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Informationservices, the each of the Parties, on behalf of itself and each other member of its Group, Parties agrees as follows: (i) SpecCo Tyco shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information which relates solely to the Specialty Products Tyco Retained Business, whether or not the Privileged privileged Information is in the possession of or under the control of any member of the SpecCo GroupTyco, MatCo Group Healthcare or AgCo GroupElectronics. SpecCo Tyco shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information that relates solely to the subject matter of any claims constituting Specialty Products Tyco Retained Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the SpecCo GroupTyco, whether or not the Privileged privileged Information is in the possession of or under the control of any member of the SpecCo GroupTyco, MatCo Group Healthcare or AgCo GroupElectronics; (ii) MatCo Healthcare shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information which relates solely to the Materials Science Healthcare Business, whether or not the Privileged privileged Information is in the possession of or under the control of any member of the SpecCo GroupTyco, MatCo Group Healthcare or AgCo GroupElectronics. MatCo Healthcare shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information that relates solely to the subject matter of any claims constituting Materials Science Healthcare Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the MatCo GroupHealthcare, whether or not the Privileged privileged Information is in the possession of or under the control of any member of the SpecCo GroupTyco, MatCo Group Healthcare or AgCo Group; andElectronics; (iii) AgCo Electronics shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information which relates solely to the Agriculture Electronics Business, whether or not the Privileged privileged Information is in the possession of or under the control of any member of the SpecCo GroupTyco, MatCo Group Healthcare or AgCo GroupElectronics. AgCo Electronics shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information that relates solely to the subject matter of any claims constituting Agriculture Electronics Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo GroupElectronics, whether or not the Privileged privileged Information is in the possession of or under the control of any member of the SpecCo GroupTyco, MatCo Group Healthcare or AgCo GroupElectronics.

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Effective Time which will be rendered solely for the benefit of SpecCo (Dover or a member of its Group), MatCo (Xxxxxxx or a member of its Group) their successors or AgCo (or a member of its Group)assigns, as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Informationservices, the each of the Parties, on behalf of itself and each other member of its Group, agrees Parties agree as follows: (i) SpecCo Dover shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Specialty Products Dover Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Dover or AgCo GroupXxxxxxx. SpecCo Dover shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Specialty Products Dover Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the SpecCo GroupDover, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Dover or AgCo Group;Xxxxxxx or their successors or assigns; and (ii) MatCo Xxxxxxx shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Materials Science Xxxxxxx Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Dover or AgCo GroupXxxxxxx or their successors or assigns. MatCo Xxxxxxx shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Materials Science Xxxxxxx Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the MatCo GroupXxxxxxx, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Dover or AgCo Group; and (iii) AgCo shall be entitled, in perpetuity, to control the assertion Xxxxxxx or waiver of all Privileges in connection with Privileged Information which relates solely to the Agriculture Business, whether their successors or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. AgCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Agriculture Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Groupassigns.

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Effective Time which will be rendered solely for the benefit of SpecCo Trident or Fountain (or a member and/or members of its Group), MatCo (or a member of its Group) or AgCo (or a member of its Grouptheir respective Groups), as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Informationservices, the each of the Parties, on behalf of itself and each other member of its Group, agrees Parties agree as follows: (i) SpecCo Trident shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information which relates solely to the Specialty Products Trident Retained Business, whether or not the Privileged privileged Information is in the possession of or under the control of Trident or Fountain (or any member of the SpecCo Group, MatCo Group or AgCo Grouptheir respective Groups). SpecCo Trident shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information that relates solely to the subject matter of any claims constituting Specialty Products Trident Retained Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by Trident (or any member of the SpecCo Trident Group), whether or not the Privileged privileged Information is in the possession of or under the control of Trident or Fountain (or any member of the SpecCo their respective Group, MatCo Group or AgCo Group); (ii) MatCo Fountain shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information which relates solely to the Materials Science Fountain Business, whether or not the Privileged privileged Information is in the possession of or under the control of Trident or Fountain (or any member of the SpecCo their respective Group, MatCo Group or AgCo Group). MatCo Fountain shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information that relates solely to the subject matter of any claims constituting Materials Science Fountain Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by Fountain (or any member of the MatCo Fountain Group), whether or not the Privileged privileged Information is in the possession of or under the control of Trident or Fountain (or any member of the SpecCo respective Group, MatCo Group or AgCo Group; and (iii) AgCo shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information which relates solely to the Agriculture Business, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. AgCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Agriculture Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group).

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Effective Time which to each of Dover and Apergy. The Parties further recognize that certain of such post-separation services will be rendered solely for the benefit of SpecCo (Dover or a member of its Group), MatCo (Apergy or a member of its Group) their successors or AgCo (or a member of its Group)assigns, as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Informationservices, the each of the Parties, on behalf of itself and each other member of its Group, agrees Parties agree as follows: (i) SpecCo Dover shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information which relates solely to the Specialty Products Dover Business, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Dover or AgCo GroupApergy. SpecCo Dover shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Specialty Products Dover Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings Actions initiated against or by any member of the SpecCo GroupDover, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Dover or AgCo Group;Apergy or their successors or assigns; and (ii) MatCo Apergy shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information which relates solely to the Materials Science Apergy Business, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Dover or AgCo GroupApergy or their successors or assigns. MatCo Apergy shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Materials Science Apergy Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings Actions initiated against or by any member of the MatCo GroupApergy, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Dover or AgCo Group; and (iii) AgCo shall be entitled, in perpetuity, to control the assertion Apergy or waiver of all Privileges in connection with Privileged Information which relates solely to the Agriculture Business, whether their successors or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. AgCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Agriculture Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Groupassigns.

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Effective Time which will be rendered solely for the benefit of SpecCo (SG Holdings or a member of its Group), MatCo (SG DevCo or a member of its Group) their successors or AgCo (or a member of its Group)assigns, as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Informationservices, the each of the Parties, on behalf of itself and each other member of its Group, agrees Parties agree as follows: (i) SpecCo SG Holdings shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Specialty Products SG Holdings Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group SG Holdings or AgCo GroupSG DevCo. SpecCo SG Holdings shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Specialty Products SG Holdings Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the SpecCo GroupSG Holdings, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group SG Holdings or AgCo Group;SG DevCo or their successors or assigns; and (ii) MatCo SG DevCo shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Materials Science SG DevCo Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group SG Holdings or AgCo GroupSG DevCo or their successors or assigns. MatCo SG DevCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Materials Science SG DevCo Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the MatCo GroupSG DevCo, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group SG Holdings or AgCo Group; and (iii) AgCo shall be entitled, in perpetuity, to control the assertion SG DevCo or waiver of all Privileges in connection with Privileged Information which relates solely to the Agriculture Business, whether their successors or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. AgCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Agriculture Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Groupassigns.

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Effective Time which will be rendered solely for the benefit of SpecCo (Trinity or a member of its Group), MatCo (Arcosa or a member of its Group) their successors or AgCo (or a member of its Group)assigns, as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Informationservices, the each of the Parties, on behalf of itself and each other member of its Group, agrees Parties agree as follows: (i) SpecCo Trinity shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Specialty Products Trinity Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Trinity or AgCo GroupArcosa. SpecCo Trinity shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Specialty Products Trinity Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the SpecCo GroupTrinity, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Trinity or AgCo Group;Arcosa or their successors or assigns; and (ii) MatCo Arcosa shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Materials Science Arcosa Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Trinity or AgCo GroupArcosa or their successors or assigns. MatCo Arcosa shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Materials Science Arcosa Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the MatCo GroupArcosa, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Trinity or AgCo Group; and (iii) AgCo shall be entitled, in perpetuity, to control the assertion Arcosa or waiver of all Privileges in connection with Privileged Information which relates solely to the Agriculture Business, whether their successors or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. AgCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Agriculture Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Groupassigns.

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Effective Time which will be rendered solely for the benefit of SpecCo (iGATE or a member of its Group), MatCo (Mastech or a member of its Group) their successors or AgCo (or a member of its Group)assigns, as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged InformationSeparation services, the each of the Parties, on behalf of itself and each other member of its Group, agrees Parties agree as follows: (i) SpecCo iGATE shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Specialty Products iGATE Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group iGATE or AgCo GroupMastech. SpecCo iGATE shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Specialty Products iGATE Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the SpecCo GroupiGATE, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group iGATE or AgCo Group;Mastech or their successors or assigns; and (ii) MatCo Mastech shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Materials Science Mastech Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group iGATE or AgCo GroupMastech or their successors or assigns. MatCo Mastech shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Materials Science Mastech Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the MatCo GroupMastech, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group iGATE or AgCo Group; and (iii) AgCo shall be entitled, in perpetuity, to control the assertion Mastech or waiver of all Privileges in connection with Privileged Information which relates solely to the Agriculture Business, whether their successors or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. AgCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Agriculture Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Groupassigns.

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Time which will be rendered solely for the benefit of SpecCo (Tyco, Healthcare or a member of its Group), MatCo (or a member of its Group) or AgCo (or a member of its Group)Electronics, as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Informationservices, the each of the Parties, on behalf of itself and each other member of its Group, Parties agrees as follows: (i) SpecCo Tyco shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Specialty Products Tyco Retained Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo GroupTyco, MatCo Group Healthcare or AgCo GroupElectronics. SpecCo Tyco shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Specialty Products Tyco Retained Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the SpecCo GroupTyco, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo GroupTyco, MatCo Group Healthcare or AgCo GroupElectronics; (ii) MatCo Healthcare shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Materials Science Healthcare Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo GroupTyco, MatCo Group Healthcare or AgCo GroupElectronics. MatCo Healthcare shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Materials Science Healthcare Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the MatCo GroupHealthcare, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo GroupTyco, MatCo Group Healthcare or AgCo Group; andElectronics; (iii) AgCo Electronics shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Agriculture Electronics Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo GroupTyco, MatCo Group Healthcare or AgCo GroupElectronics. AgCo Electronics shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Agriculture Electronics Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo GroupElectronics, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo GroupTyco, MatCo Group Healthcare or AgCo GroupElectronics.

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Effective Time which will be rendered solely for the benefit of SpecCo (Infrastructurco or a member of its Group), MatCo (Flowco or a member of its Group) their successors or AgCo (or a member of its Group)assigns, as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Informationservices, the each of the Parties, on behalf of itself and each other member of its Group, agrees Parties agree as follows: (i) SpecCo Infrastructurco shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Specialty Products Infrastructurco Business, whether or not the Privileged Information privileged information is in the possession of or under the control of Infrastructurco or Flowco or any member of the SpecCo Group, MatCo its Group or AgCo Grouptheir respective successors or assigns. SpecCo Infrastructurco shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Specialty Products Infrastructurco Liabilities, now pending or which may be asserted in the future, in any Action, lawsuits or other proceedings initiated against or by Infrastructurco or any member of its Group, whether or not the privileged information is in the possession of or under the control of Infrastructurco or Flowco or any member of its Group or their respective successors or assigns; and (ii) Flowco shall be entitled, in perpetuity, to control the assertion or waiver of all privileges in connection with privileged information which relates solely to the Flowco Business, whether or not the privileged information is in the possession of or under the control of Infrastructurco or Flowco or their successors or assigns. Flowco shall also be entitled, in perpetuity, to control the assertion or waiver of all privileges in connection with privileged information that relates solely to the subject matter of any claims constituting Flowco Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by Flowco or any member of the SpecCo its Group, whether or not the Privileged Information privileged information is in the possession of or under the control of Infrastructurco or Flowco or any member of the SpecCo Group, MatCo its Group or AgCo Group; (ii) MatCo shall be entitled, in perpetuity, to control the assertion their respective successors or waiver of all Privileges in connection with Privileged Information which relates solely to the Materials Science Business, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. MatCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Materials Science Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the MatCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group; andassigns. (iii) AgCo The Parties agree that they shall have a shared privilege, with equal right to assert or waive, subject to the restrictions in this Section 7.5, with respect to all privileges not allocated pursuant to the terms of Section 7.5(b)(i) and 7.5(b)(ii). All privileges relating to any claims, proceedings, litigation, disputes, or other matters which involve both Infrastructurco and Flowco in respect of which both Parties retain any responsibility or Liability under this Agreement, shall be entitled, in perpetuity, subject to control the assertion or waiver of all Privileges in connection with Privileged Information which relates solely to the Agriculture Business, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. AgCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Agriculture Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Groupa shared privilege among them.

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Time which will be rendered solely for the benefit of SpecCo (Cendant, Realogy, Wyndham or a member of its Group), MatCo (or a member of its Group) or AgCo (or a member of its Group)Travelport, as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Informationservices, the each of the Parties, on behalf of itself and each other member of its Group, Parties agrees as follows: (i) SpecCo Cendant shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Specialty Products Vehicle Rental Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo GroupCendant, MatCo Group Realogy, Wyndham or AgCo GroupTravelport. SpecCo Cendant shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Specialty Products Vehicle Rental Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the SpecCo GroupCendant, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo GroupCendant, MatCo Group Realogy, Wyndham or AgCo GroupTravelport; (ii) MatCo Realogy shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Materials Science Real Estate Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo GroupCendant, MatCo Group Realogy, Wyndham or AgCo GroupTravelport. MatCo Realogy shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Materials Science Real Estate Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the MatCo GroupRealogy, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo GroupCendant, MatCo Group Realogy, Wyndham or AgCo Group; andTravelport; (iii) AgCo Wyndham shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Agriculture Hospitality Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo GroupCendant, MatCo Group Realogy, Wyndham or AgCo GroupTravelport. AgCo Wyndham shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Agriculture Hospitality Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo GroupWyndham, whether or not the Privileged Information privileged information is in the possession of or under the control of Cendant, Realogy, Wyndham or Travelport; and (iv) Travelport shall be entitled, in perpetuity, to control the assertion or waiver of all privileges in connection with privileged information which relates solely to the Travel Business, whether or not the privileged information is in the possession of or under the control of Cendant, Realogy, Wyndham or Travelport. Travelport shall also be entitled, in perpetuity, to control the assertion or waiver of all privileges in connection with privileged information that relates solely to the subject matter of any member claims constituting Travel Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by Travel, whether or not the privileged information is in the possession of or under the SpecCo Groupcontrol of Cendant, MatCo Group Realogy, Wyndham or AgCo GroupTravelport.

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Effective Time which will be rendered solely for the benefit of SpecCo (ASD or a member of its Group), MatCo (WABCO or a member of its Group) their successors or AgCo (or a member of its Group)assigns, as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Informationservices, the each of the Parties, on behalf of itself and each other member of its Group, agrees Parties agree as follows: (i) SpecCo ASD shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Specialty Products Remainco Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group ASD or AgCo GroupWABCO. SpecCo ASD shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Specialty Products Remainco Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the SpecCo GroupASD, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group ASD or AgCo Group;WABCO or their successors or assigns; and (ii) MatCo WABCO shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Materials Science VCS Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group ASD or AgCo GroupWABCO or their successors or assigns. MatCo WABCO shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Materials Science VCS Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the MatCo GroupWABCO, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group ASD or AgCo Group; and (iii) AgCo shall be entitled, in perpetuity, to control the assertion WABCO or waiver of all Privileges in connection with Privileged Information which relates solely to the Agriculture Business, whether their successors or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. AgCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Agriculture Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Groupassigns.

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Time Effective Time, which services will be rendered solely for the benefit of SpecCo (the INSW Group or a member of its the OSG Group), MatCo (or a member of its Group) or AgCo (or a member of its Group), as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Informationservices, the each of the Parties, on behalf of itself and each other member of its Group, agrees Parties agree as follows: (i) SpecCo INSW shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges and immunities in connection with any Privileged Information which that relates solely to the Specialty Products BusinessINSW Business that constitute INSW Assets and not to the OSG Business that constitute OSG Assets, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo INSW Group or AgCo any member of the OSG Group. SpecCo INSW shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges and immunities in connection with any Privileged Information that relates solely to the subject matter of any claims constituting Specialty Products Liabilities, INSW Liabilities resulting from any Actions that are now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the SpecCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo INSW Group or AgCo any member of the OSG Group;; and (ii) MatCo OSG shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges and immunities in connection with any Privileged Information which that relates solely to the Materials Science BusinessOSG Business that constitute OSG Assets and not to the INSW Business that constitute INSW Assets, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo OSG Group or AgCo any member of the INSW Group. MatCo OSG shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges and immunities in connection with any Privileged Information that relates solely to the subject matter of any claims constituting Materials Science Liabilities, OSG Liabilities resulting from any Actions that are now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the MatCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo OSG Group or AgCo any member of the INSW Group; and. (iii) AgCo If the Parties do not agree as to whether certain Information is Privileged Information, then such Information shall be entitledtreated as Privileged Information, in perpetuity, and the Party that believes that such information is Privileged Information shall be entitled to control the assertion or waiver of all Privileges privileges and immunities in connection with Privileged any such Information which unless the Parties otherwise agree. The Parties shall use the procedures set forth in ‎Article VII to resolve any disputes as to whether any information relates (A) solely to the Agriculture INSW Business, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. AgCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates (B) solely to the subject matter of any claims constituting Agriculture Liabilities, now pending OSG Business or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group(C) to both.

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Effective Time which will be rendered solely for the benefit of SpecCo BX or PJT LP (or a member of its Group), MatCo (or a member of its Group) or AgCo (or a member of its Groupand/or their respective Affiliates), as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Informationservices, the each of the Parties, on behalf of itself and each other member of its Group, agrees Parties agree as follows: (i) SpecCo BX shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information which relates solely to the Specialty Products Blackstone Retained Business, whether or not the Privileged privileged Information is in the possession of or under the control of BX or PJT LP (or any member of the SpecCo Group, MatCo Group or AgCo Grouptheir respective Affiliates). SpecCo BX shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information that relates solely to the subject matter of any claims constituting Specialty Products Blackstone Retained Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by BX (or any member of the SpecCo Groupits Affiliates), whether or not the Privileged privileged Information is in the possession of or under the control of BX or PJT LP (or any member of the SpecCo Group, MatCo Group or AgCo Grouptheir respective Affiliates); (ii) MatCo PJT LP shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information which relates solely to the Materials Science Carbon Business, whether or not the Privileged privileged Information is in the possession of or under the control of BX or PJT LP (or any member of the SpecCo Group, MatCo Group or AgCo Grouptheir respective Affiliates). MatCo PJT LP shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information that relates solely to the subject matter of any claims constituting Materials Science Carbon Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by PJT LP (or any member of the MatCo PJT Group), whether or not the Privileged privileged Information is in the possession of or under the control of BX or PJT LP (or any member of the SpecCo Group, MatCo Group or AgCo Group; and (iii) AgCo shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information which relates solely to the Agriculture Business, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. AgCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Agriculture Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Grouptheir respective Affiliates).

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Effective Time which will be rendered solely for the benefit of SpecCo (AFC Gamma or a member of its Group), MatCo (SUNS or a member of its Group) their successors or AgCo (or a member of its Group)assigns, as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Informationservices, the each of the Parties, on behalf of itself and each other member of its Group, agrees Parties agree as follows: (i) SpecCo AFC Gamma shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Specialty Products AFC Gamma Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group AFC Gamma or AgCo GroupSUNS. SpecCo AFC Gamma shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Specialty Products AFC Gamma Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the SpecCo GroupAFC Gamma, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group AFC Gamma or AgCo Group;SUNS or their successors or assigns; and (ii) MatCo SUNS shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Materials Science SUNS Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group AFC Gamma or AgCo GroupSUNS or their successors or assigns. MatCo SUNS shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Materials Science SUNS Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the MatCo GroupSUNS, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group AFC Gamma or AgCo Group; and (iii) AgCo shall be entitled, in perpetuity, to control the assertion SUNS or waiver of all Privileges in connection with Privileged Information which relates solely to the Agriculture Business, whether their successors or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. AgCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Agriculture Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Groupassigns.

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Effective Time which will be rendered solely for the benefit of SpecCo one or more of Trident, Fountain and Athens NA (and/or one or a member more members of its Group), MatCo (or a member of its Group) or AgCo (or a member of its Grouptheir respective Groups), as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Informationservices, the each of the Parties, on behalf of itself and each other member of its Group, agrees Parties agree as follows: (i) SpecCo Trident shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information which relates solely to the Specialty Products Trident Retained Business (other than to the extent relating solely to the Athens North American R/SB Business, which shall be controlled by Athens NA as provided below), whether or not the Privileged privileged Information is in the possession of or under the control of Trident, Athens NA or Fountain (or any member of the SpecCo Group, MatCo Group or AgCo Grouptheir respective Groups). SpecCo Trident shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information that relates solely to the subject matter of any claims constituting Specialty Products Trident Retained Liabilities (other than Athens North American R/SB Liabilities, which shall be controlled by Athens NA as provided below), now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by Trident (or any member of the Trident Group), whether or not the privileged Information is in the possession of or under the control of Trident, Athens NA or Fountain (or any member of their respective Groups); (ii) Fountain shall be entitled, in perpetuity, to control the assertion or waiver of all privileges in connection with privileged Information which relates solely to the Fountain Business, whether or not the privileged Information is in the possession of or under the control of Trident, Athens NA or Fountain (or any member of their respective Groups). Fountain shall also be entitled, in perpetuity, to control the assertion or waiver of all privileges in connection with privileged Information that relates solely to the subject matter of any claims constituting Fountain Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by Fountain (or any member of the SpecCo Fountain Group), whether or not the Privileged privileged Information is in the possession of or under the control of Trident, Fountain or Athens NA (or any member of the SpecCo Group, MatCo Group or AgCo Group;their respective Groups). (iiiii) MatCo Athens NA shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information which relates solely to the Materials Science Athens North American R/SB Business, whether or not the Privileged privileged Information is in the possession of or under the control of Trident, Athens NA or Fountain (or any member of the SpecCo their respective Group, MatCo Group or AgCo Group). MatCo Athens NA shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged privileged Information that relates solely to the subject matter of any claims constituting Materials Science Athens North American R/SB Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by Athens NA (or any member of the MatCo Athens North American R/SB Group), whether or not the Privileged privileged Information is in the possession of or under the control of Trident, Fountain or Athens NA (or any member of the SpecCo Group, MatCo Group or AgCo Group; and (iii) AgCo shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information which relates solely to the Agriculture Business, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. AgCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Agriculture Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Grouptheir respective Groups).

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Time which will be rendered solely for the benefit of SpecCo (Temple-Inland, Forestar or a member of its Group), MatCo (or a member of its Group) or AgCo (or a member of its Group)Guaranty, as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged InformationSeparation services, the each of the Parties, on behalf of itself and each other member of its Group, Parties agrees as follows: (i) SpecCo Forestar shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Specialty Products Real Estate Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo GroupTemple-Inland, MatCo Group Forestar, or AgCo GroupGuaranty. SpecCo Forestar shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Specialty Products Real Estate Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the SpecCo GroupForestar, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo GroupTemple-Inland, MatCo Group Forestar, or AgCo GroupGuaranty; (ii) MatCo Guaranty shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Materials Science Financial Services Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo GroupTemple-Inland, MatCo Group Forestar, or AgCo GroupGuaranty. MatCo Guaranty shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Materials Science Guaranty Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the MatCo GroupGuaranty, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo GroupTemple-Inland, MatCo Group Forestar, or AgCo GroupGuaranty; and (iii) AgCo Temple-Inland shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Agriculture Retained Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo GroupTemple-Inland, MatCo Group Forestar, or AgCo GroupGuaranty. AgCo Temple-Inland shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Agriculture Retained Business Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo GroupTemple-Inland, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo GroupTemple-Inland, MatCo Group Forestar, or AgCo GroupGuaranty.

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges that legal and other professional services will be provided following the Relevant Time which will be rendered solely for the benefit of SpecCo (or a member of its Group), MatCo IP RemainCo (or a member of its Group) or AgCo Product SpinCo (or a member of its Group), as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more both Groups. With respect to such post-separation services and related Privileged Information, the each of the Parties, on behalf of itself and each other member of its Group, agrees as follows: (i) SpecCo IP RemainCo shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information which relates solely to the Specialty Products IP Business, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo IP RemainCo Group or AgCo Product SpinCo Group. SpecCo IP RemainCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Specialty Products IP Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the SpecCo IP RemainCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo IP RemainCo Group or AgCo Product SpinCo Group;; and (ii) MatCo Product SpinCo shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information which relates solely to the Materials Science Product Business, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo IP RemainCo Group or AgCo Product SpinCo Group. MatCo Product SpinCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Materials Science Product Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the MatCo Product SpinCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo IP RemainCo Group or AgCo Group; and (iii) AgCo shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information which relates solely to the Agriculture Business, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. AgCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Agriculture Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Product SpinCo Group.

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Effective Time which will be rendered solely for the benefit of SpecCo (Vinco or a member of its Group), MatCo (Cryptyde or a member of its Group) their successors or AgCo (or a member of its Group)assigns, as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Informationservices, the each of the Parties, on behalf of itself and each other member of its Group, agrees Parties agree as follows: (i) SpecCo Vinco shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Specialty Products Vinco Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Vinco or AgCo GroupCryptyde. SpecCo Vinco shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Specialty Products Vinco Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the SpecCo GroupVinco, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Vinco or AgCo Group;Cryptyde or their successors or assigns; and (ii) MatCo Cryptyde shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Materials Science Cryptyde Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Vinco or AgCo GroupCryptyde or their successors or assigns. MatCo Cryptyde shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Materials Science Cryptyde Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the MatCo GroupCryptyde, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Vinco or AgCo Group; and (iii) AgCo shall be entitled, in perpetuity, to control the assertion Cryptyde or waiver of all Privileges in connection with Privileged Information which relates solely to the Agriculture Business, whether their successors or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. AgCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Agriculture Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Groupassigns.

Post-Separation Services. Each Party, on behalf of itself and each other member of its Group, acknowledges The Parties recognize that legal and other professional services will be provided following the Relevant Effective Time which will be rendered solely for the benefit of SpecCo (Entergy or a member of its Group), MatCo (or a member of its Group) or AgCo (or a member of its Group)Enexus, as the case may be, while other such post-separation services following the Relevant Time may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve members of two or more Groups. With respect to such post-separation services and related Privileged Informationservices, the each of the Parties, on behalf of itself and each other member of its Group, Parties agrees as follows: (i) SpecCo Entergy shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Specialty Products Retained Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Entergy or AgCo GroupEnexus. SpecCo Entergy shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Specialty Products Retained Business Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the SpecCo GroupEntergy, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Entergy or AgCo Group;Enexus; and (ii) MatCo Enexus shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information which relates solely to the Materials Science Non-Utility Nuclear Business, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Entergy or AgCo GroupEnexus. MatCo Enexus shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges privileges in connection with Privileged Information privileged information that relates solely to the subject matter of any claims constituting Materials Science Non-Utility Nuclear Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the MatCo GroupEnexus, whether or not the Privileged Information privileged information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group Entergy or AgCo Group; and (iii) AgCo shall be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information which relates solely to the Agriculture Business, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo Group. AgCo shall also be entitled, in perpetuity, to control the assertion or waiver of all Privileges in connection with Privileged Information that relates solely to the subject matter of any claims constituting Agriculture Liabilities, now pending or which may be asserted in the future, in any lawsuits or other proceedings initiated against or by any member of the AgCo Group, whether or not the Privileged Information is in the possession of or under the control of any member of the SpecCo Group, MatCo Group or AgCo GroupEnexus.