Common use of Post-Separation Services Clause in Contracts

Post-Separation Services. The Parties recognize that legal and other professional services will be provided following the Separation Time to each of Air Products and Versum. The Parties further recognize that certain of such post-separation services will be rendered solely for the benefit of Air Products or Versum, as the case may be, while other such post-separation services may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve both Air Products and Versum. With respect to such post-separation services and related Privileged Information, the Parties agree as follows: (i) All Privileged Information relating to any claims, proceedings, litigation, disputes, or other matters which involve both Air Products and Versum shall be subject to a shared Privilege among the Parties involved in the claims, proceedings, litigation, disputes, or other matters at issue; and (ii) Except as otherwise provided in Section 7.7(b)(i), Privileged Information relating to post-separation services provided solely to one of Air Products or Versum shall not be deemed shared between the Parties; provided that the foregoing shall not be construed or interpreted to restrict the right or authority of the Parties (x) to enter into any further agreement, not otherwise inconsistent with the terms of this Agreement, concerning the sharing of Privileged Information or (y) otherwise to share Privileged Information without waiving any Privilege which could be asserted under applicable Law.

Appears in 6 contracts

Samples: Separation Agreement, Separation Agreement (Versum Materials, Inc.), Separation Agreement (Versum Materials, Inc.)

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Post-Separation Services. The Parties recognize that legal and other professional services will be provided following the Separation Effective Time to each of Air Products Delta and VersumUltra. The Parties further recognize that certain of such post-separation services will be rendered solely for the benefit of Air Products Delta or VersumUltra, as the case may be, while other such post-separation services may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve both Air Products Delta and VersumUltra. With respect to such post-separation services and related Privileged Information, the Parties agree as follows: (i) All Privileged Information relating to any claims, proceedings, litigation, disputes, or other matters which involve both Air Products Delta and Versum Ultra shall be subject to a shared Privilege among between the Parties involved in the claims, proceedings, litigation, disputes, or other matters at issue; and (ii) Except as otherwise provided in Section 7.7(b)(i7.6(b)(i), Privileged Information relating to post-separation services provided solely to one of Air Products Delta or Versum Ultra shall not be deemed shared between the Parties; , provided that the foregoing shall not be construed or interpreted to restrict the right or authority of the Parties (x) to enter into any further agreement, not otherwise inconsistent with the terms of this Agreement, concerning the sharing of Privileged Information or (y) otherwise to share Privileged Information without waiving any Privilege which could be asserted under applicable Law.

Appears in 4 contracts

Samples: Separation and Distribution Agreement (Perspecta Inc.), Separation and Distribution Agreement, Separation and Distribution Agreement (Perspecta Inc.)

Post-Separation Services. The Parties recognize that legal and other professional services will be provided following the Separation Effective Time to each of Air Products Xxxxxxx International and VersumXxxxxxx Electronics. The Parties further recognize that certain of such post-separation services will be rendered solely for the benefit of Air Products Xxxxxxx International or VersumXxxxxxx Electronics, as the case may be, while other such post-separation services may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve both Air Products Xxxxxxx International and VersumXxxxxxx Electronics. With respect to such post-separation services and related Privileged Information, the Parties agree as follows: (i) All Privileged Information relating to any claims, proceedings, litigation, disputes, or other matters which involve both Air Products Xxxxxxx International and Versum Xxxxxxx Electronics shall be subject to a shared Privilege among the Parties involved in the claims, proceedings, litigation, disputes, or other matters at issue; and (ii) Except as otherwise provided in Section 7.7(b)(i), Privileged Information relating to post-separation services provided solely to one of Air Products Xxxxxxx International or Versum Xxxxxxx Electronics shall not be deemed shared between the Parties; provided , provided, that the foregoing shall not be construed or interpreted to restrict the right or authority of the Parties (x) to enter into any further agreement, not otherwise inconsistent with the terms of this Agreement, concerning the sharing of Privileged Information or (y) otherwise to share Privileged Information without waiving any Privilege which could be asserted under applicable Law.

Appears in 4 contracts

Samples: Separation and Distribution Agreement (Kimball International Inc), Separation and Distribution Agreement (Kimball Electronics, Inc.), Separation and Distribution Agreement (Kimball Electronics, Inc.)

Post-Separation Services. The Parties recognize that legal and other professional services will be provided following the Separation Effective Time to each of Air Products DuPont and VersumChemours. The Parties further recognize that certain of such post-separation services will be rendered solely for the benefit of Air Products DuPont or VersumChemours, as the case may be, while other such post-separation services may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve both Air Products DuPont and VersumChemours. With respect to such post-separation services and related Privileged Information, the Parties agree as follows: (i) All Privileged Information relating to any claims, proceedings, litigation, disputes, or other matters which involve both Air Products DuPont and Versum Chemours shall be subject to a shared Privilege among the Parties involved in the claims, proceedings, litigation, disputes, or other matters at issue; and (ii) Except as otherwise provided in Section 7.7(b)(i), Privileged Information relating to post-separation services provided solely to one of Air Products DuPont or Versum Chemours shall not be deemed shared between the Parties; provided , provided, that the foregoing shall not be construed or interpreted to restrict the right or authority of the Parties (x) to enter into any further agreement, not otherwise inconsistent with the terms of this Agreement, concerning the sharing of Privileged Information or (y) otherwise to share Privileged Information without waiving any Privilege which could be asserted under applicable Law.

Appears in 3 contracts

Samples: Separation Agreement (Dupont E I De Nemours & Co), Separation Agreement (Chemours Co), Separation Agreement (Chemours Company, LLC)

Post-Separation Services. The Parties recognize that legal and other professional services will be provided following the Separation Effective Time to each of Air Products IR and VersumAllegion. The Parties further recognize that certain of such post-separation services will be rendered solely for the benefit of Air Products IR or VersumAllegion, as the case may be, while other such post-separation services may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve both Air Products IR and VersumAllegion. With respect to such post-separation services and related Privileged Information, the Parties agree as follows: (i) All Privileged Information relating to any claims, proceedings, litigation, disputes, or other matters which involve both Air Products IR and Versum Allegion shall be subject to a shared Privilege among the Parties involved in the claims, proceedings, litigation, disputes, or other matters at issue; and (ii) Except as otherwise provided in Section 7.7(b)(i), Privileged Information relating to post-separation services provided solely to one of Air Products IR or Versum Allegion shall not be deemed shared between the Parties; provided , provided, that the foregoing shall not be construed or interpreted to restrict the right or authority of the Parties (x) to enter into any further agreement, not otherwise inconsistent with the terms of this Agreement, concerning the sharing of Privileged Information or (y) otherwise to share Privileged Information without waiving any Privilege which could be asserted under applicable Law.

Appears in 3 contracts

Samples: Separation and Distribution Agreement (Allegion PLC), Separation and Distribution Agreement (Ingersoll-Rand PLC), Separation and Distribution Agreement (Allegion PLC)

Post-Separation Services. The Parties recognize that legal and other professional services will be provided following the Separation Effective Time to each of Air Products Leidos and VersumNew SAIC. The Parties further recognize that certain of such post-separation services will be rendered solely for the benefit of Air Products Leidos or VersumNew SAIC, as the case may be, while other such post-separation services may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve both Air Products Leidos and VersumNew SAIC. With respect to such post-separation services and related Privileged Information, the Parties agree as follows: (i) All Privileged Information relating to any claims, proceedings, litigation, disputes, or other matters which involve both Air Products Leidos and Versum New SAIC shall be subject to a shared Privilege among between the Parties involved in the claims, proceedings, litigation, disputes, or other matters at issue; and (ii) Except as otherwise provided in Section 7.7(b)(i8.7(b)(i), Privileged Information relating to post-separation services provided solely to one of Air Products Leidos or Versum New SAIC shall not be deemed shared between the Parties; provided , provided, that the foregoing shall not be construed or interpreted to restrict the right or authority of the Parties (x) to enter into any further agreement, not otherwise inconsistent with the terms of this Agreement, concerning the sharing of Privileged Information or (y) otherwise to share Privileged Information without waiving any Privilege which could be asserted under applicable Law.

Appears in 3 contracts

Samples: Distribution Agreement, Distribution Agreement (Leidos, Inc.), Distribution Agreement (SAIC Gemini, Inc.)

Post-Separation Services. The Parties recognize that legal and other professional services will be provided following the Separation Effective Time to each of Air Products CSC and VersumComputer Sciences GS. The Parties further recognize that certain of such post-separation services will be rendered solely for the benefit of Air Products CSC or VersumComputer Sciences GS, as the case may be, while other such post-separation services may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve both Air Products CSC and VersumComputer Sciences GS. With respect to such post-separation services and related Privileged Information, the Parties agree as follows: (i) All Privileged Information relating to any claims, proceedings, litigation, disputes, or other matters which involve both Air Products CSC and Versum Computer Sciences GS shall be subject to a shared Privilege among between the Parties involved in the claims, proceedings, litigation, disputes, or other matters at issue; and (ii) Except as otherwise provided in Section 7.7(b)(i8.6(b)(i), Privileged Information relating to post-separation services provided solely to one of Air Products CSC or Versum Computer Sciences GS shall not be deemed shared between the Parties; , provided that the foregoing shall not be construed or interpreted to restrict the right or authority of the Parties (x) to enter into any further agreement, not otherwise inconsistent with the terms of this Agreement, concerning the sharing of Privileged Information or (y) otherwise to share Privileged Information without waiving any Privilege which could be asserted under applicable Law.

Appears in 3 contracts

Samples: Separation and Distribution Agreement (Computer Sciences Government Services Inc.), Agreement and Plan of Merger (Computer Sciences Corp), Agreement and Plan of Merger (Sra International, Inc.)

Post-Separation Services. The Parties recognize that legal and other professional services will be provided following the Separation Effective Time to each of Air Products Xxxxxxx and VersumFortive. The Parties further recognize that certain of such post-separation services will be rendered solely for the benefit of Air Products Xxxxxxx or VersumFortive, as the case may be, while other such post-separation services may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve both Air Products Xxxxxxx and VersumFortive. With respect to such post-separation services and related Privileged Information, the Parties agree as follows: (i) All Privileged Information relating to any claims, proceedings, litigation, disputes, or other matters which involve both Air Products Xxxxxxx and Versum Fortive shall be subject to a shared Privilege among the Parties involved in the claims, proceedings, litigation, disputes, or other matters at issue; and (ii) Except as otherwise provided in Section 7.7(b)(i), Privileged Information relating to post-separation services provided solely to one of Air Products Xxxxxxx or Versum Fortive shall not be deemed shared between the Parties; provided , provided, that the foregoing shall not be construed or interpreted to restrict the right or authority of the Parties (x) to enter into any further agreement, not otherwise inconsistent with the terms of this Agreement, concerning the sharing of Privileged Information or (y) otherwise to share Privileged Information without waiving any Privilege which could be asserted under applicable Law.

Appears in 2 contracts

Samples: Separation and Distribution Agreement, Separation and Distribution Agreement (Fortive Corp)

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Post-Separation Services. The Parties recognize that legal and other professional services will be provided following the Separation Effective Time to each of Air Products Parent and VersumSpinCo. The Parties further recognize that certain of such post-separation services will be rendered solely for the benefit of Air Products Parent or VersumSpinCo, as the case may be, while other such post-separation services may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve both Air Products Parent and VersumSpinCo. With respect to such post-separation services and related Privileged Information, the Parties agree as follows: (i) All Privileged Information relating to any claims, proceedings, litigation, disputes, or other matters which involve both Air Products Parent and Versum SpinCo shall be subject to a shared Privilege among the Parties involved in the claims, proceedings, litigation, disputes, or other matters at issue; and (ii) Except as otherwise provided in Section 7.7(b)(i), Privileged Information relating to post-separation services provided solely to one of Air Products Parent or Versum SpinCo shall not be deemed shared between the Parties; provided , provided, that the foregoing shall not be construed or interpreted to restrict the right or authority of the Parties (x) to enter into any further agreement, not otherwise inconsistent with the terms of this Agreement, concerning the sharing of Privileged Information or (y) otherwise to share Privileged Information without waiving any Privilege which could be asserted under applicable Law.

Appears in 2 contracts

Samples: Separation and Distribution Agreement (N-Able, Inc.), Separation and Distribution Agreement (N-Able, LLC)

Post-Separation Services. The Parties recognize that legal and other professional services will be provided following the Separation Effective Time to each of Air Products DuPont and VersumChemours. The Parties further recognize that certain of such post-separation services will be rendered solely for the benefit of Air Products DuPont or VersumChemours, as the case may be, while other such post-separation services may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve both Air Products DuPont and VersumChemours. With respect to such post-separation services and related Privileged Information, the Parties agree as follows: (i) All Privileged Information relating to any claims, proceedings, litigation, disputes, or other matters which involve both Air Products DuPont and Versum Chemours shall be subject to a shared Privilege among the Parties involved in the claims, proceedings, litigation, disputes, or other matters at issue; and and (ii) Except as otherwise provided in Section 7.7(b)(i), Privileged Information relating to post-separation services provided solely to one of Air Products DuPont or Versum Chemours shall not be deemed shared between the Parties; provided , provided, that the foregoing shall not be construed or interpreted to restrict the right or authority of the Parties (x) to enter into any further agreement, not otherwise inconsistent with the terms of this Agreement, concerning the sharing of Privileged Information or (y) otherwise to share Privileged Information without waiving any Privilege which could be asserted under applicable Law.

Appears in 1 contract

Samples: Separation Agreement

Post-Separation Services. The Parties recognize that certain legal and other professional services will be provided following the Separation Time to each of Air Products and Versum. The Parties further recognize that certain of such post-separation services will be rendered solely for the benefit of Air Products a member of the ATUS Group or Versumof a member of the ANV Group, as the case may be, while other such legal and professional post-separation services may be rendered with respect to claims, proceedings, litigation, disputes, Actions or other matters which involve members of both Air Products and VersumGroups. With respect to such post-separation services and related Privileged Information, the Parties agree as follows: (i) All Privileged Information relating to any claims, proceedings, litigation, disputes, Actions or other matters which involve members of both Air Products and Versum Groups shall be subject to a shared Privilege among the Parties parties involved in the claims, proceedings, litigation, disputes, or other matters at issue; and. (ii) Except as otherwise provided in Section 7.7(b)(i6.04(b)(i), Privileged Information relating to post-separation services provided solely to members of one of Air Products or Versum Group shall not be deemed shared between the Parties; provided provided, that the foregoing shall not be construed or interpreted to restrict the right or authority of the Parties (x) to enter into any further agreement, not otherwise inconsistent with the terms of this Agreement, concerning the sharing of Privileged Information Information; or (y) otherwise to share Privileged Information without waiving any Privilege which could be asserted under applicable Law.

Appears in 1 contract

Samples: Master Separation Agreement (Altice USA, Inc.)

Post-Separation Services. The Parties recognize that legal and other professional services will be provided following the Separation Operative Time to each of Air Products the Flex Group and Versumthe Nextracker Group. The Parties further recognize that certain of such post-separation Separation services will be rendered solely for the benefit of Air Products the Flex Group or Versumthe Nextracker Group, as the case may be, while other such post-separation Separation services may be rendered with respect to claims, proceedings, litigation, disputes, or other matters which involve both Air Products the Flex Group and Versumthe Nextracker Group. With respect to such post-separation Separation services and related Privileged Information, the Parties agree as follows: (i) All Privileged Information relating to any claims, proceedings, litigation, disputes, disputes or other matters which involve both Air Products the Flex Group and Versum the Nextracker Group shall be subject to a shared Privilege among the Parties involved in the claims, proceedings, litigation, disputes, or other matters at issue; and (ii) Except as otherwise provided in Section 7.7(b)(i6.6(b)(i), Privileged Information relating to post-separation Separation services provided solely to one to: (i) any member of Air Products the Flex Group; or Versum (ii) any member of the Nextracker Group shall not be deemed shared between the Parties; provided provided, that the foregoing shall not be construed or interpreted to restrict the right or authority of the Parties (x) to enter into any further agreement, not otherwise inconsistent with the terms of this Agreement, concerning the sharing of Privileged Information Information, or (y) otherwise to share Privileged Information without waiving any Privilege which could be asserted under applicable Law.

Appears in 1 contract

Samples: Separation Agreement (Nextracker Inc.)

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