Common use of Pre-IPO Services Clause in Contracts

Pre-IPO Services. The Parties recognize that legal and other professional services that have been and will be provided prior to the Effective Time have been and will be rendered for the collective benefit of each of the members of the Xxxxxxx Group and the Envista Group, and that each of the members of the Xxxxxxx Group and the Envista Group should be deemed to be the client with respect to such pre-IPO services for the purposes of asserting all privileges, immunities, or other protections from disclosure which may be asserted under applicable Law, including attorney-client privilege, business strategy privilege, joint defense privilege, common interest privilege, and protection under the work-product doctrine (“Privilege”). The Parties shall have a shared Privilege with respect to all Information subject to Privilege (“Privileged Information”) which relates to such pre-IPO services. For the avoidance of doubt, Privileged Information within the scope of this Section 6.6 includes, but is not limited to, services rendered by legal counsel retained or employed by any Party (or any member of such Party’s respective Group), including outside counsel and in-house counsel.

Appears in 2 contracts

Samples: Separation Agreement (Envista Holdings Corp), Separation Agreement (Envista Holdings Corp)

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Pre-IPO Services. The Parties recognize that legal and other professional services that have been and will be provided prior to the Effective Time have been and will be rendered for the collective benefit of each of the members of the Xxxxxxx Cummins Group and the Envista Filtration Group, and that each of the members of the Xxxxxxx Cummins Group and the Envista Filtration Group should be deemed to be the client with respect to such pre-IPO services for the purposes of asserting all privileges, immunities, immunities or other protections from disclosure which may be asserted under applicable Law, including attorney-client privilege, business strategy privilege, joint defense privilege, common interest privilege, and protection under the work-product doctrine (“Privilege”). The Parties shall have a shared Privilege with respect to all Information subject to Privilege (“Privileged Information”) which relates to such pre-IPO services. For the avoidance of doubt, Privileged Information within the scope of this Section 6.6 includes, but is not limited to, services rendered by legal counsel retained or employed by any Party (or any member of such Party’s respective Group), including outside counsel and in-house counsel.

Appears in 2 contracts

Samples: Separation Agreement (Atmus Filtration Technologies Inc.), Separation Agreement (Atmus Filtration Technologies Inc.)

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Pre-IPO Services. The Parties recognize that legal and other professional services that have been and will be provided prior to the Effective Time have been and will be rendered for the collective benefit of each of the members of the Xxxxxxx Fortive Group and the Envista Vontier Group, and that each of the members of the Xxxxxxx Fortive Group and the Envista Vontier Group should be deemed to be the client with respect to such pre-IPO services for the purposes of asserting all privileges, immunities, or other protections from disclosure which may be asserted under applicable Law, including attorney-client privilege, business strategy privilege, joint defense privilege, common interest privilege, and protection under the work-product doctrine (“Privilege”). The Parties shall have a shared Privilege with respect to all Information subject to Privilege (“Privileged Information”) which relates to such pre-IPO services. For the avoidance of doubt, Privileged Information within the scope of this Section 6.6 includes, but is not limited to, services rendered by legal counsel retained or employed by any Party (or any member of such Party’s respective Group), including outside counsel and in-house counsel.

Appears in 1 contract

Samples: Separation Agreement (Vontier Corp)

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