Privileged Matters. (a) Each of the Potlatch Group and the Clearwater Group agrees to maintain, preserve and assert all privileges, including, without limitation, privileges arising under or relating to the attorney-client relationship (which shall include the attorney-client and work product privileges), not heretofore waived, that relate to the Pulp-Based Business, the Pulp-Based Business Liabilities, the Retained Business or the Retained Business Liabilities for any period prior to the Distribution Date (“Privilege”). Each Party agrees that it shall not waive any Privilege that could be asserted under applicable Law without the prior written consent of the other Party. The rights and obligations created by this Section 12.8 shall apply to all information relating to the Pulp-Based Business, the Pulp-Based Business Liabilities, the Retained Business or the Retained Business Liabilities as to which, but for the Distribution, either Party would have been entitled to assert or did assert the protection of a Privilege (“Privileged Information”), including (i) any and all information generated prior to the Distribution Date but which, after the Distribution, is in the possession of either Party; and (ii) all information generated, received or arising after the Distribution Date that refers to or relates to Privileged Information generated, received or arising prior to the Distribution Date.
Appears in 3 contracts
Samples: Separation and Distribution Agreement (Potlatch Forest Products CORP), Separation and Distribution Agreement (Potlatch Forest Products CORP), Separation and Distribution Agreement (Potlatch Corp)
Privileged Matters. (a) Each of the Potlatch Group Xxxxxxxx-Xxxxx and the Clearwater Group Halyard agrees to maintain, preserve and assert all privileges, including, without limitation, privileges arising under or relating to the attorney-client relationship (which shall include without limitation the attorney-client and work product privileges), not heretofore waived, that relate to the Pulp-Based Business, Halyard Business and the Pulp-Based Business Liabilities, the Retained Business or the Retained Business Liabilities Transferred Assets for any period prior to the Distribution Date Effective Time (“Privilege” or “Privileges”). Each Party acknowledges and agrees that any costs associated with asserting any Privilege shall be borne by the Party requesting that such privilege be asserted. Each Party agrees that it shall not waive any Privilege that could be asserted under applicable Law law without the prior written consent of the other Party. The rights and obligations created by this Section 12.8 shall apply to all information relating to the Pulp-Based Business, the Pulp-Based Halyard Business Liabilities, the Retained Business or the Retained Business Liabilities as to which, but for the Distribution, either Party would have been entitled to assert or did assert the protection of a Privilege (“Privileged Information”), including without limitation, (i) any and all information generated prior to the Distribution Date Effective Time but which, after the Distribution, is in the possession of either Party; and (ii) all information generated, received or arising after the Distribution Date Effective Time that refers to or relates to Privileged Information generated, received or arising prior to the Distribution DateEffective Time.
Appears in 3 contracts
Samples: Distribution Agreement (Halyard Health, Inc.), Distribution Agreement (Halyard Health, Inc.), Distribution Agreement (Halyard Health, Inc.)
Privileged Matters. (a) Each of the Potlatch Group First Data and the Clearwater Group Western Union agrees to maintain, preserve and assert all privileges, including, without limitation, including privileges arising under or relating to the attorney-client relationship (which shall include the attorney-client and work product privileges), not heretofore waived, that relate to the Pulp-Based Business, the Pulp-Based Business Liabilities, the Retained Western Union Business or the Retained First Data Business Liabilities for any period prior to the Distribution Date (each a “Privilege”). Each Party hereto acknowledges and agrees that any costs associated with asserting any Privilege shall be borne by the Party requesting that such Privilege be asserted. Each Party agrees that it shall not waive any Privilege that could be asserted under applicable Law law without the prior written consent of the other Party. The rights and obligations created by this Section 12.8 14.9 shall apply to all information relating to the Pulp-Based Business, the Pulp-Based Business Liabilities, the Retained First Data Business or the Retained Western Union Business Liabilities as to which, but for the Distribution, either Party would have been entitled to assert or did assert the protection of a Privilege (“Privileged Information”), including (i) any and all information generated prior to the Distribution Date but which, after the Distribution, is in the possession of either Party; Party and (ii) all information generated, received or arising after the Distribution Date that refers to or relates to Privileged Information generated, received or arising prior to the Distribution Date.
Appears in 3 contracts
Samples: Separation and Distribution Agreement (Western Union CO), Separation and Distribution Agreement (Western Union CO), Separation and Distribution Agreement (Western Union CO)
Privileged Matters. (a) Each of the Potlatch Group Fortune Brands and the Clearwater Group H&S agrees to maintain, preserve and assert all privileges, including, without limitation, including privileges arising under or relating to the attorney-client relationship (which shall include the attorney-client and work product privileges), not heretofore waived, that relate to the Pulp-Based Business, the Pulp-Based Business Liabilities, the Retained H&S Business or the Retained Fortune Brands Business Liabilities for any period prior to the Distribution Date (each a “Privilege”). Each Party party hereto acknowledges and agrees that any costs associated with asserting any Privilege shall be borne by the party requesting that such Privilege be asserted. Each party hereto agrees that neither it nor any of its Affiliates shall not waive any Privilege that could be asserted by the other party hereto or any of its Affiliates under applicable Law law without the prior written consent of the other Partyparty. The rights and obligations created by this Section 12.8 11.9 shall apply to all information relating to the Pulp-Based Business, the Pulp-Based Business Liabilities, the Retained Fortune Brands Business or the Retained H&S Business Liabilities as to which, but for the Distribution, either Party party would have been entitled to assert or did assert the protection of a Privilege (“Privileged Information”), including (i) any and all information generated prior to the Distribution Date but which, after the Distribution, is in the possession of either Party; party and (ii) all information generated, received or arising after the Distribution Date that refers to or relates to Privileged Information generated, received or arising prior to the Distribution Date.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (Fortune Brands Home & Security, Inc.), Separation and Distribution Agreement (Fortune Brands Home & Security LLC)
Privileged Matters. (a) Each of the Potlatch Group Dxxx and the Clearwater Group TreeHouse agrees to maintain, preserve and assert all privileges, including, without limitation, privileges arising under or relating to the attorney-client relationship (which shall include without limitation the attorney-client and work product privileges), not heretofore waived, that relate to the Pulp-Based Business, Transferred Businesses and the Pulp-Based Business Liabilities, the Retained Business or the Retained Business Liabilities Transferred Assets for any period prior to the Distribution Date (“Privilege” or “Privileges”). Each Party acknowledges and agrees that any costs associated with asserting any Privilege shall be borne by the Party requesting that such privilege be asserted. Each Party agrees that it shall not waive any Privilege that could be asserted under applicable Law law without the prior written consent of the other Party. The rights and obligations created by this Section 12.8 shall apply to all information relating to the Pulp-Based Business, the Pulp-Based Business Liabilities, the Retained Business or the Retained Business Liabilities Transferred Businesses as to which, but for the Distribution, either Party would have been entitled to assert or did assert the protection of a Privilege (“Privileged Information”), including without limitation, (i) any and all information generated prior to the Distribution Date but which, after the Distribution, is in the possession of either Party; and (ii) all information generated, received or arising after the Distribution Date that refers to or relates to Privileged Information generated, received or arising prior to the Distribution Date.
Appears in 2 contracts
Samples: Distribution Agreement (Dean Foods Co/), Distribution Agreement (TreeHouse Foods, Inc.)
Privileged Matters. (a) Each of the Potlatch Group Kxxxxxxx-Xxxxx and the Clearwater Group Neenah agrees to maintain, preserve and assert all privileges, including, without limitation, privileges arising under or relating to the attorney-client relationship (which shall include without limitation the attorney-client and work product privileges), not heretofore waived, that relate to the Pulp-Based Business, Neenah Business and the Pulp-Based Business Liabilities, the Retained Business or the Retained Business Liabilities Transferred Assets for any period prior to the Distribution Date (“Privilege”” or “Privileges” ). Each Party acknowledges and agrees that any costs associated with asserting any Privilege shall be borne by the Party requesting that such privilege be asserted. Each Party agrees that it shall not waive any Privilege that could be asserted under applicable Law law without the prior written consent of the other Party. The rights and obligations created by this Section 12.8 shall apply to all information relating to the Pulp-Based Business, the Pulp-Based Neenah Business Liabilities, the Retained Business or the Retained Business Liabilities as to which, but for the Distribution, either Party would have been entitled to assert or did assert the protection of a Privilege (“Privileged Information”” ), including without limitation, (i) any and all information generated prior to the Distribution Date but which, after the Distribution, is in the possession of either Party; and (ii) all information generated, received or arising after the Distribution Date that refers to or relates to Privileged Information generated, received or arising prior to the Distribution Date.
Appears in 1 contract
Privileged Matters. (a) Each of the Potlatch Group Kxxxxxxx-Xxxxx and the Clearwater Group Neenah agrees to maintain, preserve and assert all privileges, including, without limitation, privileges arising under or relating to the attorney-client relationship (which shall include without limitation the attorney-client and work product privileges), not heretofore waived, that relate to the Pulp-Based Business, Neenah Business and the Pulp-Based Business Liabilities, the Retained Business or the Retained Business Liabilities Transferred Assets for any period prior to the Distribution Date (“Privilege” or “Privileges”). Each Party acknowledges and agrees that any costs associated with asserting any Privilege shall be borne by the Party requesting that such privilege be asserted. Each Party agrees that it shall not waive any Privilege that could be asserted under applicable Law law without the prior written consent of the other Party. The rights and obligations created by this Section 12.8 shall apply to all information relating to the Pulp-Based Business, the Pulp-Based Neenah Business Liabilities, the Retained Business or the Retained Business Liabilities as to which, but for the Distribution, either Party would have been entitled to assert or did assert the protection of a Privilege (“Privileged Information”), including without limitation, (i) any and all information generated prior to the Distribution Date but which, after the Distribution, is in the possession of either Party; and (ii) all information generated, received or arising after the Distribution Date that refers to or relates to Privileged Information generated, received or arising prior to the Distribution Date.
Appears in 1 contract
Privileged Matters. (a) Each of the Potlatch Group and the Clearwater Group agrees to The parties each agree that they will maintain, preserve and assert all privileges, including, including without limitation, limitation privileges arising under or relating to the attorney-client relationship (which shall include without limitation the attorney-client and work product privileges), not heretofore waived, that relate directly or indirectly to the Pulp-Based Business, the Pulp-Based Business Liabilities, the Retained Business or the Retained Business Liabilities such party for any period prior to the Distribution Date (“"Privilege”" or "Privileges"). Each Party agrees that it Neither party shall not waive any Privilege that could be asserted under applicable Law law without the prior written consent of the other Partyparty. The rights and obligations created by this Section 12.8 paragraph shall apply to all information relating to the Pulp-Based Business, the Pulp-Based Business Liabilities, the Retained Business or the Retained Business Liabilities as to which, but for the Distribution, either Party a party would have been entitled to assert or did assert the protection of a Privilege (“"Privileged Information”"), including but not limited to (i) any and all information generated prior to the Distribution Date but which, after the Distribution, is in the possession of either Partythe other party; (ii) all communications subject to a Privilege occurring prior to the Distribution Date between counsel for such party and any person who, at the time of the communication, was an employee of such party, regardless of whether such employee is or becomes an employee of the other party; and (iiiii) all information generated, received or arising after the Distribution Date that refers to or relates to Privileged Information generated, received or arising prior to the Distribution Date.
Appears in 1 contract
Privileged Matters. (a) Each of the Potlatch Group and the Clearwater Group agrees to The parties each agree that they will maintain, preserve and assert all privileges, including, including without limitation, limitation privileges arising under or relating to the attorney-client relationship (which shall include without limitation the attorney-attorney- client and work product privileges), not heretofore waived, that relate directly or indirectly to the Pulp-Based Business, the Pulp-Based Business Liabilities, the Retained Business or the Retained Business Liabilities such party for any period prior to the Distribution Date (“"Privilege”" or "Privileges"). Each Party agrees that it Neither party shall not waive any Privilege that could be asserted under applicable Law law without the prior written consent of the other Partyparty. The rights and obligations created by this Section 12.8 paragraph shall apply to all information relating to the Pulp-Based Business, the Pulp-Based Business Liabilities, the Retained Business or the Retained Business Liabilities as to which, but for the Distribution, either Party a party would have been entitled to assert or did assert the protection of a Privilege (“"Privileged Information”"), including but not limited to (i) any and all information generated prior to the Distribution Date but which, after the Distribution, is in the possession of either Partythe other party; (ii) all communications subject to a Privilege occurring prior to the Distribution Date between counsel for such party and any person who, at the time of the communication, was an employee of such party, regardless of whether such employee is or becomes an employee of the other party; and (iiiii) all information generated, received or arising after the Distribution Date that refers to or relates to Privileged Information generated, received or arising prior to the Distribution Date.
Appears in 1 contract
Privileged Matters. (a) Each of the Potlatch Group Xxxxxxxx-Xxxxx and the Clearwater Group Neenah agrees to maintain, preserve and assert all privileges, including, without limitation, privileges arising under or relating to the attorney-client relationship (which shall include without limitation the attorney-client and work product privileges), not heretofore waived, that relate to the Pulp-Based Business, Neenah Business and the Pulp-Based Business Liabilities, the Retained Business or the Retained Business Liabilities Transferred Assets for any period prior to the Distribution Date (“Privilege” or “Privileges”). Each Party acknowledges and agrees that any costs associated with asserting any Privilege shall be borne by the Party requesting that such privilege be asserted. Each Party agrees that it shall not waive any Privilege that could be asserted under applicable Law law without the prior written consent of the other Party. The rights and obligations created by this Section 12.8 shall apply to all information relating to the Pulp-Based Business, the Pulp-Based Neenah Business Liabilities, the Retained Business or the Retained Business Liabilities as to which, but for the Distribution, either Party would have been entitled to assert or did assert the protection of a Privilege (“Privileged Information”), including without limitation, (i) any and all information generated prior to the Distribution Date but which, after the Distribution, is in the possession of either Party; and (ii) all information generated, received or arising after the Distribution Date that refers to or relates to Privileged Information generated, received or arising prior to the Distribution Date.
Appears in 1 contract
Privileged Matters. (a) Each of the Potlatch Group Aon and the Clearwater Group Combined Specialty agrees to maintain, preserve and assert all privileges, including, without limitation, privileges arising under or relating to the attorney-client relationship (which shall include without limitation the attorney-client and work product privileges), not heretofore waived, that relate to the Pulp-Based Business, the Pulp-Based Business Liabilities, the Retained Business or the Retained Business Liabilities for any period prior to the Distribution Date (“Privilege”the "PRIVILEGES"). Each Party Aon agrees that it shall not waive any Privilege relating to the Combined Specialty Business that could be asserted under applicable Law law without the prior written consent of Combined Specialty. Combined Specialty agrees that it shall not waive any Privilege relating to the other PartyRetained Business that could be asserted under applicable law without the prior written consent of Aon. The rights and obligations created by this Section SECTION 12.8 shall apply to all information relating to the Pulp-Based Business, the Pulp-Based Business Liabilities, the Retained Business or the Retained Business Liabilities as to which, but for the Distribution, either Party would have been entitled to assert or did assert the protection of a Privilege (“Privileged Information”"PRIVILEGED INFORMATION"), including without limitation, (i) any and all information generated prior to the Distribution Date but which, after the Distribution, is in the possession of either Party; and (ii) all information generated, received or arising after the Distribution Date that refers to or relates to Privileged Information generated, received or arising prior to the Distribution DateDistribution.
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