Common use of Production of Witnesses Clause in Contracts

Production of Witnesses. At all times from and after the Distribution Date, upon reasonable request: (a) FTD shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the UOL Entities, the directors, officers, employees and agents of any member of the FTD Entities as witnesses to the extent that the same may reasonably be required by the requesting Party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the FTD Entities is adverse to any member of the UOL Entities; and (b) United Online shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the FTD Entities, the directors, officers, employees and agents of any member of the UOL Entities as witnesses to the extent that the same may reasonably be required by the requesting Party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the UOL Entities is adverse to any member of the FTD Entities.

Production of Witnesses. At all times from and after the Distribution Date, upon reasonable request: (a) FTD SWAY shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the UOL EntitiesSTWD Group, the trustees, the directors, officers, employees and agents of any member of the FTD Entities SWAY Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such trustees, directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the FTD Entities SWAY Group is adverse to any member of the UOL EntitiesSTWD Group; and (b) United Online STWD shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the FTD EntitiesSWAY Group, the trustees, the directors, officers, employees and agents of any member of the UOL Entities STWD Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such trustees, directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the UOL Entities STWD Group is adverse to any member of the FTD EntitiesSWAY Group.

Production of Witnesses. At all times from and after the Distribution Date, upon reasonable request: (a) FTD New A&B shall use commercially reasonable best efforts to make available, or cause to be made available, to any member of the UOL EntitiesMatson Group, the directors, officers, employees and agents of any member of the FTD Entities A&B Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the FTD Entities A&B Group is adverse to any member of the UOL EntitiesMatson Group; and (b) United Online Holdings shall use commercially reasonable best efforts to make available, or cause to be made available, to any member of the FTD EntitiesA&B Group, the directors, officers, employees and agents of any member of the UOL Entities Matson Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the UOL Entities Matson Group is adverse to any member of the FTD EntitiesA&B Group.

Production of Witnesses. At all times from and after the Distribution Date, upon reasonable request: (a) FTD Pennant shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the UOL EntitiesEnsign Group, the directors, officers, employees and agents of any member of the FTD Entities Pennant Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any actionAction, suit or proceeding in which any member of the FTD Entities Pennant Group is or may become adverse to any member of the UOL EntitiesEnsign Group; and (b) United Online Ensign shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the FTD EntitiesPennant Group, the directors, officers, employees and agents of any member of the UOL Entities Ensign Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any actionAction, suit or proceeding in which any member of the UOL Entities Ensign Group is or may become adverse to any member of the FTD EntitiesPennant Group.

Production of Witnesses. At all times from and after the Distribution Date, upon reasonable advance request: (a) FTD NLOP shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the UOL EntitiesWPC Group, the trustees, the directors, officers, employees and agents of any member of the FTD Entities NLOP Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such trustees, directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the FTD Entities NLOP Group is adverse to any member of the UOL EntitiesWPC Group; and (b) United Online WPC shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the FTD EntitiesNLOP Group, the trustees, the directors, officers, employees and agents of any member of the UOL Entities WPC Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such trustees, directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the UOL Entities WPC Group is adverse to any member of the FTD EntitiesNLOP Group.

Production of Witnesses. At all times from and after the Distribution Date, upon reasonable request: (a) FTD CareTrust shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the UOL EntitiesEnsign Group, the directors, officers, employees and agents of any member of the FTD Entities CareTrust Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the FTD Entities CareTrust Group is adverse to any member of the UOL EntitiesEnsign Group; and (b) United Online Ensign shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the FTD EntitiesCareTrust Group, the directors, officers, employees and agents of any member of the UOL Entities Ensign Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the UOL Entities Ensign Group is adverse to any member of the FTD EntitiesCareTrust Group.

Production of Witnesses. At all times from and after the Distribution Date, upon reasonable request: (a) FTD Ashford Prime shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the UOL EntitiesAshford Trust Group, the directors, officers, employees and agents of any member of the FTD Entities Ashford Prime Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the FTD Entities Ashford Prime Group is adverse to any member of the UOL EntitiesAshford Trust Group; and (b) United Online Ashford Trust shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the FTD EntitiesAshford Prime Group, the directors, officers, employees and agents of any member of the UOL Entities Ashford Trust Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the UOL Entities Ashford Trust Group is adverse to any member of the FTD EntitiesAshford Prime Group. (c) The requesting Party will bear all out-of-pocket costs and expenses that the other Party incurs in connection with a request under this Section 8.6.

Production of Witnesses. At all times from and after the Distribution Date, upon reasonable advance request: (a) FTD SMTA shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the UOL EntitiesSRC Group, the trustees, the directors, officers, employees and agents of any member of the FTD Entities SMTA Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such trustees, directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the FTD Entities SMTA Group is adverse to any member of the UOL EntitiesSRC Group; and (b) United Online SRC shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the FTD EntitiesSMTA Group, the trustees, the directors, officers, employees and agents of any member of the UOL Entities SRC Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such trustees, directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the UOL Entities SRC Group is adverse to any member of the FTD EntitiesSMTA Group.

Production of Witnesses. At all times from and after the Distribution DateEffective Time, upon reasonable request: (a) FTD The NXRT Group shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the UOL EntitiesNHF Group, the directors, officers, employees and agents of any member of the FTD Entities NXRT Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the FTD Entities NXRT Group is adverse to any member of the UOL Entities; andNHF Group. (b) United Online The NHF Group shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the FTD EntitiesNXRT Group, the directors, trustees, officers, employees and agents of any member of the UOL Entities NHF Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such directors, trustees, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the UOL Entities NHF Group is adverse to any member of the FTD EntitiesNXRT Group. (c) The requesting Party will bear all out-of-pocket costs and expenses that the other Party incurs in connection with a request under this Section 8.6.

Production of Witnesses. At all times from and after the Distribution Date, upon reasonable request: (a) FTD Xenia shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the UOL EntitiesInland American Group, the directors, officers, employees and agents of any member of the FTD Entities Xenia Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legalAction, administrative or other proceeding including the Named Actions, in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding Action in which any member of the FTD Entities Xenia Group is adverse to any member of the UOL EntitiesInland American Group; and (b) United Online Inland American shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the FTD EntitiesXenia Group, the directors, officers, employees and agents of any member of the UOL Entities Inland American Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legalAction, administrative or other proceeding including the Named Actions, in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding Action in which any member of the UOL Entities Inland American Group is adverse to any member of the FTD EntitiesXenia Group. (c) The requesting Party shall bear all out-of-pocket costs and expenses that the other Party incurs in connection with a request under this Section 8.6.

Production of Witnesses. At all times from and after the Distribution Date, upon reasonable request: (a) FTD QCP shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the UOL EntitiesHCP Group, the directors, officers, employees and agents of any member of the FTD Entities QCP Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the FTD Entities QCP Group is adverse to any member of the UOL EntitiesHCP Group; and (b) United Online HCP shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the FTD EntitiesQCP Group, the directors, officers, employees and agents of any member of the UOL Entities HCP Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the UOL Entities HCP Group is adverse to any member of the FTD EntitiesQCP Group.

Production of Witnesses. At all times from and after the Distribution Date, upon reasonable request: (a) FTD QCP shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the UOL EntitiesHCP Group, the directors, officers, employees and agents of any member of the FTD Entities QCP Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the FTD Entities QCP Group is adverse to any member of the UOL EntitiesHCP Group; and (b) United Online HCP shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the FTD EntitiesQCP Group, the directors, officers, employees and agents of any member of the UOL Entities HCP Group as witnesses to the extent that the same may reasonably be required by the requesting Party party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legal, administrative or other proceeding in which the requesting Party party may from time to time be involved, except in the case of any action, suit or proceeding in which any member of the UOL Entities HCP Group is adverse to any member of the FTD EntitiesQCP Group. (c) The requesting Party shall bear all costs and expenses therewith.

Production of Witnesses. At all times from and after the Distribution Date, upon reasonable request: (a) FTD Xenia shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the UOL EntitiesInland American Group, the directors, officers, employees and agents of any member of the FTD Entities Xenia Group as witnesses to the extent that the same may reasonably be required by the requesting Party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legalAction, administrative or other proceeding including the Named Actions, in which the requesting Party may from time to time be involved, except in the case of any action, suit or proceeding Action in which any member of the FTD Entities Xenia Group is adverse to any member of the UOL EntitiesInland American Group; and (b) United Online Inland American shall use commercially reasonable efforts to make available, or cause to be made available, to any member of the FTD EntitiesXenia Group, the directors, officers, employees and agents of any member of the UOL Entities Inland American Group as witnesses to the extent that the same may reasonably be required by the requesting Party (giving consideration to business demands of such directors, officers, employees and agents) in connection with any legalAction, administrative or other proceeding including the Named Actions, in which the requesting Party may from time to time be involved, except in the case of any action, suit or proceeding Action in which any member of the UOL Entities Inland American Group is adverse to any member of the FTD EntitiesXenia Group. (c) The requesting Party shall bear all out-of-pocket costs and expenses that the other Party incurs in connection with a request under this Section 8.6.