Common use of Provision of Corporate Records Clause in Contracts

Provision of Corporate Records. Except as contemplated by Sections 3.4 and 3.5, as soon as practicable after the Separation Date, subject to the provisions of this Section 8.3 and the provisions of Section 6.2 of the Transition Services Agreements, Halliburton shall use reasonable best efforts to deliver or cause to be delivered to KBR all KBR Books and Records in the possession of Halliburton or any member of the Halliburton Group, and KBR shall use reasonable best efforts to deliver or cause to be delivered to Halliburton all Halliburton Books and Records in the possession of KBR or any member of the KBR Group. The foregoing shall be limited by the following: (a) To the extent any document (including computer files, as applicable) can be subdivided without unreasonable effort or cost into two portions, one of which constitutes a KBR Book and Record and the other of which constitutes a Halliburton Book and Record, such document (including computer files, as applicable) shall be so subdivided and the appropriate portions shall be delivered to the parties. (b) In the case of this Section 8.3, “reasonable best efforts” shall require only deliveries of (i) specific and discrete books and records or a reasonably limited class of items requested by the other party and (ii) specific and discrete books and records identified by either party in the ordinary course of business and determined by such party to be material to the other’s business. (c) Each party may retain copies of books and records delivered to the other, subject to holding in confidence in accordance with Section 8.11 information contained in such books and records. (d) Each party may in good faith refuse to furnish any books and records under this Section 8.3 if it reasonably believes in good faith that doing so could materially adversely affect its ability to successfully assert a claim of Privilege. (e) Neither party shall be required to deliver to the other books and records or portions thereof which are subject to any Law or confidentiality agreements which would by their terms prohibit such delivery; provided, however, that if requested by the other party, such party shall use reasonable best efforts to seek a waiver of or other relief from such confidentiality restriction. (f) Nothing in this Section 8.3 shall affect the rights and obligations of any party to the Tax Sharing Agreement with respect to the sharing of information related to Taxes.

Provision of Corporate Records. Except as contemplated by Sections 3.4 and 3.5, as As soon as practicable after the Separation Date, subject to the provisions of this Section 8.3 and the provisions of Section 6.2 of the Transition Services Agreements, Halliburton Forest shall use reasonable best efforts to deliver or cause to be delivered to KBR Lone Pine all KBR Lone Pine Books and Records in the possession of Halliburton Forest or any member of the Halliburton Forest Group, and KBR Lone Pine shall use reasonable best efforts to deliver or cause to be delivered to Halliburton Forest all Halliburton Forest Books and Records in the possession of KBR Lone Pine or any member of the KBR Lone Pine Group. The foregoing shall be limited by the following: (a) To the extent any document (including computer files, as applicable) can be subdivided without unreasonable effort or cost into two portions, one of which constitutes a KBR Lone Pine Book and Record and the other of which constitutes a Halliburton Forest Book and Record, such document (including computer files, as applicable) shall be so subdivided and the appropriate portions shall be delivered to the parties. (b) In the case of this Section 8.37.3, “reasonable best efforts” shall require only deliveries of (i) specific and discrete books and records or a reasonably limited class of items requested by the other party and (ii) specific and discrete books and records identified by either party in the ordinary course of business and determined by such party to be material to the other’s business. (c) Each party may retain copies of books and records delivered to the other, subject to holding in confidence in accordance with Section 8.11 7.10 information contained in such books and records. (d) Each party may in good faith refuse to furnish any books and records under this Section 8.3 7.3 if it reasonably believes in good faith that doing so could materially adversely affect its ability to successfully assert a claim of Privilege. (e) Neither No party shall be required to deliver to the other parties books and records or portions thereof which are subject to any Law or confidentiality agreements which would by their terms prohibit such delivery; provided, however, that if requested by the other party, such party shall use reasonable best efforts to seek a waiver of or other relief from such confidentiality restriction. (f) Nothing in this Section 8.3 7.3 shall affect the rights and obligations of any party to the Tax Sharing Agreement with respect to the sharing of information related to Taxes.

Provision of Corporate Records. Except as contemplated by Sections 3.4 and 3.5, as As soon as practicable after the Separation IPO Closing Date, subject to the provisions of this Section 8.3 7.3, and subject to the provisions of Section 6.2 of the Transition Services AgreementsAgreement, Halliburton Transocean shall use all reasonable best commercial efforts to deliver or cause to be delivered to KBR TODCO all KBR TODCO Books and Records in the possession of Halliburton Transocean or any member of the Halliburton Groupits Subsidiaries, and KBR TODCO shall use all reasonable best commercial efforts to deliver or cause to be delivered to Halliburton Transocean all Halliburton Transocean Books and Records in the possession of KBR TODCO or any member of the KBR Groupits Subsidiaries. The foregoing shall be limited by the following: (a) To the extent any document (including computer files, as applicabletape) can be subdivided without unreasonable effort or cost into two portions, one of which constitutes a KBR an TODCO Book and Record and the other of which constitutes a Halliburton Transocean Book and Record, such document (including computer files, as applicabletape) shall be so subdivided and the appropriate portions shall be delivered to the parties. (b) In the case of this Section 8.3, “reasonable best Reasonable commercial efforts” " shall require only deliveries of (i) specific and discrete books and records or a reasonably limited class of items requested by the other party and (ii) specific and discrete books and records identified by either party in the ordinary course of business and determined by such party to be material to the other’s 's business. (c) Each party may retain copies of books and records delivered to the other, subject to holding in confidence in accordance with Section 8.11 7.13 information contained in such books and records. (d) Each party may in good faith refuse to furnish any books and records under this Section 8.3 Information if it reasonably believes in good faith that doing so could materially adversely affect its ability to successfully assert a claim of Privilege. (e) Neither party shall be required to deliver to the other books and records or portions thereof which are subject to any Law or confidentiality agreements which would by their terms prohibit such delivery; provided, however, that if requested by the other party, such party shall use its reasonable best commercial efforts to seek a waiver of or other relief from such confidentiality restriction. (f) Nothing in this Section 8.3 shall affect the rights and obligations of any party to the Tax Sharing Agreement with respect to the sharing of information related to Taxes.

Provision of Corporate Records. Except as contemplated by Sections 3.4 and 3.5, as (a) As soon as practicable after the Separation Closing Date, subject to the provisions of this Section 8.3 and the provisions of Section 6.2 of the Transition Services Agreementsas permitted by Law, Halliburton Seller shall use its reasonable best efforts to deliver or cause to be delivered to KBR Buyer all KBR Transferred FH Books and Records then in the possession of Halliburton Seller or any member of the Halliburton GroupRetained Subsidiary, and KBR Buyer shall use its reasonable best efforts to deliver or cause to be delivered to Halliburton Seller all Halliburton Seller Books and Records then in the possession of KBR any Transferred FH Company or any member of the KBR Groupits Closing Subsidiaries. The foregoing shall be limited by the followingfollowing specific provisions: (ai) To the extent any document (including computer files, as applicableother than that stored on electronic media) can be subdivided without unreasonable effort or cost into two portions, one of which constitutes a KBR Transferred FH Book and Record and the other of which constitutes a Halliburton Seller Book and Record, such document (including computer files, as applicableother than that stored on electronic media) shall be so subdivided sub-divided, and the appropriate portions original of the portion such document (other than that stored on electronic media) which constitutes a Transferred FH Book and Record shall be delivered provided to Buyer (with a copy thereof provided to Seller) and the partiesoriginal of the portion such document (other than that stored on electronic media) shall constitute a Seller Book and Record. (bii) In the case For purposes of this Section 8.35.6, “reasonable best efforts” shall require only require, without limitation, deliveries of (i) any such specific and discrete books and records or a reasonably limited class requested in writing by either party and then in the possession of items requested by the other party. (b) Each party and (ii) specific and discrete may retain copies of the books and records identified by of the other already in its possession, and may use such books and records as reasonably required for its normal business purposes, subject to this Agreement and the Transition Services Agreement, and subject to holding in confidence information contained in such books and records in accordance with the requirements and limitations of this Agreement including Section 5.12 and Section 5.13. If either party in has a reasonable concern regarding the ordinary course other party’s use of business such books and determined by records, such party may, upon reasonable prior written notice and at such party’s expense, audit the other party’s use of such books and records at times and in a manner reasonably acceptable to be material to the other’s businessall parties. (c) Each party may retain copies of books and records delivered to the other, subject to holding in confidence in accordance with Section 8.11 information contained in such books and records. (d) Each party may in good faith refuse to furnish any books and records under this Section 8.3 Information if it reasonably believes in good faith that doing so could materially adversely affect its presents, based on advice of counsel (which can be inside counsel), a significant risk of loss of the ability to successfully assert a claim of Privilege; provided, that the parties hereto shall cooperate in seeking to find a way to allow disclosure of such information without resulting in a loss of the ability to successfully assert a claim of Privilege. (ed) Neither party shall be required to deliver to the other books and records or portions thereof (i) if such delivery would violate any applicable Law or (ii) which are subject to any Law or confidentiality agreements which would by their terms prohibit such delivery; provided, however, that if requested by the other party, such party shall use its reasonable best efforts to seek a waiver of or other relief from such confidentiality restriction. (e) Seller may redact any Information covered by this Section 5.6 as and to the extent such Information relates to the Excluded Businesses, the Excluded Assets or the Retained Liabilities. (f) Nothing in Buyer may redact any Information covered by this Section 8.3 shall affect the rights 5.6 as and obligations of any party to the Tax Sharing Agreement with respect extent such Information relates to Buyer’s business, assets or liabilities other than the sharing of information related to TaxesTransferred FH Companies and their Closing Subsidiaries, the FH Assets and the Assumed Liabilities.

Provision of Corporate Records. Except as contemplated by Sections 3.4 and 3.5, as As soon as practicable after the Separation DateClosing Date and in no event later than 60 days after Closing, subject to the provisions of this Section 8.3 and the provisions of Section 6.2 of the Transition Services Agreementsas permitted by Law, Halliburton DuPont shall use its commercially reasonable best efforts to deliver or cause to be delivered to KBR Buyer all KBR Transferred DPC Books and Records then in the possession of Halliburton DuPont or any member of the Halliburton GroupRetained Subsidiary, and KBR Buyer shall use its commercially reasonable best efforts to deliver or cause to be delivered to Halliburton DuPont all Halliburton DuPont Books and Records then in the possession of KBR any Transferred DPC Company or any member of the KBR Groupits Subsidiaries or any Joint Venture. The foregoing shall be limited by the followingfollowing specific provisions: (a) To the extent any document (including computer files, as applicableother than that stored on electronic media) can be subdivided without unreasonable effort or cost into two portions, one of which constitutes a KBR Transferred DPC Book and Record and the other of which constitutes a Halliburton DuPont Book and Record, such document (including computer files, as applicableother than that stored on electronic media) shall be so subdivided sub-divided, and the appropriate portions original of the portion of such document (other than that stored on electronic media) which constitutes a Transferred DPC Book and Record shall be delivered provided to Buyer (with a copy thereof provided to DuPont) and the partiesoriginal of the portion of such document (other than that stored on electronic media) which constitutes a DuPont Book and Record shall be provided to DuPont (with a copy thereof provided to Buyer). (b) In the case Neither party shall be required to conduct any company-wide search or investigation of files. (c) For purposes of this Section 8.35.6, “"commercially reasonable best efforts” " shall require only require, without limitation, deliveries of (i) any such specific and discrete books and records or a reasonably limited class of items requested by the other party and (ii) specific and discrete books and records identified in writing by either party and then in the ordinary course possession of business and determined by such party to be material to the other’s business. (c) Each party may retain copies of books and records delivered to the other, subject to holding in confidence in accordance with Section 8.11 information contained in such books and recordsother party. (d) Each party may retain copies of the books and records of the other already in good faith its possession, and may use such books and records as reasonably required for its normal business purposes, subject to this Agreement and the Related Agreements, and subject to holding in confidence information contained in such books and records in accordance with the requirements and limitations of this Agreement including Sections 5.12 and 5.13. If either party has a reasonable concern regarding the other party's use of such books and records, such party may, upon reasonable prior written notice and at such party's expense, audit the other party's use of such books and records at times and in a manner reasonably acceptable to all parties. (e) Each party may refuse to furnish any books and records under this Section 8.3 Information if it reasonably believes in good faith that doing so could materially adversely affect its presents, based on an opinion of counsel (which can be inside counsel), a significant risk of loss of the ability to successfully assert a claim of Privilege; provided that the parties hereto shall cooperate in seeking to find a way to allow disclosure of such information without resulting in a loss of the ability to successfully assert a claim of Privilege. (ef) Neither party shall be required to deliver to the other books and records or portions thereof (i) if such delivery would violate any applicable Law or (ii) which are subject to any Law or confidentiality agreements which would by their terms prohibit such delivery; provided, however, that if requested by the other party, such party shall use its commercially reasonable best efforts to seek a waiver of or other relief from such confidentiality restriction. (fg) Nothing DuPont may redact any Information covered by this Section 5.6 as and to the extent such Information relates to the Excluded Businesses, the Excluded Assets or the Retained Liabilities; provided that, subject to the other limitations and restrictions in this Section 8.3 5.6, DuPont shall affect the rights and obligations make available to Buyer copies of any party emails relating to the Tax Sharing Agreement with respect DPC Business (other than emails referenced in clause (xiv)(A) of the definition of Excluded Assets) that are Excluded Assets. (h) Buyer may redact any Information covered by this Section 5.6 as and to the sharing of information related extent such Information relates to TaxesBuyer's business, assets or liabilities other than the Transferred DPC Companies and their Subsidiaries, the DPC Assets and the Assumed Liabilities, in each case, to the extent unrelated to the Excluded Business.

Provision of Corporate Records. Except as contemplated by Sections 3.4 and 3.5, as As soon as practicable after the Separation Effective Date, DuPont shall, subject to the provisions of this Section 8.3 and the provisions of Section 6.2 of the Transition Services Agreements8.1, Halliburton shall use all reasonable best commercial efforts to deliver or cause to be delivered to KBR Conoco all KBR Conoco Books and Records in the possession of Halliburton DuPont or any member of the Halliburton Group, Retained Subsidiary and KBR Conoco shall use all reasonable best commercial efforts to deliver or cause to be delivered to Halliburton DuPont all Halliburton DuPont Books and Records in the possession of KBR Conoco or any member of the KBR GroupTransferred Business Company. The foregoing shall be limited by the followingfollowing specific provisions: (ai) To the extent any document (including computer files, as applicabletape) can be subdivided without unreasonable effort or cost into two portions, one of which constitutes a KBR Conoco Book and Record and the other of which constitutes a Halliburton DuPont Book and Record, such document (including computer files, as applicabletape) shall be so subdivided sub-divided and the appropriate portions shall be delivered to the parties. (bii) In the case Neither party shall be required to conduct any general search or investigation of this Section 8.3, “reasonable best its files. (iii) Reasonable commercial efforts” " shall require only deliveries of (ia) specific and discrete books and records or a reasonably limited class of items requested by the other party and (iib) specific and discrete books and records identified by either party in the ordinary course of business and determined by such party in which it determines to be material to the other’s 's business. (civ) Each party may retain copies of books and records delivered to the other, subject to holding in confidence in accordance with Section 8.11 8.5 hereof information contained in such books and records. (dv) Each party may in good faith refuse to furnish any books and records under this Section 8.3 Information if it reasonably believes in good faith that doing so could materially adversely affect its ability to successfully assert a claim of Privilege. (evi) Neither party Party shall be required to deliver to the other books and records or portions thereof which are subject to any Law or confidentiality agreements which would by their terms prohibit such delivery; provided, however, that if requested by the other party, such party shall use its reasonable best commercial efforts to seek a waiver of or other relief from such confidentiality restriction. (f) Nothing in this Section 8.3 shall affect the rights and obligations of any party to the Tax Sharing Agreement with respect to the sharing of information related to Taxes.

Provision of Corporate Records. Except as contemplated by Sections 3.4 and 3.5, as As soon as practicable after the Separation Closing Date, subject to the provisions of this Section 8.3 and the provisions of Section 6.2 of the Transition Services Agreementsas permitted by Law, Halliburton APD shall use its reasonable best efforts to deliver or cause to be delivered to KBR Buyer all KBR Transferred PMD Books and Records then in the possession of Halliburton APD or any member of the Halliburton GroupRetained Subsidiary, and KBR Buyer shall use its reasonable best efforts to deliver or cause to be delivered to Halliburton APD all Halliburton APD Books and Records then in the possession of KBR or any member of the KBR GroupTransferred PMD Company. The foregoing shall be limited by the followingfollowing specific provisions: (a) To the extent any document (including computer files, as applicableother than that stored on electronic media) can be subdivided without unreasonable effort or cost into two portions, one of which constitutes a KBR Transferred PMD Book and Record and the other of which constitutes a Halliburton an APD Book and Record, such document (including computer files, as applicableother than that stored on electronic media) shall be so subdivided sub-divided, and the appropriate portions original of the portion such document (other than that stored on electronic media) which constitutes a Transferred PMD Book and Record shall be delivered provided to Buyer (with a copy thereof provided to APD) and the partiesoriginal of the portion such document (other than that stored on electronic media) which constitutes an APD Book and Record shall be provided to APD (with a copy thereof provided to Buyer). (b) In the case For purposes of this Section 8.35.6, “reasonable best efforts” shall require only require, without limitation, deliveries of (i) any such specific and discrete books and records or a reasonably limited class of items requested by the other party and (ii) specific and discrete books and records identified in writing by either party and then in the ordinary course possession of business and determined by such party to be material to the other’s businessother party. (c) Each party may retain copies of the books and records delivered of the other already in its possession, and may use such books and records as reasonably required for its tax, accounting, compliance and other administrative purposes, subject to this Agreement and the otherRelated Agreements, and subject to holding in confidence in accordance with Section 8.11 information contained in such books and records in accordance with the requirements and limitations of this Agreement, including Section 5.13. If either party has a reasonable concern regarding the other party’s use of such books and records, such party may, upon reasonable prior written notice, audit the other party’s use of such books and records at times and in a manner reasonably acceptable to all parties at the auditing party’s expense, provided that if the audited party has breached such provision and such breach has not been cured prior to the audit, the costs of such audit shall be reasonably apportioned between the parties as determined equitably by the auditor. (d) Each party may in good faith refuse to furnish any books and records under this Section 8.3 Information if it reasonably believes in good faith that doing so could materially adversely affect its presents, based on a written opinion of counsel (which may be inside counsel), a significant risk of loss of the ability to successfully assert a claim of Privilege; provided that the parties hereto shall cooperate in seeking to find a way to allow disclosure of such information without resulting in a loss of the ability to successfully assert a claim of Privilege. (e) Neither party shall be required to deliver to the other books and records or portions thereof if such delivery would violate any applicable Law, based on a written opinion of counsel (which are subject to any Law or confidentiality agreements which would by their terms prohibit such delivery; provided, however, that if requested by the other party, such party shall use reasonable best efforts to seek a waiver of or other relief from such confidentiality restrictionmay be inside counsel). (f) Nothing in APD may redact any Information covered by this Section 8.3 shall affect the rights 5.6 as and obligations of any party to the Tax Sharing Agreement with respect extent such Information relates to the sharing of information related Excluded Businesses, the Retained Liabilities or the Excluded Assets. (g) Buyer may redact any Information covered by this Section 5.6 as and to Taxesthe extent such Information relates to Buyer’s business, assets or liabilities including the Transferred PMD Companies, the PMD Assets and the Assumed Liabilities.

Provision of Corporate Records. Except as contemplated by Sections 3.4 and 3.5, as As soon as practicable ------------------------------ after the Separation Closing Date, subject to the provisions of this Section 8.3 and the provisions of Section 6.2 of the Transition Services Agreements, Halliburton DuPont shall use its commercially reasonable best efforts to deliver or cause to be delivered to KBR Buyer all KBR DPC Books and Records then in the possession of Halliburton DuPont or any member of the Halliburton GroupRetained Subsidiary, and KBR Buyer shall use its commercially reasonable best efforts to deliver or cause to be delivered to Halliburton DuPont all Halliburton DuPont Books and Records then in the possession of KBR or any member of the KBR GroupTransferred Business Company. The foregoing shall be limited by the followingfollowing specific provisions: (ai) To the extent any document (including computer files, as applicabletape) can be subdivided without unreasonable effort or cost into two portions, one of which constitutes a KBR DPC Book and Record and the other of which constitutes a Halliburton DuPont Book and Record, such document (including computer files, as applicabletape) shall be so subdivided sub-divided, and the appropriate portions original of the portion such document (including computer tape) which constitutes a DPC Book and Record shall be delivered provided to Buyer (with a copy thereof provided to DuPont) and the partiesoriginal of the portion such document (including computer tape) which constitutes a DuPont Book and Record shall be provided to DuPont (with a copy thereof provided to Buyer). (bii) In the case Neither party shall be required to conduct any company-wide search or investigation of this Section 8.3files. (iii) Commercially reasonable efforts" shall require, “reasonable best efforts” shall require only without limitation, deliveries of (i) any such specific and discrete books and records or a reasonably limited class of items requested by the other party and (ii) specific and discrete books and records identified in writing by either party in the ordinary course of business and determined by such party to be material to the other’s businessparty. (civ) Each party may retain copies of books and records delivered to the other, subject to holding in confidence in accordance with Section 8.11 5.15 hereof information contained in such books and records. (dv) Each party may in good faith refuse to furnish any books and records under this Section 8.3 Information if it reasonably believes in good faith that doing so could materially adversely affect its presents, based on an opinion of counsel (which can be inside counsel), a significant risk of loss of the ability to successfully assert a claim of Privilege; provided that the parties hereto shall cooperate in seeking -------- to find a way to allow disclosure of such information without resulting in a loss of the ability to successfully assert a claim of privilege. (evi) Neither party shall be required to deliver to the other books and records or portions thereof which are subject to any Law or confidentiality agreements which would by their terms prohibit such delivery; provided, however, that if requested by the other party, such -------- ------- party shall use its commercially reasonable best efforts to seek a waiver of or other relief from such confidentiality restriction. (fvii) Nothing in DuPont may redact any Information covered by this Section 8.3 shall affect the rights 5.6 as and obligations of any party to the Tax Sharing Agreement with respect extent such Information relates to the sharing of information related Retained Business, the Excluded Assets or the Retained Liabilities. (viii) Buyer may redact any Information covered by this Section 5.6 as and to Taxesthe extent such Information relates to Buyer's business, assets or liabilities other than the Transferred Business Companies, the Transferred Assets and the Assumed Liabilities.

Provision of Corporate Records. Except as contemplated by Sections 3.4 and 3.5, At Closing or as soon as practicable after the Separation Closing Date, subject to the provisions of this Section 8.3 and the provisions of Section 6.2 of the Transition Services Agreementsextent permitted by Law, Halliburton SEE shall use reasonable best efforts to deliver or cause to be delivered to KBR Buyer all KBR Transferred Diversey Books and Records then in the possession of Halliburton SEE or any member of the Halliburton GroupRetained Subsidiary, and KBR Buyer shall use reasonable best efforts to deliver or cause to be delivered to Halliburton SEE all Halliburton SEE Books and Records then in the possession of KBR any Transferred Diversey Company or any member of the KBR Groupits Subsidiaries. The foregoing shall be limited by the followingfollowing specific provisions: (a) To the extent any document (including computer files, as applicablethat stored on electronic media) can be subdivided (including by copying or summarizing the relevant portions) without unreasonable effort or cost into two portions, one of which constitutes a KBR Book portion of the Transferred Diversey Books and Record Records and the other of which constitutes a Halliburton Book portion of the SEE Books and RecordRecords, such document (including computer files, as applicableother than that stored on electronic media) shall be so subdivided sub-divided (including by copying or summarizing the relevant portions), and the appropriate portions original of the portion of such document (other than that stored on electronic media) which constitutes a portion of the Transferred Diversey Books and Records shall be delivered provided to Buyer (with a copy thereof provided to SEE) and the partiesoriginal of the portion of such document (including that stored on electronic media) which constitutes a portion of the SEE Books and Records shall be provided to SEE. (b) In the case Neither party shall be required to conduct any unreasonably burdensome company-wide search or investigation of files. (c) For purposes of this Section 8.35.6, “reasonable best efforts” shall require only require, without limitation, deliveries of (i) any such specific and discrete books and records or a reasonably limited class of items requested by the other party and (ii) specific and discrete books and records identified in writing by either party and then in the ordinary course possession of business and determined by such party to be material to the other’s business. (c) Each party may retain copies of books and records delivered to the other, subject to holding in confidence in accordance with Section 8.11 information contained in such books and recordsother party. (d) Each party may retain copies of the books and records of the other already in good faith its possession, and may use such books and records as reasonably required for its normal business, tax, accounting, compliance, and administrative purposes, subject to this Agreement and the Related Agreements, and subject to holding in confidence information contained in such books and records in accordance with the requirements and limitations of this Agreement, including Section 5.11. If either party has a reasonable concern regarding the other party’s use of such books and records, such party may, upon reasonable prior written notice and at such party’s sole cost and expense, audit the other party’s use of such books and records at times and in a manner reasonably acceptable to all parties. (e) Each party may refuse to furnish any books and records under this Section 8.3 Information if it reasonably believes in good faith that doing so could materially adversely affect its presents, based on the opinion of counsel (which may be inside counsel), a significant risk of loss of the ability to successfully assert a claim of Privilege; provided that the parties hereto shall cooperate in seeking to find a way to allow disclosure of such information without resulting in a loss of the ability to successfully assert a claim of Privilege. (ef) Neither party shall be required to deliver to the other books and records or portions thereof (i) if such delivery would violate any applicable Law or (ii) which are subject to any Law or confidentiality agreements which would by their terms prohibit such delivery; provided, however, that if requested by the other party, such party shall use its reasonable best efforts to either (A) deliver such information in a manner (including in a redacted copy) that does not violate applicable Law or (B) seek a waiver of or other relief from such confidentiality restriction, as applicable. (fg) Nothing in SEE may redact any Information covered by this Section 8.3 shall affect the rights 5.6 as and obligations of any party solely to the Tax Sharing Agreement with respect extent such Information relates to the sharing of information related Excluded Businesses, the Excluded Assets or the Retained Liabilities. (h) Buyer may redact any Information covered by this Section 5.6 as and solely to Taxesthe extent such Information relates to Buyer’s business, assets or liabilities other than the Transferred Diversey Companies and their Subsidiaries, the Diversey Assets and the Assumed Liabilities.

Provision of Corporate Records. Except as contemplated by Sections 3.4 and 3.5, as As soon as practicable after the Separation Effective Date, DuPont shall, subject to the provisions of this Section 8.3 and the provisions of Section 6.2 of the Transition Services Agreements8.1, Halliburton shall use all reasonable best commercial efforts to deliver or cause to be delivered to KBR Conoco all KBR Conoco Books and Records in the possession of Halliburton DuPont or any member of the Halliburton Group, Retained Subsidiary and KBR Conoco shall use all reasonable best commercial efforts to deliver or cause to be delivered to Halliburton DuPont all Halliburton DuPont Books and Records in the possession of KBR Conoco or any member of the KBR GroupTransferred Business Company. The foregoing shall be limited by the followingfollowing specific provisions: (ai) To the extent any document (including computer files, as applicabletape) can be subdivided without unreasonable effort or cost into two portions, one of which constitutes a KBR Conoco Book and Record and the other of which constitutes a Halliburton DuPont Book and Record, such document docu- (including computer files, as applicableii) Neither party shall be so subdivided and the appropriate portions shall be delivered required to the partiesconduct any general search or investigation of its files. (biii) In the case of this Section 8.3, “reasonable best Reasonable commercial efforts” " shall require only deliveries of (ia) specific and discrete books and records or a reasonably limited class of items requested by the other party and (iib) specific and discrete books and records identified by either party in the ordinary course of business and determined by such party in which it determines to be material to the other’s 's business. (civ) Each party may retain copies of books and records delivered to the other, subject to holding in confidence in accordance with Section 8.11 8.5 hereof information contained in such books and records. (dv) Each party may in good faith refuse to furnish any books and records under this Section 8.3 Information if it reasonably believes in good faith that doing so could materially adversely affect its ability to successfully assert a claim of Privilege. (evi) Neither party Party shall be required to deliver to the other books and records or portions thereof which are subject to any Law or confidentiality agreements which would by their terms prohibit such delivery; provided, however, that if requested by the other party, such party shall use its reasonable best commercial efforts to seek a waiver of or other relief from such confidentiality restriction. (f) Nothing in this Section 8.3 shall affect the rights and obligations of any party to the Tax Sharing Agreement with respect to the sharing of information related to Taxes.

Provision of Corporate Records. Except as contemplated by Sections 3.4 and 3.5, as soon as practicable after the Separation Date, subject Other than in circumstances in which indemnification is or may be sought pursuant to ARTICLE IV (in which event the provisions of this Section 8.3 such Article will govern) and subject to appropriate restrictions for privileged or Confidential Information: (a) After the provisions Distribution Date until the earlier of Section 6.2 (i) the seventh (7th) anniversary of the Transition Services AgreementsDistribution Date or (ii) the date on which KLX is entitled to destroy information related to the period prior to the Distribution Date pursuant to its normal record retention policies, Halliburton shall use reasonable best efforts upon the prior written request by ESG SpinCo for specific and identified information to deliver or cause the extent it relates to be delivered to KBR all KBR Books and Records in the possession of Halliburton (A) ESG SpinCo (or any member of the Halliburton ESG Group) or the conduct of the ESG Business (including Tax matters) prior to the Distribution Date, or (B) compliance with the ESG Group’s obligations under any Ancillary Agreement to which KLX and KBR ESG SpinCo (or any other member of their respective Groups) are parties, KLX shall use provide, as soon as reasonably practicable following the receipt of such request, appropriate copies of such documents (or the originals thereof if the Party making the request has a reasonable best efforts to deliver or cause to be delivered to Halliburton all Halliburton Books and Records need for such originals) in the possession or control of KBR KLX or any of its Subsidiaries, but only to the extent such items so relate and are not already in the possession or control of the requesting Party, and in no event will KLX or any of its Subsidiaries be required to change the form or substance of such documentation; provided that in the event that KLX reasonably determines that the provision of such documentation could be commercially detrimental, violate Applicable Law or result in the loss of any legal privilege, then the Parties shall use commercially reasonable efforts to facilitate the provision of the requested documentation to the extent and in a manner that avoids any such harm or consequence. (b) After the Distribution Date until the earlier of (i) the seventh (7th) anniversary of the Distribution Date or (ii) the date on which ESG SpinCo is entitled to destroy information related to the period prior to the Distribution Date pursuant to its normal record retention policies, upon the prior written request by KLX for specific and identified information to the extent it relates to (A) KLX (or any member of the KBR KLX Group. The foregoing shall be limited by ) or the following: (a) To conduct of the extent any document ASG Business (including computer filesTax matters) prior to the Distribution Date, or (B) compliance with the ESG Group’s obligations under any Ancillary Agreement to which ESG SpinCo and KLX (or other member of their respective Groups) are parties, as applicable) can be subdivided without unreasonable effort or cost into two portions, one of which constitutes a KBR Book and Record and the other of which constitutes a Halliburton Book and Record, such document (including computer filesESG SpinCo shall provide, as applicablesoon as reasonably practicable following the receipt of such request, appropriate copies of such documents (or the originals thereof if the Party making the request has a reasonable need for such originals) shall be so subdivided and in the appropriate portions shall be delivered possession or control of ESG SpinCo or any of its Subsidiaries, but only to the parties. (b) In the case of this Section 8.3, “reasonable best efforts” shall require only deliveries of (i) specific extent such items so relate and discrete books and records or a reasonably limited class of items requested by the other party and (ii) specific and discrete books and records identified by either party are not already in the ordinary course possession or control of business the requesting Party, and determined by such party to be material to the other’s business. (c) Each party may retain copies in no event will ESG SpinCo or any of books and records delivered to the other, subject to holding in confidence in accordance with Section 8.11 information contained in such books and records. (d) Each party may in good faith refuse to furnish any books and records under this Section 8.3 if it reasonably believes in good faith that doing so could materially adversely affect its ability to successfully assert a claim of Privilege. (e) Neither party shall Subsidiaries be required to deliver change the form or substance of such documentation; provided that in the event that ESG SpinCo reasonably determines that the provision of such documentation could be commercially detrimental, violate Applicable Law or result in the loss of any legal privilege, then the Parties shall use commercially reasonable efforts to facilitate the provision of the requested documentation to the other books extent and records in a manner that avoids any such harm or portions thereof which are subject to any Law or confidentiality agreements which would by their terms prohibit such delivery; provided, however, that if requested by the other party, such party shall use reasonable best efforts to seek a waiver of or other relief from such confidentiality restrictionconsequence. (f) Nothing in this Section 8.3 shall affect the rights and obligations of any party to the Tax Sharing Agreement with respect to the sharing of information related to Taxes.

Provision of Corporate Records. Except as contemplated by Sections 3.4 and 3.5, as As soon as practicable after the Separation Effective Date, subject to the provisions of this Section 8.3 and the provisions of Section 6.2 of the Transition Services Agreements, Halliburton Parent shall use reasonable best efforts to deliver or cause to be delivered to KBR Enova all KBR Enova Books and Records in the possession of Halliburton Parent or any member of the Halliburton GroupParent Group not previously delivered to Enova, and KBR Enova shall use reasonable best efforts to deliver or cause to be delivered to Halliburton Parent all Halliburton Parent Books and Records in the possession of KBR Enova or any member of the KBR GroupEnova Group not previously delivered to Parent. The foregoing shall be limited by the following: (a) To the extent any document (including computer files, as applicable) can be subdivided without unreasonable effort or cost into two portions, one of which constitutes a KBR an Enova Book and Record and the other of which constitutes a Halliburton Parent Book and Record, such document (including computer files, as applicable) shall be so subdivided and the appropriate portions shall be delivered to the parties. (b) In the case of this Section 8.36.3, “reasonable best efforts” shall require only deliveries of (i) specific and discrete books and records or a reasonably limited class of items requested by the other party and (ii) specific and discrete books and records identified by either a party in the ordinary course of business and determined by such party to be material to the other’s business. (c) Each party may retain copies of books and records delivered to the other, subject to holding in confidence in accordance with Section 8.11 information 6.9 Information contained in such books and records. (d) Each party may in good faith refuse to furnish any books and records under this Section 8.3 6.3 if it reasonably believes in good faith that doing so could materially adversely affect its ability to successfully assert a claim of Privilege. (e) Neither No party shall be required to deliver to the other parties books and records or portions thereof which are subject to any Law or confidentiality agreements which would by their terms prohibit such delivery; provided, however, that if requested by the other party, such party shall use reasonable best efforts to seek a waiver of of, or other relief from from, such confidentiality restriction. (f) Nothing in this Section 8.3 6.3 shall affect the rights and obligations of any party to the Tax Sharing Agreement with respect to the sharing of information related to Taxes.

Provision of Corporate Records. Except as contemplated by Sections 3.4 and 3.5, as As soon as practicable after the Separation Effective Date, subject to the provisions of this Section 8.3 and the provisions of Section 6.2 of the Transition Services Agreements, Halliburton Parent shall use reasonable best efforts to deliver or cause to be delivered to KBR Enova all KBR Enova Books and Records in the possession of Halliburton Parent or any member of the Halliburton GroupParent Group not previously delivered to Enova, and KBR Enova shall use reasonable best efforts to deliver or cause to be delivered to Halliburton Parent all Halliburton Parent Books and Records in the possession of KBR Enova or any member of the KBR GroupEnova Group not previously delivered to Parent. The foregoing shall be limited by the following: (a) To the extent any document (including computer files, as applicable) can be subdivided without unreasonable effort or cost into two portions, one of which constitutes a KBR an Enova Book and Record and the other of which constitutes a Halliburton Parent Book and Record, such document (including computer files, as applicable) shall be so subdivided and the appropriate portions shall be delivered to the parties. (b) In the case of this Section 8.36.3, “reasonable best efforts” shall require only deliveries of (i) specific and discrete books and records or a reasonably limited class of items requested by the other party and (ii) specific and discrete books and records identified by either a party in the ordinary course of business and determined by such party to be material to the otherother party’s business. (c) Each party may retain copies of books and records delivered to the other, subject to holding in confidence in accordance with Section 8.11 information 6.9 Information contained in such books and recordsrecords and in such a manner consistent with the retention of the other party’s books and records prior to the Effective Date. (d) Each party may in good faith refuse to furnish any books and records under this Section 8.3 6.3 if it reasonably believes in good faith that doing so could materially adversely affect its ability to successfully assert a claim of Privilege. (e) Neither No party shall be required to deliver to the other parties books and records or portions thereof which are subject to any Law or confidentiality agreements which would by their terms prohibit such delivery; provided, however, that if requested by the other party, such party shall use reasonable best efforts to seek a waiver of of, or other relief from from, such confidentiality restriction. (f) Nothing in this Section 8.3 6.3 shall affect the rights and obligations of any party to the Tax Sharing Agreement with respect to the sharing of information related to Taxes. (g) Prior to a Deconsolidation Event, Parent may retain such Enova Books and Records as it reasonably requires, in its sole discretion, to comply with the terms of, and satisfy its obligations under, the Transaction Agreements.

Provision of Corporate Records. Except as contemplated by Sections 3.4 and 3.5, as As soon as practicable after the Separation DateClosing Date and in no event later than 60 days after Closing, subject to the provisions of this Section 8.3 and the provisions of Section 6.2 of the Transition Services Agreementsas permitted by Law, Halliburton DuPont shall use its commercially reasonable best efforts to deliver or cause to be delivered to KBR Buyer all KBR Transferred DPC Books and Records then in the possession of Halliburton DuPont or any member of the Halliburton GroupRetained Subsidiary, and KBR Buyer shall use its commercially reasonable best efforts to deliver or cause to be delivered to Halliburton DuPont all Halliburton DuPont Books and Records then in the possession of KBR any Transferred DPC Company or any member of the KBR Groupits Subsidiaries or any Joint Venture. The foregoing shall be limited by the followingfollowing specific provisions: (a) To the extent any document (including computer files, as applicableother than that stored on electronic media) can be subdivided without unreasonable effort or cost into two portions, one of which constitutes a KBR Transferred DPC Book and Record and the other of which constitutes a Halliburton DuPont Book and Record, such document (including computer files, as applicableother than that stored on electronic media) shall be so subdivided sub-divided, and the appropriate portions original of the portion of such document (other than that stored on electronic media) which constitutes a Transferred DPC Book and Record shall be delivered provided to Buyer (with a copy thereof provided to DuPont) and the partiesoriginal of the portion of such document (other than that stored on electronic media) which constitutes a DuPont Book and Record shall be provided to DuPont (with a copy thereof provided to Buyer). (b) In the case Neither party shall be required to conduct any company-wide search or investigation of files. (c) For purposes of this Section 8.35.6, “commercially reasonable best efforts” shall require only require, without limitation, deliveries of (i) any such specific and discrete books and records or a reasonably limited class of items requested by the other party and (ii) specific and discrete books and records identified in writing by either party and then in the ordinary course possession of business and determined by such party to be material to the other’s business. (c) Each party may retain copies of books and records delivered to the other, subject to holding in confidence in accordance with Section 8.11 information contained in such books and recordsother party. (d) Each party may retain copies of the books and records of the other already in good faith its possession, and may use such books and records as reasonably required for its normal business purposes, subject to this Agreement and the Related Agreements, and subject to holding in confidence information contained in such books and records in accordance with the requirements and limitations of this Agreement including Sections 5.12 and 5.13. If either party has a reasonable concern regarding the other party’s use of such books and records, such party may, upon reasonable prior written notice and at such party’s expense, audit the other party’s use of such books and records at times and in a manner reasonably acceptable to all parties. (e) Each party may refuse to furnish any books and records under this Section 8.3 Information if it reasonably believes in good faith that doing so could materially adversely affect its presents, based on an opinion of counsel (which can be inside counsel), a significant risk of loss of the ability to successfully assert a claim of Privilege; provided that the parties hereto shall cooperate in seeking to find a way to allow disclosure of such information without resulting in a loss of the ability to successfully assert a claim of Privilege. (ef) Neither party shall be required to deliver to the other books and records or portions thereof (i) if such delivery would violate any applicable Law or (ii) which are subject to any Law or confidentiality agreements which would by their terms prohibit such delivery; provided, however, that if requested by the other party, such party shall use its commercially reasonable best efforts to seek a waiver of or other relief from such confidentiality restriction. (fg) Nothing DuPont may redact any Information covered by this Section 5.6 as and to the extent such Information relates to the Excluded Businesses, the Excluded Assets or the Retained Liabilities; provided that, subject to the other limitations and restrictions in this Section 8.3 5.6, DuPont shall affect the rights and obligations make available to Buyer copies of any party emails relating to the Tax Sharing Agreement with respect DPC Business (other than emails referenced in clause (xiv)(A) of the definition of Excluded Assets) that are Excluded Assets. (h) Buyer may redact any Information covered by this Section 5.6 as and to the sharing of information related extent such Information relates to TaxesBuyer’s business, assets or liabilities other than the Transferred DPC Companies and their Subsidiaries, the DPC Assets and the Assumed Liabilities, in each case, to the extent unrelated to the Excluded Business.

Provision of Corporate Records. Except as contemplated by Sections 3.4 and 3.5, as As soon as practicable after the Separation Effective Date, subject to the provisions of this Section 8.3 5.01, AT&T and the provisions of Section 6.2 of Company shall discuss and negotiate in good faith to agree to a plan to transition (i) to the Transition Services Agreements, Halliburton shall use reasonable best efforts to deliver or cause to be delivered to KBR Company all KBR Company Books and Records in the possession of Halliburton AT&T or any member of the Halliburton AT&T Group, and KBR shall use reasonable best efforts (ii) to deliver or cause to be delivered to Halliburton AT&T all Halliburton AT&T Books and Records in the possession of KBR the Company or any member of the KBR Company Group. The foregoing shall be limited by the following: (a) To the extent any document (including computer files, as applicable) can be subdivided without unreasonable effort or cost into two portions, one The transition of which constitutes a KBR Book books and Record and the other of which constitutes a Halliburton Book and Record, such document (including computer files, as applicable) shall be so subdivided and the appropriate portions shall be delivered to the parties. (b) In the case of this Section 8.3, “reasonable best efforts” records shall require only deliveries of (i) specific and discrete books and records or a reasonably limited class of items requested by the other party and (ii) specific and discrete books and records identified by either party in the ordinary course of business and determined by such party to be material to the other’s business. Without limiting any express delivery requirements under any other provision of this Agreement or any Ancillary Agreement, neither party shall be required to conduct any general search or investigation of its files and neither party shall be obligated to retrieve any books and records from any off-site storage unless specifically requested to do so by the requesting party. (cb) Each party may may, but is not required to, retain copies of books and records delivered to the other, subject to holding in confidence in accordance with Section 8.11 5.09 information contained in such books and records. (dc) Each party may in good faith refuse to furnish any books and records under this Section 8.3 5.01 if it reasonably believes in good faith that doing so could materially adversely affect its ability to successfully assert a claim of Privilegeprivilege. (ed) Neither party shall be required to deliver to the other books and records or portions thereof which are subject to any Law or confidentiality agreements which would by their terms prohibit such delivery; provided, however, that if requested by the other party, such party shall use reasonable best efforts to seek a waiver of or other relief from such confidentiality restriction. (fe) Nothing in this Section 8.3 5.01 shall affect the rights and obligations of any party to the Tax Sharing Matters Agreement with respect to the sharing of information related to Taxes. (f) The Company shall promptly reimburse AT&T Group upon request for any costs incurred by AT&T Group for offsite storage of Company Books and Records, it being understood that at any time AT&T may cause such Books and Records to be transferred to the Company.