Common use of Retentions/Deductibles Clause in Contracts

Retentions/Deductibles. (a) For any Pre-Distribution Claim made after the Distribution Date, all amounts necessary to exhaust or otherwise satisfy all applicable retentions, deductibles or other amounts not covered by such policy shall be: (i) paid by Demand Media to the extent such claim relates exclusively to the Demand Media Business; (ii) paid by Rightside to the extent such claim relates exclusively to the Rightside Business; (iii) split equitably between Demand Media and Rightside, as determined in Demand Media’s reasonable discretion, for all other claims, including any claim relating to general corporate matters; or (iv) Rightside shall comply with all terms and conditions of all policies covering or potentially covering any Pre-Distribution Claims. Rightside will cooperate with Demand Media, its counsel and its insurance broker concerning obtaining and maintaining coverage for Pre-Distribution Claims. (b) Rightside shall be permitted to determine whether to settle any claim for which Rightside is required to pay any applicable deductibles or retentions pursuant to Section 9.5(a)(ii); provided that, Rightside shall not enter into any such settlement without the consent (not to be unreasonably withheld, conditioned or delayed) of Demand Media if the settlement (A) has the effect of permitting any injunction, declaratory judgment, other order or other non-monetary relief to be entered, directly or indirectly, against any Demand Media Entity, (B) does not release the Demand Media Entities from all liabilities and obligations with respect to such claim, (C) includes an admission of guilt or liability on behalf of any of the Demand Media Entities, or (D) is otherwise prejudicial to any Demand Media Entity. (c) For the avoidance of doubt, any dispute between the Parties arising out of or related to this Section 9.5 shall be subject to the dispute resolution provisions of Article VIII.

Retentions/Deductibles. (a) For any Pre-Distribution Claim made after the Distribution Date, all amounts necessary to exhaust or otherwise satisfy all applicable retentions, deductibles or other amounts not covered by such policy shall be: (i) paid by Demand Media Integra to the extent such claim relates exclusively to the Demand Media Integra Business; (ii) paid by Rightside SeaSpine to the extent such claim relates exclusively to the Rightside SeaSpine Business; (iii) split equitably between Demand Media Integra and RightsideSeaSpine, as determined in Demand MediaIntegra’s reasonable discretion, for all other claims, including any claim relating to general corporate matters; or (iv) Rightside SeaSpine shall comply with all terms and conditions of all policies covering or potentially covering any Pre-Distribution Claims. Rightside SeaSpine will cooperate with Demand MediaIntegra, its counsel and its insurance broker concerning obtaining and maintaining coverage for Pre-Distribution Claims. (b) Rightside SeaSpine shall be permitted to determine whether to settle any claim for which Rightside SeaSpine is required to pay any applicable deductibles or retentions pursuant to Section 9.5(a)(ii); provided that, Rightside SeaSpine shall not enter into any such settlement without the consent (not to be unreasonably withheld, conditioned or delayed) of Demand Media Integra if the settlement (Ai) has the effect of permitting any injunction, declaratory judgment, other order or other non-monetary relief to be entered, directly or indirectly, against any Demand Media Integra Entity, (Bii) does not release the Demand Media Integra Entities from all liabilities and obligations with respect to such claim, (Ciii) includes an admission of guilt or liability on behalf of any of the Demand Media Integra Entities, or (Div) is otherwise prejudicial to any Demand Media Integra Entity. (c) For the avoidance of doubt, any dispute between the Parties arising out of or related to this Section 9.5 shall be subject to the dispute resolution provisions of Article VIII.

Retentions/Deductibles. (a) For any Pre-Distribution Claim made after the Distribution Date, all amounts necessary to exhaust or otherwise satisfy all applicable retentions, deductibles or other amounts not covered by such policy shall be: (i) paid by Demand Media PDL to the extent such claim relates exclusively to the Demand Media PDL Business; (ii) paid by Rightside LENSAR to the extent such claim relates exclusively to the Rightside LENSAR Business; (iii) split equitably between Demand Media PDL and RightsideLENSAR, as determined in Demand MediaPDL’s reasonable discretion, for all other claims, including any claim relating to general corporate matters; or (iv) Rightside LENSAR shall comply with all terms and conditions of all policies covering or potentially covering any Pre-Distribution Claims. Rightside LENSAR will cooperate with Demand MediaPDL, its counsel and its insurance broker concerning obtaining and maintaining coverage for Pre-Distribution Claims. (b) Rightside LENSAR shall be permitted to determine whether to settle any claim for which Rightside LENSAR is required to pay any applicable deductibles or retentions pursuant to Section 9.5(a)(ii); provided that, Rightside LENSAR shall not enter into any such settlement without the consent (not to be unreasonably withheld, conditioned or delayed) of Demand Media PDL if the settlement (Ai) has the effect of permitting any injunction, declaratory judgment, other order or other non-monetary relief to be entered, directly or indirectly, against any Demand Media PDL Entity, (Bii) does not release the Demand Media PDL Entities from all liabilities and obligations with respect to such claim, (Ciii) includes an admission of guilt or liability on behalf of any of the Demand Media PDL Entities, or (Div) is otherwise prejudicial to any Demand Media PDL Entity. (c) For the avoidance of doubt, any dispute between the Parties arising out of or related to this Section 9.5 shall be subject to the dispute resolution provisions of Article VIII.

Retentions/Deductibles. (a) a. For any Pre-Distribution Claim made after the Distribution Date, all amounts necessary to exhaust or otherwise satisfy all applicable retentions, deductibles or other amounts not covered by such policy shall be: (i) i. paid by Demand Media PDL to the extent such claim relates exclusively to the Demand Media PDL Business; (ii) . paid by Rightside LENSAR to the extent such claim relates exclusively to the Rightside LENSAR Business; (iii) . split equitably between Demand Media PDL and RightsideLENSAR, as determined in Demand MediaPDL’s reasonable discretion, for all other claims, including any claim relating to general corporate matters; or (iv) Rightside . LENSAR shall comply with all terms and conditions of all policies covering or potentially covering any Pre-Distribution Claims. Rightside LENSAR will cooperate with Demand MediaPDL, its counsel and its insurance broker concerning obtaining and maintaining coverage for Pre-Distribution Claims. (b) Rightside b. LENSAR shall be permitted to determine whether to settle any claim for which Rightside LENSAR is required to pay any applicable deductibles or retentions pursuant to Section 9.5(a)(ii); provided that, Rightside LENSAR shall not enter into any such settlement without the consent (not to be unreasonably withheld, conditioned or delayed) of Demand Media PDL if the settlement (Ai) has the effect of permitting any injunction, declaratory judgment, other order or other non-monetary relief to be entered, directly or indirectly, against any Demand Media PDL Entity, (Bii) does not release the Demand Media PDL Entities from all liabilities and obligations with respect to such claim, (Ciii) includes an admission of guilt or liability on behalf of any of the Demand Media PDL Entities, or (Div) is otherwise prejudicial to any Demand Media PDL Entity. (c) c. For the avoidance of doubt, any dispute between the Parties arising out of or related to this Section 9.5 shall be subject to the dispute resolution provisions of Article VIII.