Shared Rights and Obligations. With respect to any indemnification or other provision of the Operative Documents that are and remain exercisable or otherwise for the benefit of each of Seller and Purchaser after giving effect to the sale of the Assets, or rights with respect to insurance coverages provided by Lessee pursuant to the Operative Documents, Seller and Purchaser shall be entitled to the non-exclusive rights and benefits of the same to the extent such indemnification or other provisions, or insurance coverages, relate to such party (that is, a claim against or harm suffered by either such party for which an indemnification or insurance coverage is available under the Operative Documents); provided, further, in no event shall Seller have any right to declare a default, cancel, or terminate, any of the Operative Documents, or have any right to, or demand, any rent payments or other amounts due and owing thereunder with respect to the time period on and after the Closing Date, or any right to take any action with respect to the Cars, or amend, waive or give any consent under any Operative Document as it relates to the Cars or Purchaser’s Rights and Obligations.
Shared Rights and Obligations. If a party Processes Personal Information for any purpose beyond the scope of this agreement, then that party assumes the notice obligations. If the Personal Information is involved in a Data Breach Incident, the party on whose system the data was stored is responsible for any notifications and associated costs. Unless prohibited by law or a regulator with jurisdiction over a party, the party making the notification shall make reasonable efforts to coordinate with the other party to allow for input into the content of a notification before it is made. While performing under this agreement, if a party learns of any: (i) complaint or allegation indicating a violation of Data Privacy Laws regarding Personal Information; (ii) request from one or more individuals seeking to access, correct, or delete Personal Information; or (iii) inquiry or complaint from one or more individuals relation to the Processing of Personal Information, the party will exercise reasonable efforts to promptly notify the other party in writing, except to the extent prohibited by law, law enforcement, or a regulator with jurisdiction over such party. The parties shall provide reasonable commercial assistance to each other in investigating the matter, identifying the relevant information, preparing a response, implementing a remedy, and/or cooperating in the conduct of and defending against any claim, court or regulatory proceedings. The parties will take all reasonable commercial and legal steps to protect Personal Information against undue disclosure.
Shared Rights and Obligations. (i) If a party Processes Personal Information for any purpose beyond the scope of this Contract, then that party assumes the notice obligations.
(ii) If the Personal Information is involved in a Data Breach Incident, the party on whose system the data was stored is responsible for any notifications and associated costs. Unless prohibited by law or a regulator with jurisdic tion over a party, the party making the notification shall make reasonable efforts to coordinate with the other party to allow for input into the content of a notification before it is made.
(iii) While performing under this Contract, if a party learns of any: (i) complaint or allegation indicating a violation of Data Privacy Laws regarding Personal Information; (ii) request from one or more individuals seeking to access, correct, or delete Personal Information; or (iii) inquiry or complaint from one or more individuals relation to the Processing of Personal Information, the party will exercise reasonable efforts to promptly notify the other party in writing, except to the extent prohibited by law, law enforcement, or a regulator with jurisdiction over such party. The parties shall provide reasonable commercial assistance to each other in investigating the matter, identifying the relevant information, preparing a response, implementing a remedy, and/or cooperating in the conduct of and defending against any claim, court or regulatory proceedings. The parties will take all reasonable commercial and legal steps to protect Personal Information against undue disclosure.
Shared Rights and Obligations. Prior to the Closing, the Vendor and the Purchaser shall use their commercially reasonable efforts to work together (and, if necessary and desirable, to work with the third parties to the Shared Rights and Obligations) in an effort to divide, modify or replicate (in whole or in part) the respective rights and obligations under and in respect of the Shared Rights and Obligations and, if possible, novate the respective rights and obligations under and in respect of the Shared Rights and Obligations in a manner to be agreed to by the Vendor and the Purchaser, acting reasonably, so that, effective as of the Closing (including on the assignment by the Vendor to the Purchaser of any such divided, modified, replicated or novated Shared Rights and Obligations), the Purchaser is the beneficiary of the post-Closing rights and is responsible for the post-Closing obligations related to the Fort St. Xxxxx Portion of the Shared Rights and Obligations (so that after the Closing the Vendor will have no post-Closing rights or post-Closing obligations with respect to the Fort St. Xxxxx Portion of each Shared Right and Obligation) and the Vendor is the beneficiary of the rights and is responsible for the obligations related to the Non-Fort St. Xxxxx Portion of the Shared Rights and Obligations (so that after the Closing the Purchaser will have no rights or obligations with respect to the Non-Fort St. Xxxxx Portion of each Shared Right and Obligation). If the parties are not able to enter into an arrangement to formally divide, modify or replicate one or more of the Shared Rights and Obligations prior to the Closing as contemplated by the previous sentence, then the Purchaser shall be entitled to the benefits of the Fort St. Xxxxx Portion of any such Shared Right and Obligation accruing after the Closing Date to the extent that the Vendor may provide those benefits in a manner not in violation of the terms of the Shared Right and Obligation and, if the Vendor provides those benefits to the Purchaser, the Purchaser will perform at its sole expense the obligations of the Vendor to be performed after the Closing under the Fort St. Xxxxx Portion of the Shared Right and Obligation.
