Acquisition and Maintenance of Post. Distribution Insurance by Chaparral. Commencing on and as of the Distribution Date, Chaparral shall be responsible for establishing and maintaining separate property damage and business interruption and liability insurance policies and programs (including, primary and excess general liability, executive liability, automobile, workers’ compensation, property damage and business interruption, crime, surety and other similar insurance policies) for activities and claims involving any Chaparral Party or any of their Affiliates, the Chaparral Business and the Transferred Assets, in each case with commercially reasonable limits and deductibles. Each of the Chaparral Parties and its Affiliates, as appropriate, shall be responsible for all administrative and financial matters relating to insurance policies established and maintained by the Chaparral Parties for such claims relating to any period on or after the Distribution.
Acquisition and Maintenance of Post. Distribution Edwards Insurance ------------------------------------------------------------------ Policies and Programs. Commencing on and as of the Distribution Date, Edwards --------------------- shall be responsible for establishing and maintaining separate property, casualty and liability insurance policies and programs (including primary and excess general liability, errors and omissions, automobile, workers' compensation, property, fire, crime, surety and other similar insurance policies) for activities and claims involving Edwards or any of its Subsidiaries or Affiliates. Edwards will exercise commercially reasonable efforts to secure liability insurance to avoid potential gaps in coverage for claims arising from events prior to the Distribution Date, which gap would not exist had the Edwards Business continued to be covered with the same retroactive dates existing in the Baxter Policies in effect on the Distribution Date. Edwards and each of its Subsidiaries and Affiliates, as appropriate, shall be responsible for all administrative and financial matters relating to insurance policies established and maintained by Edwards and its Subsidiaries or Affiliates for claims relating to any period on or after the Distribution Date involving Edwards or any of its Subsidiaries or Affiliates. Notwithstanding any other agreement or understanding to the contrary, except as set forth in this Section 13.4 with respect to claims ------------ administration and financial administration of the Baxter Policies, neither Baxter nor any of its Subsidiaries or Affiliates shall have any responsibility for or obligation to Edwards or any of its Subsidiaries or Affiliates relating to property and casualty insurance matters for any period, whether prior to, on or after the Distribution Date.
Acquisition and Maintenance of Post. Distribution eLoyalty --------------------------------------------------------- Insurance Policies and Programs. Commencing on and as of the Distribution Date, ------------------------------- eLoyalty shall establish and maintain separate property, casualty and liability insurance policies and programs (including, without limitation, primary and excess general liability, errors and omissions, automobile, workers' compensation, property, fire, crime, surety and other similar insurance policies) for activities and claims involving eLoyalty or any of its Subsidiaries or Affiliates, in each case with commercially reasonable limits and deductibles. eLoyalty agrees to maintain errors and omissions coverage with limits of at least $35,000,000 for a period of at least five (5) years after the Distribution Date. In addition to the foregoing, eLoyalty shall obtain insurance covering its contractual obligations to indemnify TSC and the TSC Indemnified Parties under this Agreement and shall maintain such coverage for at least five (5) years after the Distribution Date. eLoyalty shall arrange for TSC and the TSC Indemnified Parties to be named insureds under the errors and omissions policies and the contractual indemnity policies described above. All insurance policies required to be maintained by eLoyalty shall be with insurers reasonably acceptable to TSC with respect to financial condition and claims paying ability. eLoyalty will exercise commercially reasonable efforts to secure liability insurance to avoid potential gaps in coverage for claims arising from events prior to the Distribution Date, which gap would not exist had the eLoyalty Business continued to be covered with the same retroactive dates existing in the TSC Policies in effect on the Distribution Date. eLoyalty and each of its Subsidiaries and Affiliates, as appropriate, shall be responsible for all administrative and financial matters relating to insurance policies established and maintained by eLoyalty and its Subsidiaries or Affiliates for claims relating to any period on or after the Distribution Date involving eLoyalty or any of its Subsidiaries or Affiliates. Notwithstanding any other agreement or understanding to the contrary, except as set forth in Section 10.6 with respect to claims administration and financial ------------ administration of the TSC Policies, neither TSC nor any of its Subsidiaries or Affiliates shall have any responsibility for or obligation to eLoyalty or any of its Subsidia...
Acquisition and Maintenance of Post. Closing Xxxxxxx Optionholder's ------------------------------------------------------------------ Insurance Policies and Programs. Commencing on and as of the Closing Date, -------------------------------- Xxxxxxx Optionholder shall be responsible for establishing and maintaining separate property, casualty and liability insurance policies and programs (including primary and excess general liability, errors and omissions, automobile, workers' compensation, property, fire, crime, surety and other similar insurance policies) for activities and claims involving Xxxxxxx Optionholder and the Japanese Xxxxxxx Business. Xxxxxxx Optionholder will exercise commercially reasonable efforts to secure liability insurance to avoid potential gaps in coverage for claims arising from events prior to the Closing Date, which gap would not exist had the Japanese Xxxxxxx Business continued to be covered with the same retroactive dates existing in the Xxxxxx Japan Policies in effect on the Closing Date. Xxxxxxx Optionholder shall be responsible for all administrative and financial matters relating to insurance policies established and maintained by Xxxxxxx Optionholder for claims relating to any period on or after the Closing Date involving Xxxxxxx
Acquisition and Maintenance of Post. Distribution Insurance by Xxxxxx USA. Commencing on and as of the Distribution Time, Xxxxxx USA shall be responsible for establishing and maintaining a separate insurance program consisting of the types of insurance policies and coverages that Xxxxxx USA considers appropriate to carry on behalf of the Xxxxxx USA Group. Each member of the Xxxxxx USA Group, as appropriate, shall be responsible for all administrative and financial matters relating to insurance policies established and maintained by any member of the Xxxxxx USA Group and claims relating to any period at or after the Distribution Time involving any member of the Xxxxxx USA Group.
