Common use of Compensation for Providing Information Clause in Contracts

Compensation for Providing Information. The Party requesting information agrees to reimburse the other Party for the reasonable costs, if any, of creating, gathering, copying, transporting and otherwise complying with the request with respect to such information (including any reasonable costs and expenses incurred in any review of information for purposes of protecting the Privileged Information of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information). Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 47 contracts

Samples: Separation Agreement (Southwest Gas Holdings, Inc.), Separation Agreement (Centuri Holdings, Inc.), Master Separation Agreement (Arlo Technologies, Inc.)

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Compensation for Providing Information. The Party party requesting information such Information agrees to reimburse the other Party party for the reasonable costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or in any other agreement between the Partiesparties, such costs shall be computed in accordance with the providing Party’s party's standard methodology and procedures.

Appears in 33 contracts

Samples: Separation and Distribution Agreement (Mod Pac Corp), Master Separation and Distribution Agreement (Ecost Com Inc), Separation and Distribution Agreement (Teledyne Technologies Inc)

Compensation for Providing Information. The Party requesting information after the Effective Time agrees to reimburse the other Party for the reasonable costs, if any, of creating, gathering, copying, transporting and otherwise complying with the request with respect to such information (including any reasonable costs and expenses incurred in any review of information for purposes of protecting the Privileged Information of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information). Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 12 contracts

Samples: Separation and Distribution Agreement (Encompass Health Corp), Separation and Distribution Agreement (GXO Logistics, Inc.), Separation and Distribution Agreement (Enhabit, Inc.)

Compensation for Providing Information. The Party requesting information Information agrees to reimburse the other providing Party for the reasonable costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting Party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 11 contracts

Samples: Distribution Agreement (Dean Foods Co/), Distribution Agreement (TreeHouse Foods, Inc.), Separation and Distribution Agreement (Jefferies Financial Group Inc.)

Compensation for Providing Information. The Party requesting information such Information agrees to reimburse the other Party for the reasonable out-of-pocket costs, if any, of creating, gatheringgathering and copying such Information or for providing explanations of Information provided, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing requesting Party by or in connection with the restoration on behalf of backup media for purposes of providing the requested information)such other Party’s Group. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or in any other agreement between the PartiesAncillary Agreement, such costs shall be computed in accordance with the providing Party’s reasonable standard methodology and procedures.

Appears in 11 contracts

Samples: Separation and Distribution Agreement (Scripps Networks Interactive, Inc.), Separation and Distribution Agreement (Games Inc), Separation and Distribution Agreement (Scripps E W Co /De)

Compensation for Providing Information. The Except as set forth in Section 6.01(c), the Party requesting information Information agrees to reimburse the other Party for the reasonable costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting Party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or in any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 10 contracts

Samples: Separation Agreement (NorthStar Realty Europe Corp.), Separation and Distribution Agreement (Sungard Capital Corp), Separation Agreement (Altisource Portfolio Solutions S.A.)

Compensation for Providing Information. The Party requesting information Information agrees to reimburse the other Party for the reasonable costs, if any, of creating, gathering, copying, transporting and otherwise complying with the request with respect to such information Information (including any reasonable costs and expenses incurred in any review of information Information for purposes of protecting the Privileged Information of the providing Party or in connection with the restoration of backup media for purposes of providing the requested informationInformation). Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 10 contracts

Samples: Separation and Distribution Agreement (Ingevity Corp), Separation and Distribution Agreement (Zimmer Biomet Holdings, Inc.), Separation and Distribution Agreement (Equitrans Midstream Corp)

Compensation for Providing Information. The Party requesting information Information agrees to reimburse the other Party for the reasonable costs, if any, of creating, gathering, copying, transporting and otherwise complying with the request with respect to such information Information (including any reasonable costs and expenses incurred in any review of information Information for purposes of protecting the Privileged Information of the providing Party or in connection with the restoration of backup media for purposes of providing the requested informationInformation). Except as may be otherwise specifically provided elsewhere in this Agreement, Agreement or in any Ancillary Agreement or any other agreement between the PartiesAgreement, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 9 contracts

Samples: Separation and Distribution Agreement (Baxalta Inc), Separation and Distribution Agreement (AbbVie Inc.), Separation and Distribution Agreement (Baxter International Inc)

Compensation for Providing Information. The Party requesting information Information agrees to reimburse the other providing Party for the reasonable costs, if any, of creating, gathering, copying, transporting and otherwise complying with the request with respect to such information Information (including any reasonable costs and expenses incurred in any review of information Information for purposes of protecting the Privileged Information of the providing Party or in connection with the restoration of backup media for purposes of providing the requested informationInformation). Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 7 contracts

Samples: Separation and Distribution Agreement (Raytheon Technologies Corp), Separation and Distribution Agreement (Carrier Global Corp), Separation and Distribution Agreement (Otis Worldwide Corp)

Compensation for Providing Information. The Party party requesting information such Information agrees to reimburse the other Party party for the reasonable costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or in any other agreement between the Partiesparties, such costs shall be computed in accordance with the providing Partyparty’s standard methodology and procedures.

Appears in 6 contracts

Samples: Master Separation and Distribution Agreement (Pc Mall Inc), Separation and Distribution Agreement (Teradata Corp /De/), Master Separation and Distribution Agreement (Ecost Com Inc)

Compensation for Providing Information. The Party Except as set forth in Section 7.01(c)(ii), the party requesting information Information agrees to reimburse the other Party party for the reasonable costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or in any other agreement between the Partiesparties, such costs shall be computed in accordance with the providing Party’s party's standard methodology and procedures.

Appears in 6 contracts

Samples: Contribution and Distribution Agreement (Zimmer Holdings Inc), Contribution and Distribution Agreement (Zimmer Holdings Inc), Contribution and Distribution Agreement (Advanced Medical Optics Inc)

Compensation for Providing Information. The Except as set forth in Section 7.01(c), the Party requesting information Information agrees to reimburse the other Party for the reasonable costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting Party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or in any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 6 contracts

Samples: Separation Agreement (Altisource Portfolio Solutions S.A.), Separation Agreement (Altisource Residential Corp), Separation Agreement (Altisource Asset Management Corp)

Compensation for Providing Information. The Unless otherwise agreed in writing between the Parties, the Party requesting information agrees to promptly reimburse the other Party for the reasonable costs, if any, of creating, gathering, locating, copying, transporting and otherwise complying with the request with respect to such information (including any reasonable costs and expenses incurred in any review of information for purposes of protecting the Privileged Information of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information). Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 5 contracts

Samples: Separation and Distribution Agreement (3M Health Care Co), Separation and Distribution Agreement (Solventum Corp), Separation and Distribution Agreement (Solventum Corp)

Compensation for Providing Information. The Party requesting information agrees to reimburse the other Party for the reasonable costs, if any, of creating, gathering, copying, transporting and otherwise complying with the request with respect to such information (including any reasonable costs and expenses incurred in any review of information for purposes of protecting the Privileged Information of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information). Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 5 contracts

Samples: Separation and Distribution Agreement (W R Grace & Co), Separation and Distribution Agreement (GCP Applied Technologies Inc.), Separation and Distribution Agreement (GCP Applied Technologies Inc.)

Compensation for Providing Information. The In connection with Information exchanged pursuant to Section 6.1, the Party requesting information Information agrees to reimburse the other Party for the reasonable reasonable, documented out-of-pocket costs, if any, of creating, gatheringgathering and copying such Information or otherwise performing, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting Party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or in any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 5 contracts

Samples: Stockholders Agreement (Amneal Pharmaceuticals, Inc.), Limited Liability Company Agreement (Impax Laboratories Inc), Stockholders Agreement (Impax Laboratories Inc)

Compensation for Providing Information. The Party requesting information agrees to reimburse the other Party for the reasonable costs, if any, of creating, gathering, copying, transporting and otherwise complying with the request with respect to such information (including any reasonable costs and expenses incurred in any review of information for purposes of protecting the Privileged Information of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)) to the extent that such costs are incurred in connection with such other Party’s provision of information in response to the requesting Party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 5 contracts

Samples: Separation and Distribution Agreement (JBG SMITH Properties), Contribution and Assignment Agreement (JBG SMITH Properties), Separation and Distribution Agreement (Vornado Realty Lp)

Compensation for Providing Information. The Party party requesting information Information agrees to reimburse the other Party party for the reasonable costs, if any, of creating, gathering, copying, transporting gathering and copying such Information or otherwise complying with the request with respect to such information (including any reasonable costs and expenses incurred in any review of information for purposes of protecting the Privileged Information of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)Information. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or in any other agreement between the Partiesparties, such costs shall be computed in accordance with the providing Partyparty’s standard methodology and procedures.

Appears in 5 contracts

Samples: Separation and Distribution Agreement (Enova International, Inc.), Separation and Distribution Agreement (CST Brands, Inc.), Separation and Distribution Agreement (Corner Store Holdings, Inc.)

Compensation for Providing Information. The Party requesting information Information agrees to reimburse the other providing Party for the reasonable costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)Requesting Party. Except as may be otherwise specifically provided elsewhere in this Agreement, any in the Ancillary Agreement Agreements, or in any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 5 contracts

Samples: Separation and Distribution Agreement (Ticketmaster), Separation and Distribution Agreement (Interval Leisure Group, Inc.), Separation and Distribution Agreement (Tree.com, Inc.)

Compensation for Providing Information. The Party requesting information Information agrees to reimburse the other Party for the reasonable costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting Party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 4 contracts

Samples: Separation and Distribution Agreement (SLM Corp), Separation and Distribution Agreement (Navient Corp), Separation and Distribution Agreement (Navient Corp)

Compensation for Providing Information. The Party requesting information such Information agrees to reimburse the other Party for the reasonable out-of-pocket costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing requesting Party by or in connection with the restoration on behalf of backup media for purposes of providing the requested information)such other Party's Group. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or in any other agreement between the PartiesAncillary Agreement, such costs shall be computed in accordance with the providing Party’s 's standard methodology and procedures.

Appears in 4 contracts

Samples: Separation and Distribution Agreement (Piper Jaffray Companies), Separation and Distribution Agreement (Piper Jaffray Companies), Separation and Distribution Agreement (Piper Jaffray Companies)

Compensation for Providing Information. The Party requesting information Information agrees to reimburse the other Party for the reasonable costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)Requesting Party. Except as may be otherwise specifically provided elsewhere in this Agreement, any in the Ancillary Agreement Agreements, or in any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 4 contracts

Samples: Separation Agreement (Expedia, Inc.), Separation Agreement (Expedia, Inc.), Separation Agreement (TripAdvisor, Inc.)

Compensation for Providing Information. The Party party requesting information Information agrees to reimburse the other Party party for the reasonable costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or in any other agreement between the Partiesparties, such costs shall be computed in accordance with the providing Party’s party's standard methodology and procedures.

Appears in 3 contracts

Samples: Separation and Distribution Agreement (Anc Rental Corp), Separation and Distribution Agreement (Autonation Inc /Fl), Separation and Distribution Agreement (Anc Rental Corp)

Compensation for Providing Information. The Party requesting information agrees to such Information shall reimburse the other Party for the reasonable costscost, if any, of creating, gatheringgathering or copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting Party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement Agreement between the Parties, such costs cost shall be computed in accordance with the providing Party’s 's standard methodology and procedures.

Appears in 3 contracts

Samples: Separation Agreement (Plains All American Pipeline Lp), Separation Agreement (Williams Communications Group Inc), Separation Agreement (Plains Resources Inc)

Compensation for Providing Information. The A Party requesting information agrees to shall reimburse the other Party for the any non-de minimis, reasonable costs, if any, of creating, gathering, copying, transporting and otherwise complying with the request with respect to such information (including any reasonable costs and expenses incurred in any review of information for purposes of protecting the Privileged Information of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information). Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 3 contracts

Samples: Separation and Distribution Agreement (Alcoa Corp), Separation and Distribution Agreement (Alcoa Upstream Corp), Separation and Distribution Agreement (Alcoa Upstream Corp)

Compensation for Providing Information. The A Party requesting information agrees to shall reimburse the other Party for the any non-de minimis, reasonable costs, if any, of creating, gathering, copying, transporting and otherwise complying with the request with respect to such information (including any reasonable costs and expenses incurred in any review of information for purposes of protecting the Privileged Information of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information). Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in good faith in accordance with the providing Party’s standard methodology and procedures.

Appears in 3 contracts

Samples: Separation and Distribution Agreement (CNX Resources Corp), Separation and Distribution Agreement (CONSOL Mining Corp), Separation and Distribution Agreement (CNX Resources Corp)

Compensation for Providing Information. The Party party requesting information Information agrees to reimburse the other Party party for the reasonable costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s party's standard methodology and procedures.

Appears in 3 contracts

Samples: Separation Agreement (DreamWorks Animation SKG, Inc.), Separation Agreement (DreamWorks Animation SKG, Inc.), Separation Agreement (DreamWorks Animation SKG, Inc.)

Compensation for Providing Information. The Party requesting information -------------------------------------- Information agrees to reimburse the other providing Party for the reasonable costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting Party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s 's standard methodology and procedures.

Appears in 3 contracts

Samples: Reorganization Agreement (Technology Solutions Company), Reorganization Agreement (Baxter International Inc), Reorganization Agreement (Edwards Lifesciences Corp)

Compensation for Providing Information. The Party requesting information Information agrees to reimburse the other providing Party for the reasonable costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting Party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s 's standard methodology and procedures.

Appears in 3 contracts

Samples: Reorganization Agreement (Eloyalty Corp), Reorganization Agreement (Eloyalty Corp), Distribution Agreement (Combined Specialty Corp)

Compensation for Providing Information. The In connection with Information exchanged pursuant to Section 5.4 or a party’s obligations under Section 5.10, the Party requesting information Information or performance agrees to reimburse the other Party for the reasonable out-of-pocket costs, if any, of creating, gatheringgathering and copying such Information or otherwise performing, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting Party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or in any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Baker Hughes Inc), Stockholders Agreement (Baker Hughes a GE Co), Stockholders Agreement (BAKER HUGHES a GE Co LLC)

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Compensation for Providing Information. The Party requesting information Information agrees to reimburse the other Party for the reasonable costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)Requesting Party. Except as may be otherwise specifically provided elsewhere in this Agreement, any in the Ancillary Agreement Agreements, or in any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s 's standard methodology and procedures.

Appears in 3 contracts

Samples: Separation Agreement (Alcan Inc), Separation Agreement (Novelis Inc.), Separation Agreement (Novelis Inc.)

Compensation for Providing Information. The Party party requesting information Information agrees to reimburse the other Party party for the reasonable costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or in any other agreement between the Partiesparties, such costs shall be computed in accordance with the providing Partyparty’s standard methodology and procedures.

Appears in 3 contracts

Samples: Separation and Distribution Agreement (California Resources Corp), Indemnification and Release Agreement (Phillips 66), Indemnification and Release Agreement (Phillips 66)

Compensation for Providing Information. The Party party requesting information Information agrees to reimburse the other Party party for the reasonable costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in accordance with the providing Partyparty’s standard methodology and procedures.

Appears in 3 contracts

Samples: Separation Agreement (Mead Johnson Nutrition Co), Form of Separation Agreement (Mead Johnson Nutrition Co), Separation Agreement (DreamWorks Animation SKG, Inc.)

Compensation for Providing Information. The A Party requesting information agrees to Information shall reimburse the other Party for the any non-de minimis, reasonable costs, if any, of creating, gathering, copying, transporting and otherwise complying with the request with respect to such information Information (including any reasonable costs and expenses incurred in any review of information Information for purposes of protecting the Privileged Information of the providing Party or in connection with the restoration of backup media for purposes of providing the requested informationInformation). Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 3 contracts

Samples: Separation and Distribution Agreement (International Paper Co /New/), Separation and Distribution Agreement (Sylvamo Corp), Separation and Distribution Agreement (Sylvamo Corp)

Compensation for Providing Information. The Party requesting information -------------------------------------- Information agrees to reimburse the other Party for the reasonable costs, if any, of creatinggathering and copying such Information, gathering, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting Party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or in any other agreement between the Partiesparties, such costs shall be computed in accordance with the providing Party’s standard methodology and proceduresa commercially reasonable procedure.

Appears in 2 contracts

Samples: Cooperation Agreement (Patriot American Hospitality Operating Co\de), Cooperation Agreement (Wyndham International Inc)

Compensation for Providing Information. The Party party requesting information such Information agrees to reimburse the other Party party for the reasonable costscost, if any, of creating, gatheringgathering or copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement Agreement between the Partiesparties, such costs cost shall be computed in accordance with the providing Party’s party's standard methodology and procedures.

Appears in 2 contracts

Samples: Separation Agreement (Williams Communications Group Inc), Separation Agreement (Williams Communications Group Inc)

Compensation for Providing Information. The Party party requesting information such Information agrees to reimburse the other Party party for the reasonable costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or in any other agreement between the Partiesparties, such costs shall be computed in accordance with the providing Party’s party's standard methodology and procedures. 8.4.

Appears in 2 contracts

Samples: Separation and Distribution Agreement (Lucent Technologies Inc), Separation and Distribution Agreement (At&t Corp)

Compensation for Providing Information. The A Party requesting information agrees to shall reimburse the other Party for the any non de minimis, reasonable costs, if any, of creating, gathering, copying, transporting and otherwise complying with the request with respect to such information (including any reasonable costs and expenses incurred in any review of information for purposes of protecting the Privileged Information of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information). Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 2 contracts

Samples: Separation and Distribution Agreement (Arconic Rolled Products Corp), Separation and Distribution Agreement (Arconic Corp)

Compensation for Providing Information. The Party requesting information agrees to reimburse the other Party for the reasonable costs, if any, of creating, gathering, copying, transporting transporting, redacting and otherwise complying with the request with respect to such information (including any reasonable costs and expenses incurred in any review of information for purposes of protecting the Privileged Information of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information). Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 2 contracts

Samples: Master Separation Agreement (Bausch Health Companies Inc.), Master Separation Agreement (Bausch & Lomb Corp)

Compensation for Providing Information. The Party requesting information Information pursuant to Section 5.1(b) above agrees to reimburse the other Party for the reasonable costs, if any, of creating, gathering, copying, transporting and otherwise complying with the request with respect to such information Information (including any reasonable costs and expenses incurred in any review of information Information for purposes of protecting the Privileged Information of the providing Party or in connection with the restoration of backup media for purposes of providing the requested informationInformation). Except as may be otherwise specifically provided elsewhere in this Agreement, the Separation Agreement, any other Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 2 contracts

Samples: Intellectual Property Agreement (Ingevity Corp), Intellectual Property Agreement (Ingevity Corp)

Compensation for Providing Information. The Party requesting information Information agrees to reimburse the other Party for the reasonable costs, if any, of creating, gathering, redacting (where required), copying, transporting and otherwise complying with the request with respect to such information Information (including any reasonable costs and expenses incurred in any review of information Information for purposes of protecting the Privileged Information of the providing Party or in connection with the restoration of backup media for purposes of providing the requested informationInformation). Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or in any other agreement between the PartiesTransaction Document, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 2 contracts

Samples: Separation and Distribution Agreement (Organon & Co.), Separation and Distribution Agreement (Organon & Co.)

Compensation for Providing Information. The Party requesting information any Information referenced in Section 6.01(a) agrees to reimburse the other Party for the reasonable out-of-pocket costs, if any, and personnel costs of creating, gatheringgathering and copying such Information or for providing explanations of Information provided, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing requesting Party by or in connection with the restoration on behalf of backup media for purposes of providing the requested information)such other Party’s Group. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or in any other agreement between the PartiesAncillary Agreement, such costs shall be computed in accordance with the providing Party’s reasonable standard methodology and procedures.

Appears in 2 contracts

Samples: Separation and Distribution Agreement (Twenty-First Century Fox, Inc.), Separation and Distribution Agreement (New Newscorp LLC)

Compensation for Providing Information. The Party requesting information Information agrees to reimburse the other Party for the reasonable costs, if any, of creating, gathering, copying, transporting and otherwise complying with the request with respect to such information Information (including any reasonable costs and expenses incurred in any review of information Information for purposes of protecting the Privileged Information of the providing Party or in connection with the restoration of backup media for purposes of providing the requested informationInformation). Except as may be otherwise specifically provided elsewhere in this Agreement, the Separation Agreement, any other Ancillary Agreement or any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 1 contract

Samples: Intellectual Property Agreement (Ingevity Corp)

Compensation for Providing Information. The Party requesting information Information agrees to reimburse the other Party for the reasonable costs, if any, of creating, gathering, copying, copying and transporting and otherwise complying with the request with respect to such information (including any reasonable costs and expenses incurred in any review of information for purposes of protecting the Privileged Information of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)Information. Except as may be otherwise specifically provided elsewhere in this Agreement, Agreement or in any Ancillary Agreement or any other agreement between the PartiesAgreement, such costs shall be computed in accordance with the providing Party’s 's standard methodology and procedures.

Appears in 1 contract

Samples: Separation and Distribution Agreement (Hospira Inc)

Compensation for Providing Information. The In connection with Information exchanged pursuant to Section 5.6 or a party’s obligations under Section 5.12, the Party requesting information Information or performance agrees to reimburse the other Party for the reasonable out-of-pocket costs, if any, of creating, gatheringgathering and copying such Information or otherwise performing, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting Party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or in any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 1 contract

Samples: Limited Liability Company Agreement (General Electric Co)

Compensation for Providing Information. The Party party requesting information such Information agrees to reimburse the other Party party for the reasonable out-of-pocket costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any costs are incurred for the benefit of the requesting party. No charge shall be required for reasonable costs and expenses personnel time of a party incurred in any review of information for purposes of protecting the Privileged providing access to Information of the in its existing format or documentation, including, without limitation, in providing Party or in connection with the restoration of backup media for purposes of providing the requested information)access to existing databases. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or in any other agreement between the Partiesparties, such costs shall be computed in accordance with the providing Party’s party's standard methodology and procedures.

Appears in 1 contract

Samples: Separation and Distribution Agreement (Collagen Corp /De)

Compensation for Providing Information. The In connection with Information exchanged pursuant to Section ‎5.6 or a party’s obligations under Section 5.12, the Party requesting information Information or performance agrees to reimburse the other Party for the reasonable out-of-pocket costs, if any, of creating, gatheringgathering and copying such Information or otherwise performing, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting Party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary Agreement or in any other agreement between the Parties, such costs shall be computed in accordance with the providing Party’s standard methodology and procedures.

Appears in 1 contract

Samples: Transaction Agreement and Plan of Merger (Baker Hughes Inc)

Compensation for Providing Information. The Party party requesting information such Information agrees to reimburse the other Party party for the reasonable costs, if any, of creating, gatheringgathering and copying such Information, copying, transporting and otherwise complying with to the request with respect to extent that such information (including any reasonable costs and expenses are incurred in any review of information for purposes of protecting the Privileged Information benefit of the providing Party or in connection with the restoration of backup media for purposes of providing the requested information)requesting party. Except as may be otherwise specifically provided elsewhere in this Agreement, any Ancillary 33 37 Agreement or in any other agreement between the Partiesparties, such costs shall be computed in accordance with the providing Party’s party's standard methodology and procedures.

Appears in 1 contract

Samples: Separation and Distribution Agreement (Allegheny Technologies Inc)

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