Common use of Policies and Rights Included Within Assets Clause in Contracts

Policies and Rights Included Within Assets. (a) The Healthcare Assets shall include (i) any and all rights of an insured Party under each of the Healthcare Shared Policies, subject to the terms of such Healthcare Shared Policies and any limitations or obligations of Healthcare contemplated by this Article XI, specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to all actual or alleged wrongful acts, occurrences, events, claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses which occurred or are alleged to have occurred, in whole or in part, or were incurred or claimed to have been incurred prior to the Healthcare Distribution Date by any Party in or in connection with the conduct of the Healthcare Business, regardless of whether any suit, claim, action or proceeding is brought before or after the Healthcare Distribution Date or, to the extent any claim is made against Healthcare or any of its Subsidiaries, the conduct of the Tyco Retained Business or the Electronics Business prior to the Healthcare Distribution Date, and which actual or alleged wrongful acts, occurrences, events, claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may arise out of an insured or insurable occurrence or wrongful act under one or more of such Healthcare Shared Policies; provided, however, that nothing in this clause shall be deemed to constitute (or to reflect) an assignment of such Healthcare Shared Policies, or any of them, to Healthcare, and (ii) the Healthcare Policies. With regard to the Healthcare Assets as respects products liability, nothing in this Agreement is intend to provide coverage for alleged wrongful acts, occurrences, events, claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses which occurred or are alleged to have occurred, in whole or in part, prior to the Healthcare Distribution Date and are covered under a Claims Made Policy Form, that were not reported to Tyco prior to the Healthcare Distribution Date.

Policies and Rights Included Within Assets. (a) The Healthcare LSC Assets shall include (i) any and all rights of an insured Party under each of the Healthcare LSC Shared Policies, subject to the terms of such Healthcare LSC Shared Policies and any limitations or obligations of Healthcare LSC contemplated by this Article XI, specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to all actual or alleged wrongful acts, occurrences, events, claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses which occurred or are alleged to have occurred, in whole or in part, or were incurred or claimed to have been incurred prior to the Healthcare LSC Distribution Date by any Party in or in connection with the conduct of the Healthcare LSC Business, regardless of whether any suit, claim, action or proceeding is brought before or after the Healthcare LSC Distribution Date or, to the extent any claim is made against Healthcare LSC or any of its Subsidiaries, the conduct of the Tyco RRD Retained Business or the Electronics Donnelley Financial Business prior to the Healthcare LSC Distribution Date, and which actual or alleged wrongful acts, occurrences, events, claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may arise out of an insured or insurable occurrence or wrongful act under one or more of such Healthcare LSC Shared Policies; provided, however, that nothing in this clause shall be deemed to constitute (or to reflect) an assignment of such Healthcare LSC Shared Policies, or any of them, to HealthcareLSC, and (ii) the Healthcare LSC Policies. With regard to the Healthcare Assets as respects products liability, nothing in this Agreement is intend to provide coverage for alleged wrongful acts, occurrences, events, claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses which occurred or are alleged to have occurred, in whole or in part, prior to the Healthcare Distribution Date and are covered under a Claims Made Policy Form, that were not reported to Tyco prior to the Healthcare Distribution Date.

Policies and Rights Included Within Assets. (a) The Healthcare nVent Assets shall include (i) any and all rights of an insured Party party under each of the Healthcare Shared Policies, subject to the terms of such Healthcare Shared Policies and any limitations or obligations of Healthcare nVent contemplated by this Article XIV, specifically including rights of indemnity and the right to be defended by or at in accordance with the expense terms and conditions of the insurerrelevant Shared Policies, with respect to all actual actual, contingent or alleged wrongful acts, occurrences, events, claims, suits, actionsActions, proceedings, injuries, lossesLosses, liabilitiesLiabilities, damages and expenses which occurred or are alleged to have occurred, in whole or in part, or were incurred or claimed to have been incurred prior to the Healthcare Distribution Date Effective Time by any Party in or in connection with the conduct of the Healthcare Electrical Business, regardless of whether any suit, claim, action or proceeding is brought before or after the Healthcare Distribution Date or, to the extent any claim is made against Healthcare or any of its Subsidiaries, the conduct of the Tyco Retained Business or the Electronics Business prior to the Healthcare Distribution Date, and which actual or alleged wrongful acts, occurrences, events, claims, suits, actionsActions, proceedings, injuries, lossesLosses, liabilitiesLiabilities, damages and expenses may arise out of an insured or insurable occurrence or wrongful act under one or more of such Healthcare Shared Policies; provided, however, that nothing in this clause shall be deemed to constitute (or to reflect) an assignment of such Healthcare Shared Policies, or any of them, to HealthcarenVent. Notwithstanding the foregoing, and (ii) the Healthcare Policies. With with regard to the Healthcare nVent Assets in respect of any claims made Policy that is not put into run-off as respects products liabilityfurther described below in Section 5.3, nothing in this Agreement is intend intended to provide coverage for alleged wrongful acts, occurrences, events, claims, suits, actionsActions, proceedings, injuries, lossesLosses, liabilitiesLiabilities, damages and expenses which occurred or are alleged to have occurred, in whole or in part, prior to the Healthcare Distribution Date Effective Time and are covered under a Claims Made Policy Formclaims made policy form, that were not reported to Tyco Pentair’s Director of Risk Management prior to the Healthcare Distribution DateEffective Time.

Policies and Rights Included Within Assets. (a) The Healthcare Mallinckrodt Assets shall include (i) any and all rights of an insured Party party under each of the Healthcare Shared Policies and Legacy Workers Compensation Policies, subject to the terms of such Healthcare Shared Policies and Legacy Workers Compensation Policies and any limitations or obligations of Healthcare Mallinckrodt contemplated by this Article XIV, specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to all actual actual, contingent or alleged wrongful acts, occurrences, events, claims, suits, actionsActions, proceedings, injuries, lossesLosses, liabilitiesLiabilities, damages and expenses which occurred or are alleged to have occurred, in whole or in part, or were incurred or claimed to have been incurred prior to the Healthcare Distribution Date Effective Time by any Party in or in connection with the conduct of the Healthcare Mallinckrodt Business, regardless of whether any suit, claim, action or proceeding is brought before or after the Healthcare Distribution Date or, to the extent any claim is made against Healthcare or any of its Subsidiaries, the conduct of the Tyco Retained Business or the Electronics Business prior to the Healthcare Distribution Date, and which actual or alleged wrongful acts, occurrences, events, claims, suits, actionsActions, proceedings, injuries, lossesLosses, liabilitiesLiabilities, damages and expenses may arise out of an insured or insurable occurrence or wrongful act under one or more of such Healthcare Shared Policies or Legacy Workers Compensation Policies; provided, however, that nothing in this clause shall be deemed to constitute (or to reflect) an assignment of such Healthcare Shared Policies, or any of them, to HealthcareMallinckrodt. Notwithstanding the foregoing, and (ii) the Healthcare Policies. With with regard to the Healthcare Mallinckrodt Assets in respect of any claims made Policy that is not put into run-off as respects products liabilityfurther described below in Section 5.3, nothing in this Agreement is intend intended to provide coverage for alleged wrongful acts, occurrences, events, claims, suits, actionsActions, proceedings, injuries, lossesLosses, liabilitiesLiabilities, damages and expenses which occurred or are alleged to have occurred, in whole or in part, prior to the Healthcare Distribution Date Effective Time and are covered under a Claims Made Policy Formclaims made policy form, that were not reported to Tyco Covidien’s Director of Risk Management prior to the Healthcare Distribution DateEffective Time.

Policies and Rights Included Within Assets. (a) The Healthcare Mallinckrodt Assets shall include (i) any and all rights of an insured Party party under each of the Healthcare Shared Policies, subject to the terms of such Healthcare Shared Policies and any limitations or obligations of Healthcare Mallinckrodt contemplated by this Article XIV, specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to all actual actual, contingent or alleged wrongful acts, occurrences, events, claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses which occurred or are alleged to have occurred, in whole or in part, or were incurred or claimed to have been incurred prior to the Healthcare Distribution Date Effective Time by any Party in or in connection with the conduct of the Healthcare Mallinckrodt Business, regardless of whether any suit, claim, action or proceeding is brought before or after the Healthcare Distribution Date or, to the extent any claim is made against Healthcare or any of its Subsidiaries, the conduct of the Tyco Retained Business or the Electronics Business prior to the Healthcare Distribution Date, and which actual or alleged wrongful acts, occurrences, events, claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may arise out of an insured or insurable occurrence or wrongful act under one or more of such Healthcare Shared Policies; provided, however, that nothing in this clause shall be deemed to constitute (or to reflect) an assignment of such Healthcare Shared Policies, or any of them, to HealthcareMallinckrodt. Notwithstanding the foregoing, and (ii) the Healthcare Policies. With with regard to the Healthcare Mallinckrodt Assets in respect of any claims made Policy that is not put into run-off as respects products liabilityfurther described below in Section 5.3, nothing in this Agreement is intend intended to provide coverage for alleged wrongful acts, occurrences, events, claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses which occurred or are alleged to have occurred, in whole or in part, prior to the Healthcare Distribution Date Effective Time and are covered under a Claims Made Policy Formclaims made policy form, that were not reported to Tyco Covidien’s Director of Risk Management prior to the Healthcare Distribution DateEffective Time.

Policies and Rights Included Within Assets. (a) The Healthcare Mallinckrodt Assets shall include (i) any and all rights of an insured Party party under each of the Healthcare Shared Policies, subject to the terms of such Healthcare Shared Policies and any limitations or obligations of Healthcare Mallinckrodt contemplated by this Article XIV, specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to all actual actual, contingent or alleged wrongful acts, occurrences, events, claims, suits, actionsActions, proceedings, injuries, lossesLosses, liabilitiesLiabilities, damages and expenses which occurred or are alleged to have occurred, in whole or in part, or were incurred or claimed to have been incurred prior to the Healthcare Distribution Date Effective Time by any Party in or in connection with the conduct of the Healthcare Mallinckrodt Business, regardless of whether any suit, claim, action or proceeding is brought before or after the Healthcare Distribution Date or, to the extent any claim is made against Healthcare or any of its Subsidiaries, the conduct of the Tyco Retained Business or the Electronics Business prior to the Healthcare Distribution Date, and which actual or alleged wrongful acts, occurrences, events, claims, suits, actionsActions, proceedings, injuries, lossesLosses, liabilitiesLiabilities, damages and expenses may arise out of an insured or insurable occurrence or wrongful act under one or more of such Healthcare Shared Policies; provided, however, that nothing in this clause shall be deemed to constitute (or to reflect) an assignment of such Healthcare Shared Policies, or any of them, to HealthcareMallinckrodt. Notwithstanding the foregoing, and (ii) the Healthcare Policies. With with regard to the Healthcare Mallinckrodt Assets in respect of any claims made Policy that is not put into run-off as respects products liabilityfurther described below in Section 5.3, nothing in this Agreement is intend intended to provide coverage for alleged wrongful acts, occurrences, events, claims, suits, actionsActions, proceedings, injuries, lossesLosses, liabilitiesLiabilities, damages and expenses which occurred or are alleged to have occurred, in whole or in part, prior to the Healthcare Distribution Date Effective Time and are covered under a Claims Made Policy Formclaims made policy form, that were not reported to Tyco Covidien’s Director of Risk Management prior to the Healthcare Distribution DateEffective Time.

Policies and Rights Included Within Assets. (a) The Healthcare SpinCo Assets shall include (i) the SpinCo Policies, (ii) any and all rights of an insured Party party under each of the Healthcare Parent Shared Non-Carryover Policies, subject to the terms of such Healthcare Parent Shared Non-Carryover Policies and any limitations or obligations of Healthcare SpinCo contemplated by this Article XIVI, specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to all actual or alleged wrongful acts, occurrences, events, claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses which occurred or are alleged to have occurred, in whole or in part, or were incurred or claimed to have been incurred prior to the Healthcare Distribution Date Effective Time by any Party party in or in connection with the conduct of the Healthcare Business, regardless SpinCo Business or the ownership of whether any suit, claim, action or proceeding is brought before or after the Healthcare Distribution Date SpinCo Assets or, to the extent any claim is made against Healthcare SpinCo or any of its the SpinCo Subsidiaries, the conduct of the Tyco Retained Parent Business or the Electronics Business prior to ownership of the Healthcare Distribution DateParent Assets, and which actual or alleged wrongful acts, occurrences, events, claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may arise out of an insured or insurable occurrence or wrongful act under one or more of such Healthcare Parent Shared Non-Carryover Policies; provided, however, that nothing in this clause shall be deemed to constitute (or to reflect) an assignment of such Healthcare Shared Policies, or any of them, to Healthcare, and (iiiii) any and all rights of an insured party under each of the Healthcare Parent Shared Carryover Policies. With regard , subject to the Healthcare Assets as respects products liabilityterms of such Parent Shared Carryover Policies and any limitations or obligations of SpinCo contemplated by this Article VI, nothing in this Agreement is intend with respect to provide coverage for alleged wrongful acts, occurrences, events, all claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses which occurred incurred or are alleged claimed to have occurredbeen incurred prior to April 1, 2004 by any party in whole or in partconnection with the conduct of the SpinCo Business or the ownership of the SpinCo Assets, prior to the Healthcare Distribution Date and are covered which claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may arise out of an insured or insurable occurrence under a Claims Made Policy Form, that were not reported to Tyco prior to the Healthcare Distribution Dateone or more of such Parent Shared Carryover Policies.

Policies and Rights Included Within Assets. (a) The Healthcare Retained Assets shall include (i) any and all rights of an a named or named additional insured Party party under each of the Healthcare Shared PoliciesCompany Policies set forth on Schedule 7.01(a) hereto and all predecessor Policies thereto, subject to the terms of such Healthcare Shared Policies and any limitations or obligations of Healthcare the Company contemplated by this Article XIVII or Schedule 7.01(a), specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to 16 20 all actual or alleged wrongful acts, occurrences, events, claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses which occurred or are alleged to have occurred, in whole or in part, or were incurred or claimed to have been incurred prior to the Healthcare Distribution Date Time by any Party Person in or in connection with the conduct of the Healthcare Business, regardless of whether any suit, claim, action Retained Business or proceeding is brought before or after the Healthcare Distribution Date Educational Business or, to the extent any claim is made against Healthcare the Company or any of its Subsidiaries, the conduct of the Tyco Retained Business or the Electronics Business prior to the Healthcare Distribution DateDestinations Business, and which actual or alleged wrongful acts, occurrences, events, claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may arise out of an insured or insurable occurrence or wrongful act under one or more of such Healthcare Shared Company Policies; provided, however, that nothing in this clause shall be deemed to constitute (or to reflect) an assignment of such Healthcare Shared Company Policies, or any of them, to Healthcarethe Company. (b) The Destinations Assets shall include any and all rights of a named or named additional insured party under each Policy where the Company is a named or named additional insured party and all predecessor Policies thereto, and (ii) the Healthcare Policies. With regard subject to the Healthcare Assets as respects products liabilityterms of such Policies and any limitations or obligations of Destinations contemplated by this Article VII or Schedule 7.01(a), nothing in this Agreement is intend specifically including rights of indemnity and the right to provide coverage for alleged wrongful actsbe defended by or at the expense of the insurer, occurrences, events, with respect to all claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses which occurred incurred or are alleged claimed to have occurred, in whole or in part, been incurred prior to the Healthcare Distribution Date Time by any Person in or in connection with the conduct of the Destinations Business or, to the extent any claim is made against Destinations or any of its Subsidiaries, the conduct of the Retained Business or the Educational Business, and are covered which claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may arise out of an insured or insurable occurrence under a Claims Made Policy Formeither such Policy; provided, however, that were not reported nothing in this clause shall be deemed to Tyco prior constitute (or to the Healthcare Distribution Datereflect) an assignment of such Policies to Destinations. SECTION 7.02.