Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IV) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 90 contracts
Samples: Separation and Distribution Agreement (Alcoa Upstream Corp), Separation and Distribution Agreement (CNX Resources Corp), Separation and Distribution Agreement (Rayonier Advanced Materials Inc.)
Post-Effective Time Conduct. The Parties acknowledge that, after the Distribution Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Distribution Effective Time, except as may otherwise be provided in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IV) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party or members of such other Party’s Group.
Appears in 8 contracts
Samples: Separation and Distribution Agreement (Orion Office REIT Inc.), Agreement and Plan of Merger (Istar Inc.), Separation and Distribution Agreement (Istar Inc.)
Post-Effective Time Conduct. The Parties acknowledge that, after the applicable Effective Time, each Party shall be independent of the other PartyParties, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the applicable Effective Time, except as may otherwise be provided in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IV) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other PartyParties.
Appears in 7 contracts
Samples: Separation and Distribution Agreement (Otis Worldwide Corp), Separation and Distribution Agreement (Otis Worldwide Corp), Separation and Distribution Agreement (Raytheon Technologies Corp)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IVIII) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 6 contracts
Samples: Master Distribution Agreement (Logiq, Inc.), Master Distribution Agreement (Taronis Fuels, Inc.), Master Distribution Agreement (Lovarra)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IV, including Sections 4.02 and 4.03) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 6 contracts
Samples: Separation and Distribution Agreement (AbbVie Inc.), Separation and Distribution Agreement (AbbVie Inc.), Separation and Distribution Agreement (Quorum Health Corp)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in this Agreement (including with respect to the allocation of PFAS Liabilities) or any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IV) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 5 contracts
Samples: Separation and Distribution Agreement (3M Health Care Co), Separation and Distribution Agreement (Solventum Corp), Separation and Distribution Agreement (3m Co)
Post-Effective Time Conduct. The Parties parties hereto acknowledge that, after the Effective Time, each Party and its Group shall be independent of the other PartyParty and its Group, with responsibility for its and their own actions and inactions and its and their own Liabilities relating to, arising out of or resulting from the conduct of its and their business, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IV) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other PartyParty or the members of its Group.
Appears in 5 contracts
Samples: Contribution and Assignment Agreement (Vornado Realty Lp), Contribution and Assignment Agreement (JBG SMITH Properties), Separation and Distribution Agreement (JBG SMITH Properties)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following after the Effective Time, except as may otherwise be provided in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IV) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 4 contracts
Samples: Separation and Distribution Agreement (nVent Electric PLC), Separation and Distribution Agreement (PENTAIR PLC), Separation and Distribution Agreement (Adient LTD)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IV) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party or another member of the other Party’s Group.
Appears in 4 contracts
Samples: Separation and Distribution Agreement (Equitrans Midstream Corp), Separation and Distribution Agreement (EQT Corp), Separation and Distribution Agreement (Equitrans Midstream Corp)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its businessBusiness, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IVSection 4) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 4 contracts
Samples: Separation and Distribution Agreement (FRP Holdings, Inc.), Separation and Distribution Agreement (New Patriot Transportation Holding, Inc.), Separation and Distribution Agreement (New Patriot Transportation Holding, Inc.)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided herein or in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IV, including Sections 4.02 and 4.03) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 4 contracts
Samples: Separation and Distribution Agreement (Baxalta Inc), Separation and Distribution Agreement (Baxalta Inc), Separation and Distribution Agreement (Baxalta Inc)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Agreementother Transaction Document, and each Party shall (except as otherwise provided in Article IVIII) use commercially reasonable efforts Commercially Reasonable Efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 3 contracts
Samples: Separation and Distribution Agreement (Fortrea Holdings Inc.), Separation and Distribution Agreement (Fortrea Holdings Inc.), Separation and Distribution Agreement (Fortrea Holdings Inc.)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IVARTICLE V, including Section 5.02 and Section 5.03) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 3 contracts
Samples: Separation and Distribution Agreement (PROG Holdings, Inc.), Separation and Distribution Agreement (Aaron's SpinCo, Inc.), Separation and Distribution Agreement (Aaron's SpinCo, Inc.)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided herein or in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IV, including Section 4.2 and Section 4.3) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 3 contracts
Samples: Separation and Distribution Agreement (Aptevo Therapeutics Inc.), Separation and Distribution Agreement (Emergent BioSolutions Inc.), Separation and Distribution Agreement (Aptevo Therapeutics Inc.)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Agreement, Time and each Party shall (except as otherwise provided in Article IV) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Coeur Mining, Inc.), Separation and Distribution Agreement (Paramount Gold & Silver Corp.), Separation and Distribution Agreement (Paramount Gold Nevada Corp.)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Transaction Agreement, and each Party shall (except as otherwise provided in Article IVIII) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 3 contracts
Samples: Separation and Distribution Agreement (MasterBrand, Inc.), Separation and Distribution Agreement (MasterBrand, Inc.), Separation and Distribution Agreement (MasterBrand, Inc.)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from to the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IV) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party or another member of the other Party’s Group.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (Bluerock Homes Trust, Inc.), Separation and Distribution Agreement (Bluerock Homes Trust, Inc.)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following after the Effective Time, except as may otherwise be provided in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IV) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (Adient LTD), Separation and Distribution Agreement (Johnson Controls International PLC)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article Article IV) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (International Seaways, Inc.), Separation and Distribution Agreement (International Seaways, Inc.)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IVII) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 2 contracts
Samples: Separation Agreement (Constellation Energy Corp), Separation Agreement (Exelon Corp)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IVV) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 2 contracts
Samples: Investment Agreement (SilverSun Technologies, Inc.), Separation and Distribution Agreement (SilverSun Technologies Holdings, Inc./Nv)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IVVI, including Section 6.02 and Section 6.03) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (Energizer Holdings Inc), Separation and Distribution Agreement (Energizer SpinCo, Inc.)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided herein or in any Ancillary AgreementTransaction Document, and each Party shall (except as otherwise provided in Article IV, including Sections 4.02 and 4.03) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (Organon & Co.), Separation and Distribution Agreement (Organon & Co.)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Agreement or Management Agreement, and each Party shall (except as otherwise provided in Article IV) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (DDR Corp), Separation and Distribution Agreement (Retail Value Inc.)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in any Specified Ancillary Agreement, and each Party shall (except as otherwise provided in Article IV, including Sections 4.02 and 4.03) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 1 contract
Samples: Separation and Distribution Agreement (AbbVie Inc.)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the each other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Agreement, Time and each Party shall (except as otherwise provided in Article IVIII) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the any other Party.
Appears in 1 contract
Samples: Separation and Distribution Agreement (Contango ORE, Inc.)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Agreementother Transaction Document, and each Party shall (except as otherwise provided in Article IVIII) use commercially reasonable efforts 38 Commercially Reasonable Efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 1 contract
Samples: Separation and Distribution Agreement (Laboratory Corp of America Holdings)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall will be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities business following the Effective Time, except as may otherwise be provided in any Principal Ancillary Agreement, and each Party shall (except as otherwise provided in Article this ARTICLE IV, including SECTIONS 4.02 and 4.03) use commercially reasonable efforts to prevent such Liabilities from being borne inappropriately borne by the other Party.
Appears in 1 contract
Samples: Separation and Distribution Agreement (Hospira Inc)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IV4) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 1 contract
Post-Effective Time Conduct. The Parties acknowledge that, after the Distribution Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Distribution Effective Time, except as may otherwise be provided in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IV) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 1 contract
Samples: Separation and Distribution Agreement (Armstrong World Industries Inc)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall will be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities business following the Effective Time, except as may otherwise be provided in any Principal Ancillary Agreement, and each Party shall (except as otherwise provided in this Article IV, including Sections 4.02 and 4.03) use commercially reasonable efforts to prevent such Liabilities from being borne inappropriately borne by the other Party.
Appears in 1 contract
Samples: Separation and Distribution Agreement (Hospira Inc)
Post-Effective Time Conduct. The Parties acknowledge that, after the Effective Time, each Party shall be independent of the other Party, with responsibility for its own actions and inactions and its own Liabilities relating to, arising out of or resulting from the conduct of its business, operations and activities following the Effective Time, except as may otherwise be provided in any Ancillary Agreement, and each Party shall (except as otherwise provided in Article IVthe Merger Agreement) use commercially reasonable efforts to prevent such Liabilities from being inappropriately borne by the other Party.
Appears in 1 contract
Samples: Separation Agreement (Supervalu Inc)
