Common use of Privileged Information Clause in Contracts

Privileged Information. In furtherance of the rights and obligations of the parties set forth in this Article VI: (a) Each of New News Corporation (on behalf of itself and the other members of the New News Corporation Group) and Remainco (on behalf of itself and the other members of the Remainco Group) acknowledges that: (i) each member of the New News Corporation Group and the Remainco Group has or may obtain Information that is or may be protected from disclosure pursuant to the attorney–client privilege, the work product doctrine, the common interest and joint defense doctrines or other applicable privileges (“Privileged Information”); (ii) actual, threatened or future litigation, investigations, proceedings (including arbitration proceedings), claims or other legal matters have been or may be asserted by or against, or otherwise affect, some or all members of the New News Corporation Group or the Remainco Group (“Litigation Matters”); (iii) members of the New News Corporation Group and the Remainco Group have or may in the future have a common legal interest in Litigation Matters, in the Privileged Information and in the preservation of the protected status of the Privileged Information; and (iv) each of New News Corporation and Remainco (on behalf of itself and the other members of its Group) intends that the transactions contemplated by this Agreement and the Ancillary Agreements and any transfer of Privileged Information in connection herewith or therewith shall not operate as a waiver of any applicable privilege or protection afforded Privileged Information. (b) Each of New News Corporation and Remainco agrees, on behalf of itself and each member of the Group of which it is a member, not to disclose or otherwise waive any privilege or protection attaching to any Privileged Information relating to a member of the other Group or relating to or arising in connection with the relationship between the Groups prior to the Distribution, without providing prompt written notice to and obtaining the prior written consent of the other. (c) In the event that both a member or members of the New News Corporation Group and the Remainco Group are defendants in the same proceeding, the appropriate member or members of each Group will enter into a mutually acceptable joint defense agreement, so as to maintain to the extent practicable any applicable attorney-client privilege or work product immunity of any member of any Group.

Privileged Information. In furtherance of the rights and obligations of the parties Parties set forth in this Article VI: (a) Each of New News Corporation TimkenSteel (on behalf of itself and the other members of the New News Corporation GroupTimkenSteel Entities) and Remainco Timken (on behalf of itself and the other members of the Remainco GroupBearings Entities) acknowledges that: : (i) each member of the New News Corporation TimkenSteel Group and the Remainco Bearings Group has or may obtain Information that is or may be protected from disclosure pursuant to the attorney–-client privilege, the work product doctrine, the common interest and joint defense doctrines or other applicable privileges (“Privileged Information”); ; (ii) actual, threatened or future litigation, investigations, proceedings (including arbitration proceedings), claims or other legal matters have been or may be asserted by or against, or otherwise affect, some or all members of the New News Corporation TimkenSteel Group or the Remainco Bearings Group (“Litigation Matters”); ; (iii) members of the New News Corporation TimkenSteel Group and the Remainco Bearings Group have or may in the future have a common legal interest in Litigation Matters, in the Privileged Information and in the preservation of the protected status of the Privileged Information; and and (iv) each of New News Corporation TimkenSteel and Remainco Timken (on behalf of itself and the other members of its Group) intends that the transactions contemplated by this Agreement and the Ancillary Agreements and any transfer of Privileged Information in connection herewith or therewith shall will not operate as a waiver of any applicable privilege or protection afforded Privileged Information. (b) Each of New News Corporation TimkenSteel and Remainco Timken agrees, on behalf of itself and each member of the Group of which it is a member, not to disclose knowingly or otherwise waive any privilege or protection attaching to any Privileged Information relating to a member of the other Group or relating to or arising in connection with the relationship between the Groups prior to the Distribution, without providing prompt written notice to and obtaining the prior written consent of the other. (c) Upon any member of the TimkenSteel Group or the Bearings Group receiving any subpoena or other compulsory disclosure notice from a Governmental Authority that requests disclosure of Privileged Information belonging to a member of the other Group, the recipient of the notice will promptly provide to Timken, in the case of receipt by a member of the TimkenSteel Group, or to TimkenSteel, in the case of receipt by a member of the Bearings Group, a copy of such notice, the intended response and all materials or information relating to the other Group that might be disclosed. In the event that both of a member disagreement as to the intended response or disclosure, unless and until the disagreement is resolved as provided in Article VII, the members of the New News Corporation TimkenSteel Group and the Remainco Group are defendants in Bearings Entities will cooperate to assert all defenses to disclosure claimed, at the same proceeding, cost and expense of the appropriate member or members of each the Group claiming such defenses to disclosure, and will enter into a mutually acceptable joint defense agreement, so as to maintain to the extent practicable not disclose any applicable attorney-client disputed documents or information until all legal defenses and claims of privilege or work product immunity of any member of any Grouphave been Finally Determined.

Privileged Information. In furtherance of the rights and obligations of the parties set forth in this Article VIV: (a) Each of New News Corporation (on behalf of itself and the other members of the New News Corporation Group) and Remainco (on behalf of itself and the other members of the Remainco Group) party hereto acknowledges that: (i1) each member of the New News Corporation Altria Group, the PMI Group and the Remainco PM USA Group has or may obtain Information that is or may be protected from disclosure pursuant to the attorney–-client privilege, the work product doctrine, the common interest and joint defense doctrines or other applicable privileges (“Privileged Information”); (ii2) actual, threatened or future litigation, investigations, proceedings (including arbitration proceedings), claims or other legal matters have been or may be asserted by or against, or otherwise affect, some or all members of the New News Corporation Altria Group, the PMI Group or the Remainco PM USA Group (“Litigation Matters”); (iii3) members of the New News Corporation Altria Group, the PMI Group and the Remainco PM USA Group have or may in the future have a common legal interest in Litigation Matters, in the Privileged Information Information, and in the preservation of the protected confidential status of the Privileged Information; and (iv4) each of New News Corporation Altria and Remainco (on behalf of itself and the other members of its Group) intends PMI intend that the transactions contemplated by this Agreement and the Ancillary Other Agreements and any transfer of Privileged Information in connection herewith or therewith shall not operate as a waiver of any applicable privilege or protection afforded Privileged Information. (b) Each of New News Corporation Altria and Remainco PMI agrees, on behalf of itself and each member of the Group of which it is a member, not to disclose or otherwise waive any privilege or protection attaching to any Privileged Information relating to a member of the other Group or relating to or arising in connection with the relationship between the Groups on or prior to the DistributionDistribution Date, without providing prompt written notice to and obtaining the prior written consent of the other. (c) Upon any member of the Altria Group, the PM USA Group or the PMI Group receiving any subpoena or other compulsory disclosure notice from a court, other Governmental Authority or otherwise that requests disclosure of Privileged Information belonging to a member of another Group, the recipient of the notice shall promptly provide to Altria or PM USA, in the case of receipt by a member of the PMI Group, or to PMI, in the case of receipt by a member of the Altria Group or the PM USA Group, a copy of such notice, the intended response, and all materials or information relating to the other Group that might be disclosed. In the event that both of a member disagreement as to the intended response or members of disclosure, unless and until the New News Corporation disagreement is resolved as provided in paragraph (b) above, the Altria Group, the PM USA Group and the Remainco PMI Group are defendants in shall cooperate to assert all defenses to disclosure claimed, at the same proceedingcost and expense of the Group claiming such defense to disclosure, the appropriate member and shall not disclose any disputed documents or members information until all legal defenses and claims of each Group will enter into a mutually acceptable joint defense agreement, so as to maintain to the extent practicable any applicable attorney-client privilege or work product immunity of any member of any Grouphave been finally determined.

Privileged Information. In furtherance of the rights and obligations of the parties set forth in this Article VI: (a) Each of New News Corporation Hertz Holdings (on behalf of itself and the other members of the New News Corporation Hertz Group) and Remainco HERC Holdings (on behalf of itself and the other members of the Remainco HERC Holdings Group) acknowledges that: (i) each member of the New News Corporation Hertz Group and the Remainco HERC Holdings Group has or may obtain Information that is or may be protected from disclosure pursuant to the attorney–-client privilege, the work product doctrine, the common interest and joint defense doctrines or other applicable privileges (“Privileged Information”); (ii) actual, threatened or future litigation, investigations, proceedings (including arbitration proceedings), claims or other legal matters have been or may be asserted by or against, or otherwise affect, some or all members of the New News Corporation Hertz Group or the Remainco HERC Holdings Group (“Litigation Matters”); (iii) members of the New News Corporation Hertz Group and the Remainco HERC Holdings Group have or may in the future have a common legal interest in Litigation Matters, in the Privileged Information and in the preservation of the protected status of the Privileged Information; and (iv) each of New News Corporation Hertz Holdings and Remainco HERC Holdings (on behalf of itself and the other members of its Group) intends that the transactions contemplated by this Agreement and the Ancillary Agreements and any transfer of Privileged Information in connection herewith or therewith shall not operate as a waiver of any applicable privilege or protection afforded Privileged Information. (b) Each of New News Corporation Hertz Holdings and Remainco HERC Holdings agrees, on behalf of itself and each member of the Group of which it is a member, not to disclose or otherwise waive any privilege or protection attaching to any Privileged Information relating to a member of the other Group or relating to or arising in connection with the relationship between the Groups prior to the Distribution, without providing prompt written notice to and obtaining the prior written consent of the other, such consent not to be unreasonably withheld or delayed. (c) Upon any member of the Hertz Group or the HERC Holdings Group receiving any subpoena or other compulsory disclosure notice from a court, other Governmental Authority or otherwise that requests disclosure of Privileged Information belonging to a member of the other Group, the recipient of the notice shall promptly provide to HERC Holdings, in the case of receipt by a member of the Hertz Group, or to New Hertz Holdings, in the case of receipt by a member of the HERC Holdings Group, a copy of such notice, the intended response and all materials or information relating to the other Group that might be disclosed. In the event that both of a member disagreement as to the intended response or disclosure, unless and until the disagreement is resolved as provided in Article VII, the members of the New News Corporation Hertz Group and the Remainco Group are defendants in the same proceeding, the appropriate member or members of each the HERC Holdings Group will enter into a mutually acceptable joint defense agreementshall cooperate to assert all defenses to disclosure claimed, so as at the cost and expense of the members of the Group claiming such defenses to maintain to the extent practicable disclosure, and shall not disclose any applicable attorney-client disputed documents or information until all legal defenses and claims of privilege or work product immunity of any member of any Grouphave been Finally Determined.

Privileged Information. In furtherance of the rights and obligations of the parties set forth in this Article VI: (a) Each of New News Corporation (on behalf of itself and the other members of the New News Corporation Group) and Remainco (on behalf of itself and the other members of the Remainco Group) acknowledges that: (i) each member of the New News Corporation Group and the Remainco Group has or may obtain Information that is or may be protected from disclosure pursuant to the attorney–-client privilege, the work product doctrine, the common interest and joint defense doctrines or other applicable privileges (“Privileged Information”); (ii) actual, threatened or future litigation, investigations, proceedings (including arbitration proceedings), claims or other legal matters have been or may be asserted by or against, or otherwise affect, some or all members of the New News Corporation Group or the Remainco Group (“Litigation Matters”); (iii) members of the New News Corporation Group and the Remainco Group have or may in the future have a common legal interest in Litigation Matters, in the Privileged Information and in the preservation of the protected status of the Privileged Information; and (iv) each of New News Corporation and Remainco (on behalf of itself and the other members of its Group) intends that the transactions contemplated by this Agreement and the Ancillary Agreements and any transfer of Privileged Information in connection herewith or therewith shall not operate as a waiver of any applicable privilege or protection afforded Privileged Information. (b) Each of New News Corporation and Remainco agrees, on behalf of itself and each member of the Group of which it is a member, not to disclose or otherwise waive any privilege or protection attaching to any Privileged Information relating to a member of the other Group or relating to or arising in connection with the relationship between the Groups prior to the Distribution, without providing prompt written notice to and obtaining the prior written consent of the other. (c) In the event that both a member or members of the New News Corporation Group and the Remainco Group are defendants in the same proceeding, the appropriate member or members of each Group will enter into a mutually acceptable joint defense agreement[, substantially in the form attached as Exhibit B to this Agreement], so as to maintain to the extent practicable any applicable attorney-client privilege or work product immunity of any member of any Group.