Common use of Production of Witnesses and Individuals Clause in Contracts

Production of Witnesses and Individuals. From and after the Closing Date, Seller and Buyer shall use and shall cause their respective Subsidiaries to use reasonable efforts to make available to each other, upon written request, its officers, directors, employees and agents for fact finding, consultation and interviews and as witnesses to the extent that any such person may reasonably be required in connection with any Actions in which the requesting party may from time to time be involved relating to the conduct of the FH Business or the Excluded Businesses. Seller and Buyer agree to reimburse each other for reasonable out-of-pocket expenses (other than officers’ or employees’ salaries) incurred by the other in connection with providing individuals and witnesses pursuant to this Section 5.10. Notwithstanding the foregoing, the provisions of this Section 5.10 shall not apply to Actions brought between Seller and its Affiliates (but not including the Transferred FH Companies and their Closing Subsidiaries), on the one hand, and Buyer and its Affiliates (including after the Closing Date, the Transferred FH Companies and their Closing Subsidiaries) on the other hand.

Appears in 2 contracts

Samples: Share Purchase Agreement (Colfax CORP), Share Purchase Agreement (Circor International Inc)

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Production of Witnesses and Individuals. From and after the Closing Date, Seller DuPont and Buyer shall use and shall cause their respective Subsidiaries to use reasonable efforts to make available to each other, upon written request, its officers, directors, employees and agents for fact finding, consultation and interviews and as witnesses to the extent that any such person may reasonably be required in connection with any Actions in which the requesting party may from time to time be involved relating to the conduct of the FH DPC Business or the Excluded Businesses. Seller DuPont and Buyer agree to reimburse each other for reasonable out-of-pocket expenses (other than officers' or employees' salaries) incurred by the other in connection with providing individuals and witnesses pursuant to this Section 5.10. Notwithstanding the foregoing, the provisions of this Section 5.10 shall not apply to Actions brought between Seller DuPont and its Affiliates (but not including the Transferred FH DPC Companies and their Closing Subsidiaries), on the one hand, and Buyer and its Affiliates (including after the Closing Date, the Transferred FH DPC Companies and their Closing Subsidiaries) on the other hand.

Appears in 1 contract

Samples: Purchase Agreement (Dupont E I De Nemours & Co)

Production of Witnesses and Individuals. From and after the Closing Date, Seller DuPont and Buyer shall use and shall cause their respective Subsidiaries to use reasonable efforts to make available to each other, upon written request, its officers, directors, employees and agents for fact finding, consultation and interviews and as witnesses to the extent that any such person may reasonably be required in connection with any Actions in which the requesting party may from time to time be involved relating to the conduct of the FH DPC Business or the Excluded Businesses. Seller DuPont and Buyer agree to reimburse each other for reasonable out-of-pocket expenses (other than officers’ or employees’ salaries) incurred by the other in connection with providing individuals and witnesses pursuant to this Section 5.10. Notwithstanding the foregoing, the provisions of this Section 5.10 shall not apply to Actions brought between Seller DuPont and its Affiliates (but not including the Transferred FH DPC Companies and their Closing Subsidiaries), on the one hand, and Buyer and its Affiliates (including after the Closing Date, the Transferred FH DPC Companies and their Closing Subsidiaries) on the other hand.

Appears in 1 contract

Samples: Purchase Agreement (Axalta Coating Systems Ltd.)

Production of Witnesses and Individuals. From and after the Closing Date, Seller and Buyer each of the parties shall use and shall cause their respective Subsidiaries to use reasonable efforts to make available to each other, upon written request, its officers, directors, employees and agents for fact finding, consultation and interviews and as witnesses to the extent that any such person Person may reasonably be required in connection with any Actions in which the requesting party may from time to time be involved relating to the conduct of the FH DPP Business or the Excluded Businesses. Seller Delta and Buyer Newco agree to reimburse each other for reasonable out-of-pocket expenses (other than officers’ or employees’ salaries) incurred by the other in connection with providing individuals and witnesses pursuant to this Section 5.107.10. Notwithstanding the foregoing, the provisions of this Section 5.10 7.10 shall not apply to Actions brought between Seller Delta and its Affiliates (but not including the Transferred FH DPP Companies and their Closing Subsidiaries), on the one hand, and Buyer Newco, JLL Holdco and its their respective Affiliates (including after the Closing Date, the Transferred FH DPP Companies and their Closing Subsidiaries) on the other hand.

Appears in 1 contract

Samples: Contribution Agreement (Patheon Inc)

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Production of Witnesses and Individuals. From and after the Closing Date, Seller APD and Buyer shall use and shall cause their respective Subsidiaries to use reasonable efforts to make available to each other, upon written request, its officers, directors, employees and agents for fact finding, consultation and interviews and as witnesses to the extent that any such person may reasonably be required in connection with any Actions in which the requesting party may from time to time be involved relating to the conduct of the FH PMD Business or the Excluded Businesses. Seller APD and Buyer agree to reimburse each other for reasonable out-of-pocket expenses (other than officers’ or employees’ salaries) incurred by the other in connection with providing individuals and witnesses pursuant to this Section 5.10. Notwithstanding the foregoing, the provisions of this Section 5.10 shall not apply to Actions brought between Seller APD and its Affiliates (but not including the Transferred FH Companies and their Closing SubsidiariesPMD Companies), on the one hand, and Buyer and its Affiliates (including after the Closing Date, the Transferred FH Companies and their Closing SubsidiariesPMD Companies) on the other hand.

Appears in 1 contract

Samples: Purchase Agreement (Air Products & Chemicals Inc /De/)

Production of Witnesses and Individuals. From and after the Closing Date, Seller and Buyer shall use and shall cause their respective Subsidiaries to use reasonable efforts to make available to each other, upon written request, its officers, directors, employees and agents for fact finding, consultation and interviews and as witnesses to the extent that any such person may reasonably be required in connection with any Actions in which the requesting party may from time to time be involved relating to the conduct of the FH Business or the Excluded Businesses. Seller and Buyer agree to reimburse each other for reasonable out-of-pocket expenses (other than officers’ or employees’ salaries) incurred by the other in connection with providing individuals and witnesses pursuant to this Section 5.10. Notwithstanding the foregoing, the provisions of this Section 5.10 shall not apply to Actions brought between Seller and its Affiliates (but not including the Transferred FH Companies and their Closing Subsidiaries), on the one hand, and Buyer and its Affiliates (including after the Closing Date, the Transferred FH Companies and their Closing Subsidiaries) on the other hand.. 39 Section 5.11

Appears in 1 contract

Samples: Share Purchase Agreement

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