Common use of Shared Contracts Clause in Contracts

Shared Contracts. (a) The Parties shall, and shall cause the members of their respective Groups to, use their respective commercially reasonable efforts to work together (and, if necessary and desirable, from the date of this Agreement until the earlier of two years after the Closing Date and such time as the formal division, partial assignment, modification or replication of such Shared Contract is effected, to work with the third party to such Shared Contract) in an effort to divide, partially assign, modify or replicate (in whole or in part) the respective rights and obligations under and in respect of any Shared Contract, such that (i) a member of the Revelyst Group is the beneficiary of the rights and is responsible for the obligations related to that portion of such Shared Contract relating to the Revelyst Business (the “Revelyst Portion”), which rights shall be a Revelyst Asset and which obligations shall be a Revelyst Liability, and (ii) a member of the Vista Outdoor Group is the beneficiary of the rights and is responsible for the obligations related to such Shared Contract not relating to the Revelyst Business (the “Vista Outdoor Portion”), which rights shall be a Vista Outdoor Asset and which obligations shall be a Vista Outdoor Liability. Nothing in this Agreement shall require the division, partial assignment, modification or replication of a Shared Contract unless and until any necessary Consents are obtained or made, as applicable. If the Parties, or their respective Group members, as applicable, are not able to enter into an arrangement to formally divide, partially assign, modify or replicate such Shared Contract prior to the Closing as contemplated by the previous sentence, then the Parties shall, and shall cause their respective Group members to, cooperate in any reasonable and permissible arrangement to provide that, following the Closing and until the earlier of two years after the Closing Date and such time as the formal division, partial assignment, modification or replication of such Shared Contract as contemplated by the previous sentence is effected, a member of the Revelyst Group shall receive the interest in the benefits and obligations of the Revelyst Portion under such Shared Contract and a member of the Vista Outdoor Group shall receive the interest in the benefits and obligations of the Vista Outdoor Portion under such Shared Contract, it being understood that no Party shall have Liability to the other Party for the failure of any third party to perform its obligations under any such Shared Contract. (b) Nothing in this Section 2.04 shall require either Party or any member of their respective Groups to contribute capital, pay or grant any consideration or concession in any form (including providing any letter of credit, guaranty or other financial accommodation) to any Person or expend any money or take any action that would require the expenditure of money (other than reasonable out-of-pocket expenses, attorneys’ fees and recording or similar fees, all of which shall be reimbursed by the Party or the member of the Party’s Group entitled to the applicable Asset or intended to assume the applicable Liability, as applicable, as promptly as reasonably practicable). For the avoidance of doubt, reasonable out-of-pocket expenses and recording or similar fees shall not include any purchase price, license fee or other payment or compensation for the procurement of any asset secured to replace an Asset in the course of a Party’s obligation under Section 2.04(a).

Shared Contracts. (a) The Parties shall, and shall cause the members of their respective Groups to, use their respective commercially reasonable best efforts to work together (and, if necessary and desirable, from the date of this Agreement until the earlier of two years after the Closing Distribution Date and such time as the formal division, partial assignment, modification or replication of such Shared Contract is effected, to work with the third party to such Shared Contract) in an effort to divide, partially assign, modify or replicate (in whole or in part) the respective rights and obligations under and in respect of any Shared Contract, such that (ia) a member of the Revelyst DT Midstream Group is the beneficiary of the rights and is responsible for the obligations related to that portion of such Shared Contract relating to the Revelyst DT Midstream Business (the “Revelyst DT Midstream Portion”), which rights shall be a Revelyst DT Midstream Asset and which obligations shall be a Revelyst DT Midstream Liability, and (iib) a member of the Vista Outdoor DTE Energy Group is the beneficiary of the rights and is responsible for the obligations related to such Shared Contract not relating to the Revelyst DT Midstream Business (the “Vista Outdoor DTE Energy Portion”), which rights shall be a Vista Outdoor DTE Energy Asset and which obligations shall be a Vista Outdoor DTE Energy Liability. Nothing in this Agreement shall require the division, partial assignment, modification or replication of a Shared Contract unless and until any necessary Consents are obtained or made, as applicable. If the Parties, or their respective Group members, as applicable, are not able to enter into an arrangement to formally divide, partially assign, modify or replicate such Shared Contract prior to the Closing Distribution as contemplated by the previous sentence, then the Parties shall, and shall cause their respective Group members to, cooperate in any reasonable and permissible arrangement to provide that, following the Closing Distribution and until the earlier of two years after the Closing Distribution Date and such time as the formal division, partial assignment, modification or replication of such Shared Contract as contemplated by the previous sentence is effected, a member of the Revelyst DT Midstream Group shall receive the interest in the benefits and obligations of the Revelyst DT Midstream Portion under such Shared Contract and a member of the Vista Outdoor DTE Energy Group shall receive the interest in the benefits and obligations of the Vista Outdoor DTE Energy Portion under such Shared Contract, it being understood that no Party shall have Liability to the other Party for the failure of any third party to perform its obligations under any such Shared Contract. (b) Nothing in this Section 2.04 shall require either Party or nor any member of their respective Groups to contribute capital, pay or grant any consideration or concession in any form (including providing any letter of credit, guaranty or other financial accommodation) to any Person or expend any money or take any action that would require the expenditure of money (other than reasonable out-of-pocket expenses, attorneys’ fees and recording or similar fees, all of which shall be reimbursed by the Party or the member of the Party’s Group entitled to the applicable such Asset or intended to assume the applicable such Liability, as applicable, as promptly as reasonably practicable). For the avoidance of doubt, reasonable out-of-pocket expenses expenses, and recording or similar fees shall not include any purchase price, license fee or other payment or compensation for the procurement of any asset secured to replace an Asset in the course of a Party’s obligation under Section 2.04(a).

Shared Contracts. (a) The Parties shall, and shall cause the members of their respective Groups to, use their respective commercially reasonable best efforts to work together (and, if necessary and desirable, from the date of this Agreement until the earlier of two years after the Closing Distribution Date and such time as the formal division, partial assignment, modification or replication of such Shared Contract is effected, to work with the third party to such Shared Contract) in an effort to divide, partially assign, modify or replicate (in whole or in part) the respective rights and obligations under and in respect of any Shared Contract, such that (ia) a member of the Revelyst Costamare Bulkers Group is the beneficiary of the rights and is responsible for the obligations related to that portion of such Shared Contract relating to the Revelyst Costamare Bulkers Business (the “Revelyst Costamare Bulkers Portion”), which rights shall be a Revelyst Costamare Bulkers Asset and which obligations shall be a Revelyst Costamare Bulkers Liability, and (iib) a member of the Vista Outdoor Costamare Group is the beneficiary of the rights and is responsible for the obligations related to such Shared Contract not relating to the Revelyst Costamare Bulkers Business (the “Vista Outdoor Costamare Portion”), which rights shall be a Vista Outdoor Costamare Asset and which obligations shall be a Vista Outdoor Costamare Liability. Nothing in this Agreement shall require the division, partial assignment, modification or replication of a Shared Contract unless and until any necessary Consents are obtained or made, as applicable. If the Parties, or their respective Group members, as applicable, are not able to enter into an arrangement to formally divide, partially assign, modify or replicate such Shared Contract prior to the Closing Distribution as contemplated by the previous sentence, then the Parties shall, and shall cause their respective Group members to, cooperate in any reasonable and permissible arrangement to provide that, following the Closing Distribution and until the earlier of two years after the Closing Distribution Date and such time as the formal division, partial assignment, modification or replication of such Shared Contract as contemplated by the previous sentence is effected, a member of the Revelyst Costamare Bulkers Group shall receive the interest in the benefits and obligations of the Revelyst Costamare Bulkers Portion under such Shared Contract and a member of the Vista Outdoor Costamare Group shall receive the interest in the benefits and obligations of the Vista Outdoor Costamare Portion under such Shared Contract, it being understood that no Party shall have Liability to the other Party for the failure of any third party to perform its obligations under any such Shared Contract. (b) Nothing in this Section 2.04 2.03 shall require either Party or nor any member of their respective Groups to contribute capital, pay or grant any consideration or concession in any form (including providing any letter of credit, guaranty or other financial accommodation) to any Person or expend any money or take any action that would require the expenditure of money (other than reasonable out-of-pocket expenses, attorneys’ fees and recording or similar fees, all of which shall be reimbursed by the Party or the member of the Party’s Group entitled to the applicable such Asset or intended to assume the applicable such Liability, as applicable, as promptly as reasonably practicable). For the avoidance of doubt, reasonable out-of-pocket expenses expenses, and recording or similar fees shall not include any purchase price, license fee or other payment or compensation for the procurement of any asset secured to replace an Asset in the course of a Party’s obligation under Section 2.04(a2.03(a).

Shared Contracts. (a) The Parties shall, and shall cause the members of their respective Groups to, use their respective commercially reasonable commercial efforts to work together (and, if necessary and desirable, from the date of this Agreement until the earlier of two years after the Closing Distribution Date and such time as the formal division, partial assignment, modification or replication of such Shared Contract is effected, to work with the third party to such Shared Contract) in an effort to divide, partially assign, modify or replicate (in whole or in part) the respective rights and obligations under and in respect of any Shared Contract, such that (i) a member of the Revelyst Constellation Group is the beneficiary of the rights and is responsible for the obligations related to that portion of such Shared Contract relating to the Revelyst Constellation Business (the “Revelyst Constellation Portion”), which rights shall be a Revelyst Constellation Asset and which obligations shall be a Revelyst Constellation Liability, and (ii) a member of the Vista Outdoor Exelon Group is the beneficiary of the rights and is responsible for the obligations related to such Shared Contract not relating to the Revelyst Constellation Business (the “Vista Outdoor Exelon Portion”), which rights shall be a Vista Outdoor Exelon Asset and which obligations shall be a Vista Outdoor Exelon Liability. Nothing in this Agreement shall require the division, partial assignment, modification or replication of a Shared Contract unless and until any necessary Consents are obtained or made, as applicable. If the Parties, or their respective Group members, as applicable, are not able to enter into an arrangement to formally divide, partially assign, modify or replicate such Shared Contract prior to the Closing Distribution as contemplated by the previous sentence, then the Parties shall, and shall cause their respective Group members to, cooperate in any reasonable and permissible arrangement to provide that, following the Closing Distribution and until the earlier of two years after the Closing Distribution Date and such time as the formal division, partial assignment, modification or replication of such Shared Contract as contemplated by the previous sentence is effected, a member of the Revelyst Constellation Group shall receive the interest in the benefits and obligations of the Revelyst Constellation Portion under such Shared Contract and a member of the Vista Outdoor Exelon Group shall receive the interest in the benefits and obligations of the Vista Outdoor Exelon Portion under such Shared Contract, it being understood that no Party shall have Liability to the other Party for the failure of any third party to perform its obligations under any such Shared Contract. (b) Nothing in this Section 2.04 2.2 shall require either Party or nor any member of their respective Groups to contribute capital, pay or grant any consideration or concession in any form (including providing any letter of credit, guaranty or other financial accommodation) to any Person or expend any money or take any action that would require the expenditure of money (other than reasonable out-of-pocket expenses, attorneys’ fees and recording or similar fees, all of which shall be reimbursed by the Party or the member of the Party’s Group entitled to the applicable such Asset or intended to assume the applicable such Liability, as applicable, as promptly as reasonably practicable). For the avoidance of doubt, reasonable out-of-pocket expenses expenses, and recording or similar fees shall not include any purchase price, license fee or other payment or compensation for the procurement of any asset secured to replace an Asset in the course of a Party’s obligation under Section 2.04(a2.2(a).

Shared Contracts. (a) The Parties shallAt Buyer’s written request, which may be made at any time until the later of (i) three (3) months following the date hereof and (ii) three (3) months following the date on which the applicable Shared Contract is made available to Buyer, Seller or its applicable Affiliate shall cause split and partially assign to the members Acquired Company, or have replicated for the benefit of their respective Groups tothe Acquired Company (which may include providing the benefits of such Shared Contract through the Transition Services Agreement), in each case, effective as of the Closing, each Shared Contract which may be split and assigned in part to the Acquired Company or replicated for the benefit of the Acquired Company pursuant to its terms without the consent of the counterparty thereto (each, an “Assignable Shared Contract”). (b) To the extent that a Shared Contract does not constitute an Assignable Shared Contract, at Buyer’s written request, which may be made at any time until the later of (i) three (3) months following the date hereof and (ii) three (3) months following the date on which the applicable Shared Contract is made available to Buyer, Seller shall use their respective commercially reasonable efforts to work together (and, if necessary split and desirable, from assign in part to the date of this Agreement until Acquired Company such Shared Contract or otherwise facilitate the earlier of two years after the Closing Date and such time as the formal division, partial assignment, modification or replication of such Shared Contract is effected, to work for the benefit of the Acquired Company with the third party to such Shared Contract) Contract counterparty in an effort to divideeach case, partially assigneffective as of the Closing; provided, modify or replicate (in whole or in part) the respective rights and obligations under and in respect of any Shared Contracthowever, such that (i) there will be no reduction in the Purchase Price as a member result of the Revelyst Group is failure to split and assign in part or replicate for the beneficiary benefit of the rights and is responsible for the obligations related to that portion of Acquired Company any such Shared Contract relating to the Revelyst Business (the “Revelyst Portion”), which rights shall be a Revelyst Asset and which obligations shall be a Revelyst Liability, and (ii) a member assuming Seller’s compliance with this Section 6.16(b), Seller shall not have any liability or obligation whatsoever to Buyer (and Buyer will not be entitled to assert any claims) arising out of the Vista Outdoor Group is the beneficiary of the rights failure to split and is responsible assign in part or replicate for the obligations related to benefit of Acquired Company any such Shared Contract not relating to or as a result of the Revelyst Business (the “Vista Outdoor Portion”)default, which rights shall be a Vista Outdoor Asset and which obligations shall be a Vista Outdoor Liability. Nothing in this Agreement shall require the divisionacceleration, partial assignment, modification termination or replication loss of a Shared Contract unless and until any necessary Consents are obtained or made, as applicable. If the Parties, or their respective Group members, as applicable, are not able to enter into an arrangement to formally divide, partially assign, modify or replicate such Shared Contract prior to the Closing as contemplated by the previous sentence, then the Parties shall, and shall cause their respective Group members to, cooperate in any reasonable and permissible arrangement to provide that, following the Closing and until the earlier of two years after the Closing Date and such time as the formal division, partial assignment, modification or replication of right under such Shared Contract as contemplated by the previous sentence is effected, a member of the Revelyst Group shall receive the interest in the benefits and obligations of the Revelyst Portion under such Shared Contract and a member of the Vista Outdoor Group shall receive the interest in the benefits and obligations of the Vista Outdoor Portion under such Shared Contract, it being understood that no Party shall have Liability result thereof. (c) Notwithstanding anything to the contrary, none of Seller or its Affiliates shall be required to incur any Liability, pay any money, or provide any other Party consideration in in connection with its obligations set forth in this Section 6.16. Buyer shall use its commercially reasonable efforts to assist and cooperate with Seller in furtherance of Seller’s efforts pursuant to this Section 6.16; provided, that if any money is paid, or consideration provided, by Seller or its Affiliates to a third party in connection with this Section 6.16, Buyer shall reimburse Seller within ten (10) Business Days of Seller’s notice to Buyer thereof. Except as otherwise provided herein, Buyer shall reimburse Seller for the failure of any money paid, or consideration provided, by Seller to any third party to perform its obligations under any such Shared Contract. (b) Nothing in this Section 2.04 shall require either Party or any member of their respective Groups to contribute capitalexcluding, pay or grant any consideration or concession in any form (including providing any letter of credit, guaranty or other financial accommodation) to any Person or expend any money or take any action that would require the expenditure of money (other than reasonable out-of-pocket expenses, attorneys’ fees and recording or similar fees, all of which shall be reimbursed by the Party or the member of the Party’s Group entitled to the applicable Asset or intended to assume the applicable Liability, as applicable, as promptly as reasonably practicable). For for the avoidance of doubt, reasonable out-of-pocket expenses and recording Seller’s Representatives) for all fees, including, but not limited to, application fees, administration fees, or similar fees shall not include processing fees, or any purchase priceother charges applicable to splitting, license fee assigning or other payment or compensation replicating a Shared Contract, including, for the procurement avoidance of any asset secured to replace an Asset in the course doubt, all fees and expenses of a Partysuch third party’s obligation under Section 2.04(a)agents, advisors, Representatives, counsel, and accountants with respect thereto, within ten (10) Business Days of Seller’s or its Affiliate’s payment of money or provision of other consideration.

Shared Contracts. (a) The Parties shall, and shall cause the members of their respective Groups to, use their respective commercially reasonable best efforts to work together (and, if necessary and desirable, from the date of this Agreement until the earlier of two years after the Closing Distribution Date and such time as the formal division, partial assignment, modification or replication of such Shared Contract is effected, to work with the third party to such Shared Contract) in an effort to divide, partially assign, modify or replicate (in whole or in part) the respective rights and obligations under and in respect of any Shared Contract, such that (i) a member of the Revelyst [Outdoor Products] Group is the beneficiary of the rights and is responsible for the obligations related to that portion of such Shared Contract relating to the Revelyst [Outdoor Products] Business (the “Revelyst [Outdoor Products] Portion”), which rights shall be a Revelyst an [Outdoor Products] Asset and which obligations shall be a Revelyst an [Outdoor Products] Liability, and (ii) a member of the Vista Outdoor Group is the beneficiary of the rights and is responsible for the obligations related to such Shared Contract not relating to the Revelyst [Outdoor Products] Business (the “Vista Outdoor Portion”), which rights shall be a Vista Outdoor Asset and which obligations shall be a Vista Outdoor Liability. Nothing in this Agreement shall require the division, partial assignment, modification or replication of a Shared Contract unless and until any necessary Consents are obtained or made, as applicable. If the Parties, or their respective Group members, as applicable, are not able to enter into an arrangement to formally divide, partially assign, modify or replicate such Shared Contract prior to the Closing Distribution as contemplated by the previous sentence, then the Parties shall, and shall cause their respective Group members to, cooperate in any reasonable and permissible arrangement to provide that, following the Closing Distribution and until the earlier of two years after the Closing Distribution Date and such time as the formal division, partial assignment, modification or replication of such Shared Contract as contemplated by the previous sentence is effected, a member of the Revelyst [Outdoor Products] Group shall receive the interest in the benefits and obligations of the Revelyst [Outdoor Products] Portion under such Shared Contract and a member of the Vista Outdoor Group shall receive the interest in the benefits and obligations of the Vista Outdoor Portion under such Shared Contract, it being understood that no Party shall have Liability to the other Party for the failure of any third party to perform its obligations under any such Shared Contract. (b) Nothing in this Section 2.04 shall require either Party or any member of their respective Groups to contribute capital, pay or grant any consideration or concession in any form (including providing any letter of credit, guaranty or other financial accommodation) to any Person or expend any money or take any action that would require the expenditure of money (other than reasonable out-of-pocket expenses, attorneys’ fees and recording or similar fees, all of which shall be reimbursed by the Party or the member of the Party’s Group entitled to the applicable Asset or intended to assume the applicable Liability, as applicable, as promptly as reasonably practicable). For the avoidance of doubt, reasonable out-of-pocket expenses expenses, and recording or similar fees shall not include any purchase price, license fee or other payment or compensation for the procurement of any asset secured to replace an Asset in the course of a Party’s obligation under Section 2.04(a).

Shared Contracts. (a) The Parties From the date of this Agreement until the Closing, the parties hereto shall, and shall cause the members of their respective Groups Subsidiaries to, use their respective commercially reasonable efforts to work together (and, if necessary and desirable, from the date of this Agreement until the earlier of two years after the Closing Date and such time as the formal division, partial assignment, modification or replication of such Shared Contract is effected, to work with the third party or third parties to such any Shared Contract) in an effort to divide, partially assign, modify or replicate (in whole or in part) the respective rights and obligations under and in respect of any Shared Contract, such that upon and following the Closing (ia) Purchaser or a member of the Revelyst Purchaser Subsidiary (including a Transferred Group Member) is the beneficiary of the rights rights, and is responsible for the obligations obligations, related to that the portion of such Shared Contract relating to the Revelyst North American Business (the “Revelyst Purchaser Portion”), which rights shall be a Revelyst Asset and which obligations shall be a Revelyst Liability, and (iib) Parent or a member of the Vista Outdoor Parent Subsidiary (other than a Transferred Group Member) is the beneficiary of the rights rights, and is responsible for the obligations obligations, related to the portion of such Shared Contract not relating to the Revelyst North American Business (the “Vista Outdoor Parent Portion”), which rights shall be a Vista Outdoor Asset and which obligations shall be a Vista Outdoor Liability. Nothing in this Agreement shall require the division, partial assignment, modification or replication of a Shared Contract unless and until any necessary Consents are obtained or made, as applicable. If the Parties, parties hereto or their respective Group members, as applicable, Subsidiaries are not able to enter into an arrangement to formally divide, partially assign, modify or replicate (in whole or in part) the rights and obligations under and in respect of any such Shared Contract prior to the Closing as contemplated by the previous sentenceimmediately preceding sentence prior to the Closing, then the Parties Closing shall nonetheless take place on the terms set forth herein and, thereafter, Purchaser and Parent shall, and shall cause their respective Group members Subsidiaries to, use their commercially reasonable efforts to cooperate (each at its own expense) in any lawful, contractually permissible and commercially reasonable and permissible arrangement to provide thatunder which, following the Closing and until the earlier of two years after the Closing Date and such time as the formal date on which the division, partial assignment, modification or replication of such Shared Contract as contemplated by the previous immediately preceding sentence is effected, Purchaser or a member of the Revelyst Purchaser Subsidiary (including a Transferred Group Member) shall receive the interest in the benefits and obligations of the Revelyst Purchaser Portion under such Shared Contract and Parent or a member of the Vista Outdoor Parent Subsidiary (other than a Transferred Group Member) shall receive the interest in the benefits and obligations of the Vista Outdoor Parent Portion under such Shared Contract. In the event any payment, it being understood that no Party shall have Liability to the other Party for the failure of fee or charge is required by any third party to perform its obligations under divide, partially assign, modify or replicate any such Shared Contract. (b) Nothing in this Section 2.04 shall require either Party , such payment, fee or any member of their respective Groups to contribute capital, pay or grant any consideration or concession in any form (including providing any letter of credit, guaranty or other financial accommodation) to any Person or expend any money or take any action that would require the expenditure of money (other than reasonable out-of-pocket expenses, attorneys’ fees and recording or similar fees, all of which charge shall be reimbursed borne equally by the Party or the member of the Party’s Group entitled to the applicable Asset or intended to assume the applicable Liability, as applicable, as promptly as reasonably practicable). For the avoidance of doubt, reasonable out-of-pocket expenses Parent and recording or similar fees shall not include any purchase price, license fee or other payment or compensation for the procurement of any asset secured to replace an Asset in the course of a Party’s obligation under Section 2.04(a)Purchaser.

Shared Contracts. From the date hereof until the date that is one (a1) The Parties year following the Closing Date, Seller shall, and shall cause its Affiliates to, and from and after the members of their respective Groups Closing, Buyer shall cause the Group Companies to, use their respective commercially reasonable efforts to work together (and, if necessary and desirable, from the date of this Agreement until the earlier of two years after the Closing Date and such time as the formal division, partial assignment, modification or replication of such Shared Contract is effected, to work with the third party to such Shared Contract) in an effort to divide, partially assign, modify or replicate (in whole or in part) the respective rights and obligations under and in respect of any Shared Contract, such that that, following the Closing, (i) a member of the Revelyst Group an AC Subsidiary or its designee proposed by Buyer is the beneficiary of the rights and is responsible for the obligations related to that portion of under such Shared Contract to the extent relating to the Revelyst Business (the “Revelyst Company Portion”), which rights shall be a Revelyst Asset an asset of and which obligations shall be a Revelyst Liabilityliability of the applicable AC Subsidiary or designee of Buyer, and (ii) a member of the Vista Outdoor Group Seller or its designee is the beneficiary of the rights and is responsible for the obligations related to under such Shared Contract not to the extent relating to the Revelyst Retained Business (the “Vista Outdoor Seller Portion”), which rights shall be a Vista Outdoor Asset an asset of and which obligations shall be a Vista Outdoor Liabilityliability of Seller or its designee. Nothing in this Agreement shall require the division, partial assignment, modification or replication of a If any Shared Contract unless and until any necessary Consents are obtained or made, as applicable. If the Parties, or their respective Group members, as applicable, are cannot able to enter into an arrangement to formally dividebe so divided, partially assignassigned, modify modified or replicate replaced (in whole or in part) prior to the Closing, until the earlier of (x) the date on which the term of such Shared Contract prior to expires in accordance with its terms, (y) the Closing as contemplated by the previous sentence, then the Parties shall, and shall cause their respective Group members to, cooperate in any reasonable and permissible arrangement to provide that, date that is one (1) year following the Closing and until (z) the earlier of two years after the Closing Date and date on which such time as the formal division, partial assignment, modification or replication of such Shared Contract as contemplated by the previous sentence is effected, a member of Seller and Buyer shall cooperate in any commercially reasonable arrangement to provide that (A) the Revelyst Group designee appointed by the Buyer shall receive the interest in the benefits and obligations burdens of the Revelyst Company Portion under of such Shared Contract and a member of the Vista Outdoor Group (B) Seller or its designee shall receive the interest in the benefits and obligations burdens of the Vista Outdoor Seller Portion under of such Shared Contract. The Seller acknowledges and agrees that upon the reasonable request of ▇▇▇▇▇, it being understood that no Party shall have Liability to the other Party Seller will, or will cause an Affiliate to, exercise Prudent Efforts in order for the failure Buyer to be able to fully realize the Company Portion of any third party to perform its rights and obligations under any such Shared Contract. (b) Contracts. Nothing in this Section 2.04 6.16 shall require either Party Seller, Buyer or any member of their respective Groups Affiliates to contribute capital, pay or commit to pay any amount to (or incur any obligation or grant any consideration or concession in favor of) any form (Person, including providing any letter of credit, guaranty or other financial accommodation) counterparty to any Person Shared Contract, in connection with any division, partial assignment, modification or expend any money or take any action that would require the expenditure of money (other than reasonable out-of-pocket expenses, attorneys’ fees and recording or similar fees, all of which shall be reimbursed by the Party or the member of the Party’s Group entitled to the applicable Asset or intended to assume the applicable Liability, as applicable, as promptly as reasonably practicable). For the avoidance of doubt, reasonable out-of-pocket expenses and recording or similar fees shall not include any purchase price, license fee or other payment or compensation for the procurement replication of any asset secured to replace an Asset in the course of a Party’s obligation under Section 2.04(a)Shared Contract.

Shared Contracts. (a) The Except as set forth on Section 2.9(a) of the Sellers Disclosure Schedules, prior to and, to the extent necessary, from and after Closing, the Parties shall, and shall cause the members of their respective Groups Affiliates to, use their respective commercially reasonable best efforts to work together (and, if necessary and desirable, from the date of this Agreement until the earlier of two years after the Closing Date and such time as the formal division, partial assignment, modification or replication of such Shared Contract is effected, to work with the third party to such Shared Contract) in an effort to divide, partially assign, modify or replicate (in whole or in part) the respective rights and obligations under and in respect of any Shared Contract, such that as of Closing or as promptly as practicable thereafter (ia) a member of the Revelyst Group Buyer is the beneficiary of the rights and is responsible for the obligations related to that portion of such Shared Contract relating to the Revelyst Business (the “Revelyst Buyer Portion”), which rights shall be a Revelyst Asset Additional Acquired Assets and which obligations shall be a Revelyst LiabilityAssumed Liabilities, and (iib) a member of the Vista Outdoor Group applicable Seller, or its applicable Affiliate, is the beneficiary of the rights and is responsible for the obligations related to such Shared Contract not relating to the Revelyst Business (the “Vista Outdoor Sellers Portion”), which rights shall be a Vista Outdoor Asset Excluded Assets and which obligations shall be a Vista Outdoor LiabilityExcluded Liabilities. Nothing in this Agreement shall require the division, partial assignment, modification or replication of a Shared Contract unless and until any necessary Consents are obtained or made, as applicable. If the Parties, or their respective Group membersAffiliates, as applicable, are not able to enter into an arrangement to formally divide, partially assign, modify or replicate such Shared Contract prior to the Closing as contemplated by the previous sentence, then the Parties shall, and shall cause their respective Group members Affiliates to, cooperate in any reasonable and permissible arrangement to provide that, following the Closing and until the earlier of the date that is two (2) years after the Closing Date and or such time as the formal division, partial assignment, modification or replication of such Shared Contract as contemplated by the previous sentence is effected, a member of the Revelyst Group Buyer shall receive the interest in the benefits and obligations of the Revelyst Buyer Portion under such Shared Contract and a member of the Vista Outdoor Group applicable Seller or its applicable Affiliate shall receive the interest in the benefits and obligations of the Vista Outdoor Sellers Portion under such Shared Contract, it being understood that no Party shall have Liability any liability to the other Party for the failure of any third party to perform its obligations under any such Shared Contract. (b) Nothing in this Section 2.04 2.9 shall require either Party or any member of their respective Groups Affiliates to contribute capital, pay or grant any consideration or concession in any form (including providing any letter of credit, guaranty or other financial accommodation) to any Person or expend any money or take any action that would require the expenditure of money (other than reasonable out-of-pocket expenses, attorneys’ fees and recording or similar fees, all of which shall be reimbursed paid by the Party or the member of the Party’s Group entitled to the applicable Asset or intended to assume the applicable Liability, as applicable, as promptly as reasonably practicableSellers). For the avoidance of doubt, reasonable out-of-pocket expenses and recording or similar fees shall not include any purchase price, license fee or other payment or compensation for the procurement of any asset secured to replace an Asset asset in the course of a Party’s obligation under Section 2.04(a2.9(a).

Shared Contracts. (a) The Parties From the date hereof until the date that is twelve (12) months following the Closing, Parent and Buyer shall, and shall cause the members of their respective Groups Affiliates to, use their respective commercially reasonable best efforts to work together (and, if necessary and desirable, from the date of this Agreement until the earlier of two years after the Closing Date and such time as the formal division, partial assignment, modification or replication of such Shared Contract is effected, to work with the third party to such Shared Contractany applicable counterparty) in an effort to divide, partially assign, modify or and/or replicate (in whole or in part) the respective rights and obligations under and in respect of any Shared Contract, including each Contract set forth on Section 5.29 of the of the Parent Disclosure Letter, such that (i) Buyer or a member of the Revelyst Group Business Company is the beneficiary of the rights and is responsible for the obligations related to that of the portion of such Shared Contract relating related to the Revelyst Business (the “Revelyst Portion”), which rights shall be a Revelyst Asset and which obligations shall be a Revelyst Liability, and (ii) Parent or an Affiliate of Parent (other than a member of the Vista Outdoor Group Business Company) is the beneficiary of the rights and is responsible for the obligations related to of the portion of such Shared Contract not relating related to the Revelyst Business (the “Vista Outdoor Portion”), which rights shall be a Vista Outdoor Asset and which obligations shall be a Vista Outdoor Liability. Nothing in this Agreement shall require the division, partial assignment, modification or replication of a Shared Contract unless and until any necessary Consents are obtained or made, as applicableRetained Business. If the Parties, Parent and Buyer or their respective Group members, as applicable, Affiliates are not able to enter into an arrangement to formally divide, partially assign, modify and/or replicate (in whole or replicate such in part) the rights and obligations under and in respect of any Shared Contract prior to the Closing as contemplated by the previous sentenceClosing, then the Parties Parent and Buyer shall, and shall cause their respective Group members Affiliates to, use their reasonable best efforts (A) to work together to effect the division, partial assignment, modification and/or replication of such Shared Contract as promptly thereafter practicable and (B) to cooperate in any lawful, contractually permissible and commercially reasonable and permissible arrangement to provide thatarrangement, including a subcontracting or sublicensing arrangement, under which, following the Closing and until the earlier of two years after (x) the Closing Date end of the current term of such Shared Contract and such time as (y) the formal date on which the division, partial assignment, modification or and/or replication of such Shared Contract as contemplated by the previous sentence this Section 5.29 is effected, (i) Buyer or a member of the Revelyst Group Business Company shall receive the interest in the benefits and obligations of the Revelyst Portion under portion of such Shared Contract related to the Business and (ii) Parent or an Affiliate of Parent (other than a member of the Vista Outdoor Group Business Company) shall receive the interest in the benefits and obligations of the Vista Outdoor Portion under portion of such Shared Contract, it being understood that no Party shall have Liability Contract related to the other Party for the failure of any third party to perform its obligations under any such Shared ContractRetained Business. (b) Nothing in this Section 2.04 shall require either Party Notwithstanding the foregoing, none of Parent, Buyer or any member of their respective Groups Affiliates shall be obligated to contribute capitaluse any efforts to divide, pay partially assign, modify, replicate or grant otherwise provide an interest in the benefits or obligations of any consideration portion of any Shared Contract (i) with respect to a Shared Contract to be held by Parent or concession in any form (including providing any letter an Affiliate of credit, guaranty or other financial accommodation) to any Person or expend any money or take any action that would require the expenditure of money Parent (other than reasonable out-of-pocket expenses, attorneys’ fees and recording or similar fees, all of which shall be reimbursed by the Party or the member of the Party’s Group entitled a Business Company) to the applicable Asset extent that, immediately following the Closing, the services or intended benefits to assume the applicable LiabilityBusiness under such Shared Contract are provided after the Closing to Buyer or a Business Company pursuant to the Transition Services Agreement or another Transaction Document or (ii) with respect to a Shared Contract to be held by a Business Company immediately following the Closing, as applicable, as promptly as reasonably practicable). For the avoidance services or benefits to the Retained Business under such Shared Contract are provided after the Closing to Parent or an Affiliate of doubt, reasonable out-of-pocket expenses and recording Parent (other than a Business Company) pursuant to the Transition Services Agreement or similar fees shall not include any purchase price, license fee or other payment or compensation for the procurement of any asset secured to replace an Asset in the course of a Party’s obligation under Section 2.04(a)another Transaction Document.