Common use of Allocation of Proceeding Liabilities Clause in Contracts

Allocation of Proceeding Liabilities. The Parties acknowledge that Liabilities for Actions (regardless of the parties to the applicable Action) may be partly Parent Liabilities and partly SpinCo Liabilities. If the Parties cannot agree on an allocation of any such Liabilities for Actions, they shall resolve the matter pursuant to the procedures set forth in this Agreement. Neither Party shall, nor shall either Party permit its Subsidiaries to, file Third Party claims or cross-claims against the other Party or its Subsidiaries in an Action in which a Third Party Claim is being resolved.

Appears in 6 contracts

Samples: Transition Manufacturing and Supply Agreement (ZimVie Inc.), Transition Manufacturing and Supply Agreement (Zimmer Biomet Holdings, Inc.), Reverse Transition Manufacturing and Supply Agreement (Zimmer Biomet Holdings, Inc.)

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