Common use of Good Faith Negotiation Clause in Contracts

Good Faith Negotiation. Subject to Section 8.3, either Party hereto seeking resolution of any dispute, controversy or claim arising out of or relating to this Agreement, the Transition Services Agreement, the Employee Matters Agreement or the validity, interpretation, breach or termination of this Agreement, the Transition Services Agreement or the Employee Matters Agreement (a “Dispute”), shall provide written notice thereof to the other Party hereto, and following delivery of such notice, the Parties shall attempt in good faith to negotiate a resolution of the Dispute. The negotiations shall be conducted by executives who have authority to settle the Dispute and who are at a higher level of management than the persons with direct responsibility for the subject matter of the Dispute. All such negotiations shall be confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. If the Parties are unable for any reason to resolve a Dispute within thirty (30) days after the delivery of such notice or if a Party reasonably concludes that the other Party is not willing to negotiate as contemplated by this Section 8.1, the Dispute shall be submitted to mediation in accordance with Section 8.2.

Good Faith Negotiation. Subject to Section 8.37.4, either Party hereto seeking resolution of any dispute, controversy or claim arising out of or relating to this AgreementAgreement or Ancillary Agreement (including regarding whether any Assets are RVI Assets, the Transition Services Agreement, the Employee Matters Agreement any Liabilities are RVI Liabilities or the validity, interpretation, breach or termination of this Agreement, the Transition Services Agreement or the Employee Matters Agreement any Ancillary Agreement) (a “Dispute”), shall provide written notice Notice thereof to the other Party hereto(the “Initial Notice”), and following within thirty (30) days of the delivery of such noticethe Initial Notice, the Parties shall attempt in good faith to negotiate a resolution of the Dispute. The negotiations shall be conducted by executives who have authority to settle the Dispute and who are hold, at a higher level minimum, the title of management than the persons with direct responsibility for the subject matter of the Disputevice president. All such negotiations shall be confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. If the Parties are unable for any reason to resolve a Dispute within thirty (30) days after the delivery of such notice Notice or if a Party reasonably concludes that the other Party is not willing to negotiate as contemplated by this Section 8.17.1, the Dispute shall be submitted to mediation in accordance with Section 8.27.2.