Common use of Liability Policies Clause in Contracts

Liability Policies. (a) After the MatCo Distribution, the members of the SpecCo Group shall not, without the Consent of any affected Person within the MatCo Group (or the Consent of MatCo on behalf of such Person), take any action or omit to take any action that would be reasonably likely to eliminate or substantially reduce the coverage of that Person who is or was covered under the directors and officers liability insurance policies, fiduciary liability insurance policies, primary and excess general liability policies, products liability, pollution liability, workers compensation, auto liability and cyber data breach or any other liability policy, as maintained by the members of the SpecCo Group prior to the MatCo Distribution (collectively, “SpecCo Liability Policies”) in respect of occurrences, or alleged injury or damage taking place prior to the MatCo Distribution (for the avoidance of doubt, (a) the expiration of any SpecCo Liability Policies in accordance with their respective terms (including sending a notice of non-renewal) is expressly permitted; and (b) the submission of a claim by any member of the SpecCo Group shall not constitute an action that is reasonably likely to eliminate or substantially reduce the coverage of any Person within the MatCo Group who is or was covered under the SpecCo Liability Policies). Subject to Section 11.1(a), the members of the SpecCo Group shall reasonably cooperate with any Person who is or was covered by any SpecCo Liability Policy at or prior to the MatCo Distribution in such Person’s pursuit of any coverage claims under such SpecCo Liability Policies that would inure to the benefit of such Person. The members of the SpecCo Group shall allow the members of the MatCo Group, and their respective agents and representatives, upon reasonable prior notice and during regular business hours, to examine and make copies of the relevant SpecCo Liability Policies and shall provide such cooperation as is reasonably requested by the members of the MatCo Group, including their respective directors and their respective officers.

Liability Policies. (a) After the MatCo Spinco Distribution, the members of the SpecCo Remainco Group shall not, without the Consent consent of any affected Person within the MatCo Spinco Group (or the Consent of MatCo Spinco on behalf of such Person), take any action or omit to take any action that would be reasonably likely to eliminate or substantially reduce the coverage of that such Person who is or was covered under the directors and officers liability insurance policies, fiduciary liability insurance policies, primary and excess general liability policies, products liability, pollution liability, workers compensation, auto liability policies and cyber data breach or any other liability policy, as maintained by the members of the SpecCo Remainco Group prior to the MatCo Spinco Distribution (collectively, “SpecCo Remainco Liability Policies”) in respect of occurrences, occurrences or alleged injury or damage taking place prior to the MatCo Distribution (for Spinco Distribution; provided, however, that the avoidance obligations of doubt, (a) the members of the Remainco Group with respect to the foregoing shall cease on the date that is the expiration of any SpecCo Liability Policies in accordance tail policy or other expiration of coverage with their respective terms (including sending a notice of non-renewal) is expressly permitted; and (b) the submission of a claim by respect to any member of the SpecCo Group shall not constitute an action that is reasonably likely to eliminate or substantially reduce the coverage of any Person within the MatCo Group who is or was covered under the SpecCo such Remainco Liability Policies). Subject to Section 11.1(a), the The members of the SpecCo Remainco Group shall reasonably cooperate with any Person who is or was covered by any SpecCo Remainco Liability Policy Policy, in each case, at or prior to the MatCo Spinco Distribution in such Person’s their pursuit of any coverage claims under such SpecCo Remainco Liability Policies that would could inure to the benefit of such PersonPersons. The members of the SpecCo Remainco Group shall allow the members of the MatCo Group, Spinco Group and their respective agents and representatives, upon reasonable prior written notice and during regular business hours, to examine and make copies of the relevant SpecCo Remainco Liability Policies and shall provide such cooperation as is reasonably requested by the members of the MatCo Spinco Group, including their respective directors and their respective officers.