Common use of Certain Governmental Actions Clause in Contracts

Certain Governmental Actions. Notwithstanding anything to the contrary in this Agreement, with respect to any Action (i) by a Governmental Entity against Filtration relating to matters involving anti-bribery, anti-corruption, anti-money laundering, export control and similar laws, where the facts and circumstances giving rise to the Action occurred prior to the Effective Time, or (ii) where the resolution of such Action by order, judgment, settlement or otherwise, could include any condition, limitation or other stipulation that could, in the reasonable judgment of Cummins, adversely impact the conduct of the Cummins Retained Businesses, Cummins shall have, at Cummins’s expense and to the extent permitted by applicable Law, the reasonable opportunity to consult, advise and comment in all preparation, planning and strategy regarding any such Action, including with regard to any drafts of notices and other conferences and communications to be provided or submitted by Filtration to any third party involved in such Action (including any Governmental Entity), to the extent that ▇▇▇▇▇▇▇’▇ participation does not affect any privilege in a material and adverse manner; provided that, to the extent that any such action requires the submission by Filtration of any content relating to any current or former officer or director of Cummins, such content, to the extent permitted by applicable Law, will only be submitted in a form approved by Cummins in its reasonable discretion. With regard to the matters specified in the preceding clauses (i) and (ii), Cummins shall have a right to consent to any compromise or settlement related thereto.

Certain Governmental Actions. Notwithstanding anything to the contrary in this Agreement, with respect to any Action (i) by a Governmental Entity against Filtration relating to matters involving anti-bribery, anti-corruption, anti-money laundering, export control and similar laws, where the facts and circumstances giving rise to the Action occurred prior to the Effective Time, or (ii) where the resolution of such Action by order, judgment, settlement or otherwise, could include any condition, limitation or other stipulation that could, in the reasonable judgment of Cummins, adversely impact the conduct of the Cummins Retained Businesses, Cummins shall have, at Cummins’s expense and to the extent permitted by applicable Law, the reasonable opportunity to consult, advise and comment in all preparation, planning and strategy regarding any such Action, including with regard to any drafts of notices and other conferences and communications to be provided or submitted by Filtration to any third party involved in such Action (including any Governmental Entity), to the extent that ▇C▇▇▇▇▇▇’▇ participation does not affect any privilege in a material and adverse manner; provided that, to the extent that any such action requires the submission by Filtration of any content relating to any current or former officer or director of Cummins, such content, to the extent permitted by applicable Law, will only be submitted in a form approved by Cummins in its reasonable discretion. With regard to the matters specified in the preceding clauses (i) and (ii), Cummins shall have a right to consent to any compromise or settlement related thereto.