Common use of Disposal Process Clause in Contracts

Disposal Process. (a) Following the Closing Date: (i) the Purchaser and the Purchaser Guarantor shall not and shall procure that the Nordic Companies will not, raise against any of the Sellers and/or other companies of the P7S1 Group or any members of their executive bodies, employees or advisors any claims existing as of the Closing Date other than (i) claims of the Purchaser arising from this Agreement and/or the Tax Covenant and/or (ii) claims of the Nordic Companies under any Continuing Intra-Group Agreements or any claims otherwise covered under Section 7.4 above and/or (iii) the claims set forth in Section 5.5 above). If and to the extent any Nordic Company raises a claim for the payment of monies contrary to this Section 16.4(a) (i), the Purchaser shall indemnify, defend and hold harmless the Sellers and the respective company of the P7S1 Group from and against any such claim and any related costs and expenses incurred by the Sellers and the respective company of the P7S1 Group; and (ii) the Sellers shall not and shall procure that other members of the P7S1 Group will not, raise against any of the Nordic Companies or any members of their executive bodies or employees any claims existing as of the Closing Date other than (i) claims of the Sellers arising from this Agreement, (ii) claims under any Continuing Intra-Group Agreements to the extent arising (including consideration becoming due) after the Closing Date (other than claims of Snowman Productions AB and its Subsidiaries and/or any claims otherwise covered under Section 7.4 above; and/or (iii) the claims set forth in Section 5.5 above. If and to the extent any member of the P7S1 Group raises a claim for the payment of monies contrary to this Section 16.4(a) (ii), the Sellers shall indemnify, defend and hold harmless the Nordic Companies from and against any such claim and any related costs and expenses incurred by the Nordic Companies