Common use of Management Standard Clause in Contracts

Management Standard. The Parties acknowledge the benefits associated with the consistency in the management and control of Managed Claims. This Paragraph F reflects the desire of UI to align its interests with those of CL&P in Managed Claims, since the relative implications of the disposition of Managed Claims will likely have similar effects on the UI Assets, Contractor Facilities and/or CL&P Property. UI acknowledges that, since the disposition of any Managed Claims will directly and/or indirectly impact Contractor Facilities and/or CL&P Property, UI shall have no recourse whatsoever against CL&P with respect to the disposition of any Managed Claims, and UI fully accepts and will bear the effects of any Order and/or settlement resulting from any Managed Claims and/or other result in such matter, including the obligation to make any payments due to any Third Party, except to the extent such disposition, Order and/or settlement arises out of CL&P's Actionable Conduct. UI hereby irrevocably (a) waives any and all claims of whatever nature against CL&P and CL&P's Affiliates arising out of, and/or related to, each Managed Claim, including any act and/or omission by CL&P and/or any of CL&P's Affiliates (whether before or after the applicable Closing Date) that could have and/or has prejudiced, influenced and/or otherwise affected UI's Liability with respect to each Managed Claim; and (b) releases and discharges CL&P and CL&P's Affiliates from any Liabilities regarding a Managed Claim. The Parties intend that the foregoing waiver and release shall be construed broadly to prohibit any recovery of whatever nature by UI against CL&P and CL&P's Affiliates for any Liabilities associated with, and/or relating to, each Managed Claim. If requested by UI for any Managed Claim that UI has not exercised its right of separate counsel pursuant to Paragraph F.9(a), CL&P shall provide UI with a report regarding the Managed Claim(s), in such form and content as CL&P may reasonably determine based on the circumstances, on a quarterly basis. CL&P shall not consent to any settlement, entry of Order or other disposition in a Managed Claim that would result in UI making a payment to the claimant (determined in the aggregate if there is more than one claimant in such Managed Claim) on account of such disposition that exceeds the sum of Fifty Thousand Dollars ($50,000.00), without the prior written consent of UI, which consent shall not be unreasonably withheld, conditioned or delayed.

Management Standard. The Parties acknowledge the benefits associated with the consistency in the management and control of Managed Claims. This Paragraph F , and this Section 6.8 reflects the desire of UI Buyer to align its interests with those of CL&P Seller in Managed Claims, since recognizing that the relative implications of the disposition of Managed Claims will likely have similar effects on the UI Purchased Assets, Contractor CL&P Facilities and/or CL&P Property. UI Buyer acknowledges that, that since the disposition of any Managed Claims will directly and/or indirectly impact Contractor CL&P Facilities and/or CL&P Property, UI Buyer shall have no recourse whatsoever against CL&P Seller with respect to the disposition of any Managed Claims, and UI Buyer fully accepts and will bear the effects of any Order and/or settlement resulting from any Managed Claims and/or other result in such matter, including the obligation to make any payments due to any Third Party, except to the extent such disposition, Order and/or settlement arises out of CL&P's Actionable Conduct. UI Buyer hereby irrevocably (ai) waives any and all claims of whatever nature against CL&P Seller, counsel selected by Seller, and CL&PSeller's Affiliates arising out of, and/or related to, each Managed Claim, including any act and/or omission by CL&P and/or Seller, counsel selected by Seller, and any of CL&PSeller's Affiliates (whether before or after the applicable Closing Date) that could have and/or has prejudiced, influenced and/or otherwise affected UIBuyer's Liability with respect to each a Managed Claim; and (bii) releases and discharges CL&P Seller, counsel selected by Seller, and CL&PSeller's Affiliates from any Liabilities regarding a Managed Claim. The Parties intend that the foregoing waiver and release shall be construed broadly to prohibit any recovery of whatever nature by UI Buyer against CL&P Seller, counsel selected by Seller, and CL&PSeller's Affiliates for any Liabilities associated with, and/or relating to, each Managed Claim. If requested by UI Buyer for any Managed Claim that UI Buyer has not exercised its right of separate counsel pursuant to Paragraph F.9(aSection 6.8(k)(i), CL&P Seller shall provide UI Buyer with a report regarding the Managed Claim(s), in such form and content as CL&P Seller may reasonably determine based on the circumstances, on a quarterly basis. CL&P shall not consent to any settlement, entry of Order or other disposition in a Managed Claim that would result in UI making a payment to the claimant (determined in the aggregate if there is more than one claimant in such Managed Claim) on account of such disposition that exceeds the sum of Fifty Thousand Dollars ($50,000.00), without the prior written consent of UI, which consent shall not be unreasonably withheld, conditioned or delayed.