No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions (including the failure to take a reasonable action) intended to, or such that the resulting effect is to, materially undermine the effectiveness of any of the provisions of this Agreement, the Separation Agreement, or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification, contribution, or payment pursuant to Article VI of the Separation Agreement).
Appears in 5 contracts
Sources: Employee Matters Agreement (DOVER Corp), Employee Matters Agreement (Apergy Corp), Employee Matters Agreement
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions (including the failure to take a reasonable action) intended to, or such that the resulting effect is to, to materially undermine the effectiveness of any of the provisions of this Agreement, the Separation Agreement, or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification, contribution, indemnification or payment pursuant to this Agreement or Article VI V of the Separation Agreement).
Appears in 4 contracts
Sources: Employee Matters Agreement (Glatfelter Corp), Employee Matters Agreement (Berry Global Group, Inc.), Employee Matters Agreement (At&t Inc.)
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions (including the failure to take a reasonable action) intended to, or such that the resulting effect is to, to materially undermine the effectiveness of any of the provisions of this Agreement, the Separation Agreement, Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification, contribution, contribution or payment pursuant to Article ARTICLE VI of the Separation Agreementand ARTICLE VII).
Appears in 4 contracts
Sources: Separation and Distribution Agreement (Enexus Energy CORP), Separation and Distribution Agreement (Spectra Energy Corp.), Separation and Distribution Agreement (Duke Energy CORP)
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Affiliated Group to take any actions (including the failure to take a reasonable action) intended to, or such that the resulting effect is to, to materially undermine the effectiveness of any of the provisions of this Agreement, the Separation Agreement, any Ancillary Agreement or any other Ancillary Continuing Agreement (including adversely affecting the rights or ability of any either Party to successfully pursue indemnification, contribution, contribution or payment pursuant to Article VI of the Separation AgreementVI).
Appears in 4 contracts
Sources: Separation Agreement, Separation Agreement (Travelport LTD), Separation Agreement (Orbitz Worldwide, Inc.)
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, action or cause or allow any member of any such Party’s Group to take any actions (including the failure to take a reasonable action) intended to, or such that the resulting effect is to, to materially undermine the effectiveness of any of the provisions of this Agreement, the Separation Agreement, and Distribution Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification, contribution, contribution or payment pursuant to Article VI of the Separation AgreementSection 6.3).
Appears in 3 contracts
Sources: Transition Services Agreement (Crane Co), Transition Services Agreement (Crane NXT, Co.), Transition Services Agreement (Crane Co)
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, action or cause or allow any member of any such Party’s Group to take any actions (including the failure to take a reasonable action) intended to, or such that the resulting effect is to, to materially undermine the effectiveness of any of the provisions of this Agreement, the Separation Agreement, and Distribution Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification, contribution, contribution or payment pursuant to Article VI of the Separation AgreementSection 5.2).
Appears in 3 contracts
Sources: Intellectual Property Matters Agreement (Crane NXT, Co.), Intellectual Property Matters Agreement (Crane Co), Intellectual Property Matters Agreement (Crane Co)
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, action or cause or allow any member of any such Party’s Group to take any actions (including the failure to take a reasonable action) intended to, or such that the resulting effect is to, to materially undermine the effectiveness of any of the provisions of this Agreement, the Separation Agreement, Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification, contribution, contribution or payment pursuant to Article VI of the Separation AgreementVI).
Appears in 3 contracts
Sources: Separation and Distribution Agreement (Crane NXT, Co.), Separation and Distribution Agreement (Crane Co), Separation and Distribution Agreement (Crane Co)
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions (including the failure to take a reasonable action) intended to, or such that the resulting effect is to, to materially undermine the effectiveness of any of the provisions of this Agreement, the Separation Agreement, Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification, contribution, contribution or payment pursuant to Article Articles VI of the Separation Agreementand VII).
Appears in 2 contracts
Sources: Separation and Distribution Agreement (Wyndham Destinations, Inc.), Separation and Distribution Agreement (Wyndham Hotels & Resorts, Inc.)
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions (including the failure to take a reasonable action) intended to, or such that the resulting effect is to, to materially undermine the effectiveness of any of the provisions of this Agreement, the Separation Agreement, and Distribution Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification, contribution, contribution or payment pursuant to Article VI of under this Agreement, the Separation and Distribution Agreement or any other Ancillary Agreement).
Appears in 2 contracts
Sources: Tax Matters Agreement (Wyndham Hotels & Resorts, Inc.), Tax Matters Agreement (Wyndham Hotels & Resorts, Inc.)
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions (including the failure to take a reasonable action) intended to, or such that the resulting effect is to, to materially undermine the effectiveness of any of the provisions of this Agreement, the Separation Agreement, or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification, contribution, indemnification or payment pursuant to this Agreement or Article VI VII of the Separation Agreement).
Appears in 1 contract
Sources: Employee Matters Agreement (DuPont De Nemours, Inc.)
No Circumvention. The Parties agree not to directly or indirectly take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions (including the failure to take a reasonable action) intended to, or such that the resulting effect is to, to materially undermine the effectiveness of any of the provisions of this Agreement, the Separation Agreement, or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification, contribution, indemnification or payment pursuant to Section 1.16 and Article VI VII and VIII of the Separation Agreement).
Appears in 1 contract
Sources: Employee Matters Agreement (Qnity Electronics, Inc.)
No Circumvention. The Parties agree not to directly or indirectly indirectly, intentionally and/or in bad faith, take any actions, act in concert with any Person who takes an action, or cause or allow any member of any such Party’s Group to take any actions (including the failure to take a reasonable action) intended to, or such that the resulting effect is to, to materially undermine the effectiveness of any of the provisions of this Agreement, the Separation Agreement, Agreement or any other Ancillary Agreement (including adversely affecting the rights or ability of any Party to successfully pursue indemnification, contribution, contribution or payment pursuant to Article ARTICLE VI of the Separation Agreementand ARTICLE VII).
Appears in 1 contract
Sources: Separation and Distribution Agreement (Questar Corp)