Common use of Policies and Rights Included Within Assets Clause in Contracts

Policies and Rights Included Within Assets. (a) The Leidos Assets shall include any and all rights of an insured party under each of the Company Policies, specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to all claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses incurred or claimed to have been incurred prior to the Effective Time by any party in or in connection with the conduct of the Leidos Business or, to the extent any claim is made against Leidos or any of its Subsidiaries, the conduct of the New SAIC Business, and which claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may arise out of an insured or insurable occurrence under one or more of such Company Policies. (b) Subject to Section 10.2, the New SAIC Assets shall include any and all rights of an insured party under each of the Company Policies that are occurrence-based (as opposed to “claims- made”) policies, subject to Section 10.9 and to the terms of such Company Policies and any limitations or obligations of New SAIC contemplated by this Article X or Schedule 10.1, specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to all claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses incurred or claimed to have been incurred prior to the Effective Time by any party in or in connection with the conduct of the New SAIC Business or, to the extent any claim is made against New SAIC or any of its Subsidiaries, the conduct of the Leidos Business, and which claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may arise out of an insured or insurable occurrence under one or more of such Company Policies; provided, however, that nothing in this clause shall be deemed to constitute (or to reflect) an assignment of such Company Policies, or any of them, to New SAIC; and provided further that, with respect to claims under professional liability policies, any such claim in which the ultimate resolution thereof would exceed the self-insured retention may only be settled with the approval of Leidos, which approval may not be unreasonably withheld, delayed or conditioned.

Policies and Rights Included Within Assets. (a) The Leidos HLT Retained Assets shall include any and all rights of an a first named insured party under each Policies where HLT is a first named insured, subject to the terms of the Company Policiessuch Policies and any limitations or obligations of HLT contemplated by this Article X, specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to all claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses incurred or claimed to have been incurred prior to the Effective Time by any party in or in connection with the conduct of the Leidos HLT Retained Business or, to the extent any claim is made against Leidos HLT or any of its Subsidiaries, the conduct of the New SAIC Ownership Business or the Timeshare Business, and which claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may arise out of an insured or insurable occurrence under one or more of such Company Policies; provided, however, that nothing in this Section 10.1 shall be deemed to constitute (or to reflect) an assignment of such Policies by HLT. (b) Subject to Section 10.2, the New SAIC The Ownership Assets shall include any and all rights of an insured party under each of the Company Policies that are occurrence-based (as opposed to “claims- made”) policiesPolicies, subject to Section Sections 10.9 and 10.10 and to the terms of such Company Policies and any limitations or obligations of New SAIC PK contemplated by this Article X or Schedule 10.1, specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to all claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses incurred or claimed to have been incurred prior to the Effective Time by any party in or in connection with the conduct of the New SAIC Ownership Business or, to the extent any claim is made against New SAIC PK or any of its Subsidiaries, the conduct of the Leidos HLT Retained Business or the Timeshare Business, and which claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may arise out of an insured or insurable occurrence under one or more of such Company Policies; provided, however, that nothing in this clause shall be deemed to constitute (or to reflect) an assignment of such Company Policies, or any of them, to New SAIC; PK. (c) The Timeshare Assets shall include any and provided further thatall rights of an insured party under each of the Company Policies, subject to Sections 10.9 and 10.10 and to the terms of such Company Policies and any limitations or obligations of HGV contemplated by this Article X or Schedule 10.1, specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to claims under professional liability policiesall claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses incurred or claimed to have been incurred prior to the Effective Time by any such claim party in which the ultimate resolution thereof would exceed the self-insured retention may only be settled or in connection with the approval conduct of Leidosthe Timeshare Business or, to the extent any claim is made against HGV or any of its Subsidiaries, the conduct of the HLT Retained Business or the Ownership Business, and which approval claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may not arise out of an insured or insurable occurrence under one or more of such Company Policies; provided, however, that nothing in this clause shall be unreasonably withhelddeemed to constitute (or to reflect) an assignment of such Company Policies, delayed or conditionedany of them, to HGV.

Policies and Rights Included Within Assets. (a) The Leidos CSC Assets shall include any and all rights of an insured party under each of the Company Policies, specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to all claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses incurred or claimed to have been incurred prior to the Effective Time by any party in or in connection with the conduct of the Leidos CSC Business or, to the extent any claim is made against Leidos CSC or any of its Subsidiaries, the conduct of the New SAIC Computer Sciences GS Business, and which claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may arise out of an insured or insurable occurrence under one or more of such Company Policies. (b) Subject to Section 10.2, the New SAIC Computer Sciences GS Assets shall include any and all rights of an insured party under each of the Company Policies that are occurrence-based (as opposed to “claims- claims-made”) policies, subject to Section 10.9 and to the terms of such Company Policies and any limitations or obligations of New SAIC Computer Sciences GS contemplated by this Article X Section 9 or Schedule 10.1, specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to all claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses incurred or claimed to have been incurred prior to the Effective Time by any party in or in connection with the conduct of the New SAIC Computer Sciences GS Business or, to the extent any claim is made against New SAIC Computer Sciences GS or any of its Subsidiaries, the conduct of the Leidos CSC Business, and which claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may arise out of an insured or insurable occurrence under one or more of such Company Policies; provided, however, that nothing in this clause shall be deemed to constitute (or to reflect) an assignment of such Company Policies, or any of them, to New SAICComputer Sciences GS; and provided further that, with respect to claims under professional liability policies, any such claim in which the ultimate resolution thereof would exceed the self-insured retention may only be settled with the approval of LeidosCSC, which approval may not be unreasonably withheld, delayed or conditioned.

Policies and Rights Included Within Assets. (a) The Leidos CSC Assets shall include any and all rights of an insured party under each of the Company Policies, specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to all claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses incurred or claimed to have been incurred prior to the Effective Time by any party in or in connection with the conduct of the Leidos CSC Business or, to the extent any claim is made against Leidos CSC or any of its Subsidiaries, the conduct of the New SAIC Computer Sciences GS Business, and which claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may arise out of an insured or insurable occurrence under one or more of such Company Policies. (b) Subject to Section 10.2, the New SAIC Computer Sciences GS Assets shall include any and all rights of an insured party under each of the Company Policies that are occurrence-based (as opposed to “claims- claims-made”) policies, subject to Section 10.9 and to the terms of such Company Policies and any limitations or obligations of New SAIC Computer Sciences GS contemplated by this Article X or Schedule 10.1Section 10, specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to all claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses incurred or claimed to have been incurred prior to the Effective Time by any party in or in connection with the conduct of the New SAIC Computer Sciences GS Business or, to the extent any claim is made against New SAIC Computer Sciences GS or any of its Subsidiaries, the conduct of the Leidos CSC Business, and which claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may arise out of an insured or insurable occurrence under one or more of such Company Policies; provided, however, that nothing in this clause shall be deemed to constitute (or to reflect) an assignment of such Company Policies, or any of them, to New SAICComputer Sciences GS; and provided further that, with respect to claims under professional liability policies, any such claim in which the ultimate resolution thereof would exceed the self-insured retention may only be settled with the approval of LeidosCSC, which approval may not be unreasonably withheld, delayed or conditioned.

Policies and Rights Included Within Assets. (a) The Leidos Retained Assets shall include any and all rights of an a named or named additional insured party under each of the Company PoliciesPolicies set forth on Schedule 7.01(a) hereto and all predecessor Policies thereto, subject to the terms of such Policies and any limitations or obligations of the Company contemplated by this Article VII or Schedule 7.01(a), specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to 16 20 all claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses incurred or claimed to have been incurred prior to the Effective Distribution Time by any party Person in or in connection with the conduct of the Leidos Retained Business or the Educational Business or, to the extent any claim is made against Leidos the Company or any of its Subsidiaries, the conduct of the New SAIC Business, and which claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may arise out of an insured or insurable occurrence under one or more of such Company Policies. (b) Subject to Section 10.2, the New SAIC Assets shall include any and all rights of an insured party under each of the Company Policies that are occurrence-based (as opposed to “claims- made”) policies, subject to Section 10.9 and to the terms of such Company Policies and any limitations or obligations of New SAIC contemplated by this Article X or Schedule 10.1, specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to all claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses incurred or claimed to have been incurred prior to the Effective Time by any party in or in connection with the conduct of the New SAIC Business or, to the extent any claim is made against New SAIC or any of its Subsidiaries, the conduct of the Leidos Destinations Business, and which claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may arise out of an insured or insurable occurrence under one or more of such Company Policies; provided, however, that nothing in this clause shall be deemed to constitute (or to reflect) an assignment of such Company Policies, or any of them, to New SAIC; the Company. (b) The Destinations Assets shall include any and provided further thatall rights of a named or named additional insured party under each Policy where the Company is a named or named additional insured party and all predecessor Policies thereto, subject to the terms of such Policies and any limitations or obligations of Destinations contemplated by this Article VII or Schedule 7.01(a), specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to claims under professional liability policiesall claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses incurred or claimed to have been incurred prior to the Distribution Time by any such claim Person in which the ultimate resolution thereof would exceed the self-insured retention may only be settled or in connection with the approval conduct of Leidosthe Destinations Business or, to the extent any claim is made against Destinations or any of its Subsidiaries, the conduct of the Retained Business or the Educational Business, and which approval claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may not arise out of an insured or insurable occurrence under either such Policy; provided, however, that nothing in this clause shall be unreasonably withheld, delayed deemed to constitute (or conditionedto reflect) an assignment of such Policies to Destinations.

Policies and Rights Included Within Assets. (a) The Leidos Assets shall include any and all rights of an insured party under each of the Company Policies, specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to all claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses incurred or claimed to have been incurred prior to the Effective Time by any party in or in connection with the conduct of the Leidos Business or, to the extent any claim is made against Leidos or any of its Subsidiaries, the conduct of the New SAIC Business, and which claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may arise out of an insured or insurable occurrence under one or more of such Company Policies. (b) Subject to Section 10.2, the The New SAIC Assets shall include any and all rights of an insured party under each of the Company Policies that are occurrence-based (as opposed to “claims- claims-made”) policies, subject to Section 10.9 and to the terms of such Company Policies and any limitations or obligations of New SAIC contemplated by this Article X or Schedule 10.1, specifically including rights of indemnity and the right to be defended by or at the expense of the insurer, with respect to all claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses incurred or claimed to have been incurred prior to the Effective Time by any party in or in connection with the conduct of the New SAIC Business or, to the extent any claim is made against New SAIC or any of its Subsidiaries, the conduct of the Leidos Business, and which claims, suits, actions, proceedings, injuries, losses, liabilities, damages and expenses may arise out of an insured or insurable occurrence under one or more of such Company Policies; provided, however, that nothing in this clause shall be deemed to constitute (or to reflect) an assignment of such Company Policies, or any of them, to New SAIC; and provided further that, with respect to claims under professional liability policies, any such claim in which the ultimate resolution thereof would exceed the self-insured retention may only be settled with the approval of Leidos, which approval may not be unreasonably withheld, delayed or conditioned.