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<br />7 <br /> <br /> <br />a. Released Entities should not seek contribution or indemnification (other than <br />pursuant to an insurance contract) from other parties for their payment <br />obligations under this Agreement; <br />b. The payments made under this Agreement shall be the sole payments made <br />by the Released Entities to the Releasors involving, arising out of, or related <br />to Covered Conduct (or conduct that would be Covered Conduct if engaged <br />in by a Released Entity); <br />c. Claims by Releasors against non-Parties should not result in additional <br />payments by Released Entities, whether through contribution, <br />indemnification or any other means; and <br />d. The Agreement meets the requirements of the Uniform Contribution Among <br />Joint Tortfeasors Act and any similar state law or doctrine that reduces or <br />discharges a released party’s liability to any other parties. <br />e. The provisions of this subsection IV.B are intended to be implemented <br />consistent with these principles. This Agreement and the releases and <br />dismissals provided for herein are made in good faith. <br />2. Contribution/Indemnity Prohibited. No Released Entity shall seek to recover for <br />amounts paid under this Agreement based on indemnification, contribution, or any <br />other theory from a manufacturer, pharmacy, hospital, pharmacy benefit manager, <br />health insurer, third-party vendor, trade association, distributor, or health care <br />practitioner, provided that a Released Entity shall be relieved of this prohibition with <br />respect to any entity that asserts a Claim-Over against it. For the avoidance of doubt, <br />nothing herein shall prohibit a Released Entity from recovering amounts owed <br />pursuant to insurance contracts. <br />3. Non-Party Settlement. To the extent that, on or after the Effective Date, any Releasor <br />enters into a Non-Party Settlement, including in any bankruptcy case or through any <br />plan of reorganization (whether individually or as a class of creditors), the Releasor <br />will include (or in the case of a Non-Party Settlement made in connection with a <br />bankruptcy case, will cause the debtor to include), unless prohibited from doing so <br />under applicable law, in the Non-Party Settlement a prohibition on contribution or <br />indemnity of any kind substantially equivalent to that required from Janssen in <br />subsection IV.B.2, or a release from such Non-Released Entity in favor of the <br />Released Entities (in a form equivalent to the releases contained in this Agreement) <br />of any Claim-Over. The obligation to obtain the prohibition and/or release required <br />by this subsection is a material term of this Agreement. <br />4. Claim-Over. In the event that any Releasor obtains a judgment with respect to Non- <br />Party Covered Conduct against a Non-Released Entity that does not contain a <br />prohibition like that in subsection IV.B.3, or any Releasor files a Non-Party Covered <br />Conduct Claim against a Non-Released Entity in bankruptcy or a Releasor is <br />prevented for any reason from obtaining a prohibition/release in a Non-Party