4Cooperation Clause Samples
4Cooperation. Buyer and Seller shall cooperate and act in good faith in the implementation of the Project. Such cooperation shall include timely responses to reasonable requests for information and the reasonable coordination of the activities of both Parties and their respective third parties regarding the design and construction of the Project and the Electrical Interconnection Facilities. On a Monthly basis during the Consents Period and the Construction Period, Seller shall provide Buyer copies of all documents pertaining to the Electrical Interconnection Facilities (including, but not limited to, all e-mails, meeting notices and meeting notes) that were issued during such Month and to which Seller has access. The required documents shall be provided to Buyer’s designated contact shown in Section 12.8.
4Cooperation. Consultant agrees that during the term of this Agreement and thereafter, he shall respond to all inquiries of Bakhu about any matters concerning Bakhu or its affairs that occurred or arose during Consultant’s prior employment by Bakhu and/or during the term of this Agreement, and Consultant further agrees to cooperate fully with Bakhu in investigating, prosecuting and defending any charges, claims, demands, liabilities, causes of action, lawsuits or other proceedings by, against or involving Bakhu relating to the period during which Consultant was employed by Bakhu or engaged as a Consultant by Bakhu or relating to matters of which Consultant has or should have knowledge or information. Consultant further agrees that, except as required by law, Consultant will at no time voluntarily serve as a witness or offer written or oral testimony against Bakhu in conjunction with any complaints, charges or lawsuits brought against Bakhu by or on behalf of any current or former employees, or any governmental or administrative agencies and will provide Bakhu with notice of any subpoena or other request for such information or testimony.
4Cooperation. Both the Indemnifying Party and the Indemnitee shall cooperate fully with one another in connection with the defense, compromise or settlement of any Claim, including without limitation making available to the other all pertinent information and witnesses within its control at reasonable intervals during normal business hours.
4Cooperation. Employee agrees to take all reasonable steps during and after Employee’s employment with the Company to make himself/herself available to and to cooperate with the Company, at its request, in connection with any legal proceedings or other matters in which it is or may become involved. Following Employee’s employment with the Company, the Company agrees to pay reasonable compensation to Employee and to pay all reasonable expenses incurred by Employee in connection with Employee’s obligations under this Section 8.4.
4Cooperation. In the event a Party prosecutes Infringement of a Patent pursuant to this Section 7.4 (the “Prosecuting Party”) and the Prosecuting Party finds it necessary or desirable for the other Party (the “Non-Prosecuting Party”) to join the Prosecuting Party as a party to any such action, the Non-Prosecuting Party shall, at the Prosecuting Party’s request, join as a party to such claim, suit or proceeding and participate at the Prosecuting Party’s cost and expense; provided that, (i) the Prosecuting Party shall retain control of the prosecution of such claim, suit or proceeding, and (ii) the Non-Prosecuting Party may be represented by its own counsel at the Non-Prosecuting Party’s discretion and sole cost and expense. During any such claim, suit, or proceeding in which the Non-Prosecuting Party has joined pursuant to this Section 7.4.4, the Prosecuting Party shall: (a) provide the Non-Prosecuting Party with drafts of all official papers and statements (whether written or oral) prior to their submission in such claim, suit, or proceeding, in sufficient time to allow the Non-Prosecuting Party to review, consider and substantively comment thereon; (b) reasonably consider taking action to incorporate the Non-Prosecuting Party’s comments on all such official papers and statements; and (c) not settle any such claim, suit, or proceeding that imposes any obligations on the Non-Prosecuting Party. Regardless of whether the Non-Prosecuting Party is joined as a party to an action under this Section 7.4.4, the Non-Prosecuting Party agrees to provide reasonable cooperation and assistance of a technical nature which the Prosecuting Party may require in the prosecution of any such action.
4Cooperation. No party hereto will intentionally take any action that would cause any condition set forth in this Agreement not to be fulfilled, including without limitation, taking or causing to be taken any action that would cause the representations and warranties made by such party in this Agreement not to be true and correct in all material respects as of the Closing. Asset Seller shall cooperate with Asset Buyer relative to the execution of any and all permits and licenses reasonably requested by Asset Buyer prior to Closing.
4Cooperation. Each Party shall assist and cooperate with the other Party as such other Party may reasonably request from time to time in connection with its activities set forth in this Section 8.5, including by being joined as a party plaintiff in such action or proceeding, providing access to relevant documents and other evidence, and making its employees available at reasonable business hours. In connection with any such defense or claim or counterclaim, the controlling Party shall consider in good faith any comments from the other Party and shall keep the other Party reasonably informed of any steps taken, and shall provide copies of all documents filed, in connection with such defense, claim, or counterclaim. In connection with the activities set forth in this Section 8.5, each Party shall consult with the other as to the strategy for the defense of the CD71 Probody Patents, Licensor Program Patents, AbbVie Program Patents and Joint Program Patents.
4Cooperation. The Customer shall and shall procure that each Service Recipient, as applicable, shall, at all times use its commercially reasonable efforts to cooperate with the Supplier to facilitate the provision of the Services and promptly provide such reasonable assistance as set forth in this Agreement or otherwise may be reasonably required by the Supplier to enable it to efficiently provide the Services, including, by:
4Cooperation. In the event the Party controlling the defense in accordance with this Section 7.3 (the “Controlling Party”) finds it necessary or desirable for the other Party (the “Non-Controlling Party”) to join the Controlling Party as a party to any such action, the Parties shall cooperate to execute all papers and perform such acts as shall be reasonably required for the Non-Controlling Party to join such action, all at the Controlling Party’s sole cost and expense; provided that the Non-Controlling Party may be represented by its own counsel at the Non-Controlling Party’s discretion and sole cost and expense. Each Party shall keep the other Party reasonably informed of all material developments in connection with any such claim, suit, or proceeding set forth in this Section 7.3. Regardless of whether the Non-Controlling Party is joined as a party to an action under this Section 7.3, the Non-Controlling Party agrees to provide reasonable cooperation and assistance of a technical nature which the Controlling Party may require in the defense of any such action.
4Cooperation. Each Party shall reasonably cooperate with the employees of the other Parties to the extent reasonably requested for delivery of the Services. In addition, each Party shall name a point of contact who will be responsible for the day-to-day implementation of this Agreement, including attempted resolution of any issues that may arise during the performance of a Party’s obligations under this Agreement (the “SA Coordinators”).