Access and Cooperation. Each Party will, and will cause its Other Indemnified Persons to, cooperate and assist in all reasonable respects regarding such Third Party Claim, including by promptly making available to such other Party (and its legal counsel and other professional advisers with a reasonable need to know) all books and records of such Person relating to such Third Party Claim, subject to reasonable confidentiality precautions.
Appears in 14 contracts
Samples: Agreement and Plan of Merger (NewAge, Inc.), Merger Agreement (New Age Beverages Corp), Stock Purchase Agreement (Winnebago Industries Inc)
Access and Cooperation. Each Party will, and will cause its Other Indemnified Persons to, cooperate and assist in all reasonable respects regarding such Third Third-Party Claim, including by promptly making available to such other Party (and its legal counsel and other professional advisers with a reasonable need to know) all books and records of such Person relating to such Third Third-Party Claim, subject to reasonable confidentiality precautions.
Appears in 4 contracts
Samples: Membership Interest Purchase Agreement (SPS Commerce Inc), Asset Purchase Agreement (GreenBox POS), Asset Purchase Agreement (Iota Communications, Inc.)
Access and Cooperation. Each Party will, and will cause its Other Indemnified Persons Affiliates to, cooperate and assist in all reasonable respects regarding such Third Party Claim, including by promptly making make available to such the other Party (and its legal counsel and other professional advisers with a reasonable need to know) all books and records of such Person Party relating to such Third Defense and Third-Party Claim, subject to reasonable confidentiality precautionsrequirements. Each Party will render to the other Party such assistance as such other Party may reasonably request to ensure the proper and adequate Defense of such Third-Party Claim.
Appears in 3 contracts
Samples: Stock Purchase Agreement (United Stationers Inc), Merger Agreement (Merge Healthcare Inc), Stock Purchase Agreement (Surmodics Inc)
Access and Cooperation. Each Party will, and will cause its Other Indemnified Persons to, cooperate and assist in all reasonable respects regarding such Third Party Claim, including by promptly making available to such other Party (and its legal counsel and other professional advisers with a reasonable need to know) all books and records of such Person relating to such Third Party Claim, subject to reasonable confidentiality precautions.
Appears in 1 contract
Samples: Stock Purchase Agreement (Apogee Enterprises, Inc.)
Access and Cooperation. Each Party will, and will cause its Other Indemnified Persons to, cooperate and assist in all reasonable respects regarding such Third any Third-Party Claim, including by promptly making available to such other Party (and its legal counsel and other professional advisers with a reasonable need to know) all books and records of such Person relating to such Third Third-Party Claim, subject to reasonable confidentiality precautions.
Appears in 1 contract
Access and Cooperation. Each Claiming Party and Indemnifying Party will, and will cause its Other Indemnified Persons to, cooperate and assist in all reasonable respects regarding such Third Party Claim, including by promptly making available to such each other Party (and its each other’s legal counsel and other professional advisers with a reasonable need to know) all books and records of such Person in its possession or control relating to such Third Party Claim, subject to reasonable confidentiality precautions.
Appears in 1 contract
Access and Cooperation. Each Party will, and will cause its Other Indemnified Persons Affiliates to, cooperate and assist in all reasonable respects regarding such Third Party Claim, including by promptly making make available to such the other Party (and its legal counsel and other professional advisers with a reasonable need to know) all books and records of such Person Party relating to such Third defense and Third-Party Claim, subject to reasonable confidentiality precautionsrequirements. Each Party will render to the other Party such assistance as such other Party may reasonably request to ensure the proper and adequate defense of such Third-Party Claim.
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