COOPERATION AND FURTHER ACTIONS Sample Clauses

COOPERATION AND FURTHER ACTIONS. The parties agree to perform any and all acts and to execute and deliver any and all documents necessary or convenient to carry out the terms of this Agreement.
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COOPERATION AND FURTHER ACTIONS. The parties agree to perform any and all acts and to execute and deliver any and all documents necessary or convenient to carry out the terms of this Agreement. Both during and following the termination of Executive’s employment with the Company, for no additional consideration, Executive agrees to assist the Company and its Affiliates with respect to litigation or other third party claims relating to the period of Executive’s employment. The Company shall pay any out of pocket expenses incurred by Executive in connection with his rendering of such assistance.
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COOPERATION AND FURTHER ACTIONS. The parties agree to perform any and all acts and to execute and deliver any and all documents necessary or convenient to carry out the terms of this Agreement. DocuSign Envelope ID: BD1B918C-BDFE-441B-80D5-518F84AFC6F89F7D5B75-2D69-46F7-864B-ED466CB18FE6
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COOPERATION AND FURTHER ACTIONS. (a) Where the License Agreement gives New SubCo (as assignee of Forward Pharma following the Contribution) responsibility for or control over the filing, prosecution, maintenance, defense and/or enforcement of any of the Licensed Intellectual Property including, but not limited to, commencing and/or defending Litigation in relation to such Licensed Intellectual Property (the “Licensor Controlled Actions”): (i) New SubCo shall have sole and exclusive control over, and the final decision with respect to, all Licensor Controlled Actions and SubCo 1 hereby agrees that it shall not take any action with respect to any Licensor Controlled Actions without the prior written consent of New SubCo and any action taken in contravention of this Section 5(a)(i) shall be null and void; (ii) as an alternative or supplement to giving instructions to SubCo 1 pursuant to Section 3, New SubCo shall have the sole and exclusive irrevocable right to take Licensor Controlled Actions in the name of SubCo 1 and SubCo 1 hereby irrevocably makes, constitutes and appoints New SubCo as its true and lawful attorney-in-fact, for it and in its name, place and stead, to take any Licensor Controlled Actions as such attorney may, in its sole and absolute discretion, consider necessary or proper; (iii) New SubCo shall have the sole and exclusive right to select attorneys or other third party service providers to carry out Licensor Controlled Actions; (iv) New SubCo shall have the right to be joined as a party to any Licensor Controlled Actions; (v) SubCo 1 shall, and shall procure that SubCo 1’s controlled Affiliates shall, promptly provide such assistance and information to New SubCo as is reasonably necessary or desirable to enable New SubCo to carry out Licensor Controlled Actions including, but not limited to, by signing, executing and delivering such additional documents, instruments, authorizations, powers of attorney (including the powers of attorney referenced in Appendix D hereto), certificates and assurances and taking such further actions as may be necessary or desirable to permit New SubCo to exercise the rights and control set out in (i), (ii), (iii) and (iv) above, including, without limitation, joining as a party to any Litigation involving the Licensed Intellectual Property if such joinder is reasonably necessary to advance New SubCo’s position; and (vi) New SubCo shall reimburse SubCo 1 for any reasonable external costs reasonably incurred by SubCo 1 and/or SubCo 1’s controlle...
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COOPERATION AND FURTHER ACTIONS. The Parties hereby agree to carry out any actions that are reasonably necessary and to cooperate in good faith one with the other in order for the provisions of this Clause Seven to become fully effective. Likewise, they agree to not carry out any act or action that may impede the provisions of this Clause Seven becoming fully effective. Without limiting the above, the Parties shall enter into and deliver the additional documents and shall perform the subsequent acts that are necessary or convenient to carry out the obligations under this Clause Seven in an effective way.
Sample 1
COOPERATION AND FURTHER ACTIONS. The parties agree to perform any and all acts and to execute and deliver any and all documents necessary or convenient to carry out the terms of this Agreement. In addition, Executive agrees to execute the pooling agreement, lock-up agreement, shareholders agreement and any other agreement deemed necessary by the CEO and /or the Board of Directors in order to effectuate the public offering through RTO or otherwise of its securities, provided the CEO and other similarly situated executives execute the same or equivalent agreements and the Executive's failure to do so will be deen1ed a material breach of this Agreement.
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COOPERATION AND FURTHER ACTIONS. The Parties hereby agree to carry out any actions that are reasonably necessary and to cooperate in good faith one with the other in order to ensure that the provisions of this Agreement and the Ferrovalle Agreement become fully effective. This obligation includes entering into any form of actions and/or agreements and the filing of all types of documents before any judicial and/or administrative authorities, as well as the ratification thereof.
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COOPERATION AND FURTHER ACTIONS. The Parties agree to use reasonable best efforts to perform any and all acts and to execute and deliver any and all documents necessary or convenient to carry out the terms of this Registration Rights Agreement.
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Related to COOPERATION AND FURTHER ACTIONS

  • Necessary Further Actions If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Corporation with full right, title and possession to all assets, property, rights, privileges, powers and franchises of the Company and Merger Sub, then the directors and officers of the Company and Merger Sub as of immediately prior to the Effective Time will take all such lawful and necessary action.

  • Cooperation and Coordination The Parties acknowledge and agree that it is their mutual objective and intent to minimize, to the extent feasible and legal, taxes payable with respect to their collaborative efforts under this Agreement and that they shall use all commercially reasonable efforts to cooperate and coordinate with each other to achieve such objective.

  • Further Actions Each party agrees to perform such further acts and execute such further documents as are necessary to effectuate the purposes hereof.

  • Further Cooperation The parties agree that they will, at any time and from time to time after the Closing, upon request by the other and without further consideration, do, perform, execute, acknowledge and deliver all such further acts, deeds, assignments, assumptions, transfers, conveyances, powers of attorney, certificates and assurances as may be reasonably required in order to complete the transactions contemplated by this Agreement or to carry out and perform any undertaking made by the parties hereunder.

  • Other Actions In order to further insure the attachment, perfection and priority of, and the ability of the Collateral Agent to enforce, the Security Interest, each Grantor agrees, in each case at such Grantor’s own expense, to take the following actions with respect to the following Article 9 Collateral: