Cooperation Following the Closing. Following the Closing, each Party shall deliver to the other Parties such further information and documents and shall execute and deliver to the other Parties such further instruments and agreements as any other Party shall reasonably request to consummate or confirm the transactions provided for herein, to accomplish the purpose hereof or to assure to any other Party the benefits hereof.
Cooperation Following the Closing. Following the Closing, the Parties shall each deliver to the other such further information and documents and shall execute and deliver to the other such further instruments and agreements as the other shall reasonably request to consummate or confirm the transactions provided for in this Agreement, to accomplish the purpose of this Agreement or to assure to the other the benefits of this Agreement. [The remainder of this page is left intentionally blank; signature page follows]
Cooperation Following the Closing. Notwithstanding the provisions of Paragraph 3 above, the Company agrees to provide Seller Representative with such information as is reasonably needed for Seller Representative to determine the tax and withholding obligations applicable to the Special Closing Payment and the Contingent Additional Payment and to cooperate with Seller Representative as is reasonably necessary to satisfy any withholding and reporting obligation that may apply to the Special Closing Payment and the Contingent Additional Payment.
Cooperation Following the Closing. Following the Closing, each Party shall (a) deliver to the other Parties such further information and documents and shall execute and deliver to the other Parties such further instruments and agreements as any other Party shall reasonably request to consummate or confirm the transactions provided for herein, to accomplish the purpose hereof or to assure to any other Party the benefits hereof and (b) cooperate with each other to provide an orderly transition of the Business from the Sellers to the Purchaser and to minimize the disruption to the Business resulting from the transactions contemplated hereby. For a 30-day period following the Closing, each Seller will, and will cause its Affiliates to refer all customer and supplier inquiries relating to the Business to the Purchaser, except to the extent the Sellers or their Affiliates otherwise have access to products requested by customers.
Cooperation Following the Closing. Following the Closing, the Sellers and the Buyer shall deliver to the other such further information and documents and shall execute and deliver to the other such further information and documents and shall execute and deliver such further instruments and agreements as the other shall reasonably request in order to consummate or confirm the transactions provided hereunder, to accomplish the purpose of this Agreement or to assure to the other the benefits of this Agreement.
Cooperation Following the Closing. Following the Closing, Parent and the Shareholders each shall deliver to the other such further information and documents and shall execute and deliver to the other such further information and documents and shall execute and deliver such further instruments and agreements as the other shall reasonably request in order to consummate or confirm the transactions provided for herein, to accomplish the purpose of this Agreement or to assure to the other the benefits of this Agreement.
Cooperation Following the Closing. Following the Closing, Parent and the Shareholders each shall deliver to the other such further information and documents and shall execute and deliver to the other such further information and documents and shall execute and deliver such further instruments and agreements as the other shall reasonably request in order to consummate or confirm the transactions provided for herein, to accomplish the purpose of this Agreement or to assure to the other the benefits of this Agreement. Without reducing the generality of the foregoing, Shareholders shall permit Parent to use the services of Joseph Burke at a reasonable charge to Parent until the Statement xx Xxxxxxx Xquity has been finalized and to make him reasonably available thereafter from time to time to consult on various operational and other post-Closing issues.
Cooperation Following the Closing. Following the Closing, each Party shall deliver to the other Parties such further information and documents and shall execute and deliver to the other Parties such further instruments and agreements as any other Party shall reasonably request to consummate or confirm the transactions provided for herein, to accomplish the purpose hereof or to assure to any other Party the benefits hereof, including, but not limited to, the transfer of the 2014 Dodge Ram standard cab pickup as provided for in Section 2.2 herein. Within a reasonable time after the Closing, Buyer shall file all necessary documents with the Kansas Secretary of State to change the registered agent and registered address of the Company so that no Seller or Sellers’ agent will be listed as the Company’s registered agent and no address of a Seller or Sellers’ agent will be listed as the Company’s registered address. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK. SIGNATURE PAGE FOLLOWS.]
Cooperation Following the Closing. Following the Closing, each Party shall use commercially reasonable efforts to (a) take, or cause to be taken, all further actions, (b) deliver to the other Parties such further information and documents and (c) execute and deliver to the other Parties such further instruments in each case as any other Party may reasonably request in order to confirm the Merger and other transactions contemplated by this Agreement or to assure to any other Party the benefits hereof; provided, however, that the foregoing obligations shall not require any Party to (w) disclose any confidential information to any Person, (x) violate any applicable laws, (y) enter into, amend, terminate or breach any contracts or agreements, or (z) initiate or participate in any Action.
Cooperation Following the Closing. Following the Closing, each party hereto shall deliver to the other parties hereto such further information and documents and shall execute and deliver to the other parties hereto such further instruments and agreements as any other party hereto shall reasonably request to consummate or confirm the transactions provided for in this Agreement, to accomplish the purpose of this Agreement or to assure to any other party hereto the benefits of this Agreement. In Witness Whereof, each of Transcat, Merger Sub, Westcon and Selling Shareholder have caused this Agreement and Plan of Merger to be duly executed and delivered as of the date first above written. TRANSCAT, INC. By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: President, Chief Executive Officer and Chief Operating Officer TRANSCAT ACQUISITION CORP. By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: President, Chief Executive Officer and Chief Operating Officer WESTCON, INC. By: /s/ Xxxxx X. Xxxxxxxx Name: Xxxxx X. Xxxxxxxx Title: President /s/ Xxxxx X. Xxxxxxxx XXXXX XXXXXXXX, Sole Shareholder of Westcon, Inc.
