Cooperation in Transition. Seller shall and shall cause its subsidiaries to use its reasonable best efforts to assist Buyer Group following the Closing to facilitate an orderly transition of the Business at Buyer Group's expense (except with respect to Seller's in-house assistance) by, among other things, providing the services that may be reasonably requested by Buyer Group, including, without limitation, by providing the services listed on Exhibit K hereto on the terms set forth on Exhibit K; it being understood and agreed that with respect to the services set forth in Schedule 3.20(b), the parties will negotiate in good faith the terms under which such services will be provided.
Cooperation in Transition. 44 SECTION 5.25
Cooperation in Transition. In consideration for the Company’s provision of the benefits provided and available to the Employee hereunder, the Employee agrees, through February 28, 2022, to the extent reasonably requested of him, to cooperate with the Company’s executive management team in connection with the transition of projects and matters with which he has familiarity and make himself available as mutually convenient for all reasonable purposes associated with such transition, provided that between the Severance Date and February 28, 2022, such requests by the Company shall not require more than five hours of Employee’s time in the aggregate nor more than two hours in any week.
Cooperation in Transition. For the period from March 22, 2006 through June 21, 2006 (the "Retirement Date"), you shall remain an employee of the Company (the period from March 22, 2006 through June 21, 2006 to be referenced as the "Transition Period"), subject at all times to the policies, procedures and requirements of the Company, and shall make yourself available upon reasonable request by the Company, and at mutually agreeable times, during the Transition Period to assist in transitioning your former responsibilities to the person or persons designated by the Company to receive them, including but not limited to by providing the Company with the location of, and access information for, all computers and other electronic, recording and storage devices, and any other media containing electronic or physical versions copies of Company property, documents, records, files, emails and information. In this regard, you agree that you will generally provide assistance to the Company during the Transition Period telephonically or electronically and will present yourself at mutually agreed upon times at the Company or such other mutually agreeable location during the Transition Period only at the request of the Company on an as-needed basis; provided, however, that you will be present as necessary during the period from March 22, 2006 through April 5, 2006 to assist with the BBG transaction (or such shorter period as the Company determines in its discretion), and provided further that you shall have no further involvement with any other CRA business activities or transactions, unless such involvement (including but not limited to conference calls and other communications) includes a designated Company representative in all instances, and any such communications confirm that you have no authority to bind the Company. Notwithstanding any of the foregoing, you shall have no authority during the Transition Period to act on behalf of the Company and shall not do so, shall make no public representations on behalf of the Company, and shall incur no expenses on behalf of the Company unless specifically authorized. Your employment shall terminate by way of your resignation on the Retirement Date.
Cooperation in Transition. In consideration for the Company’s provision of the benefits provided and available to the Employee hereunder, the Employee agrees, through July 31, 2023, to the extent reasonably requested of him, to cooperate with the Company’s executive management team in connection with the transition of projects and matters with which he has familiarity and make himself available as mutually convenient for all reasonable purposes associated with such transition.
Cooperation in Transition. You agree to reasonably cooperate and assist with the transition of Your duties. Your cooperation is a material provision of this Agreement.
Cooperation in Transition. Nolop agrees to cooperate and provide reasonable assistance to the person or persons who assume his prior job responsibilities.
Cooperation in Transition. In consideration of Executive's continued employment with the Company during the Transition Period, Executive hereby agrees to assist the Company during the Transition Period. Executive shall, among others things, undertake the responsibilities and exercise the authority customarily performed, undertaken and exercised by persons in a similar capacity (the "Transition Duties"), it being understood that the Executive shall (i) regularly report to, meet with and in good faith cooperate with the executive committee of the Board (the "Executive Committee") and the Board and (ii) not make or implement any material decisions regarding the Company's business or operations without the prior approval of the Executive Committee or the Board.
Cooperation in Transition. Before and after the Closing, Parent and Seller shall cooperate with and assist Buyer in any manner reasonably requested by Buyer to put Buyer in possession and control of the Acquired Assets and permit Buyer to operate the Business following the Closing. Parent and Seller (a) understand, acknowledge and agree that, prior to the Closing, Xxxxxx Xxxxxxx and Xxxxxx Xxxxxxx, who are officers and employees of Seller, will assist Buyer in preparing to operate the Business following the Closing, and hereby irrevocably waive any conflict of interest that may result from such assistance and (b) irrevocably waive and release any rights or claims that Parent or Seller may have against either Xxxxxx Xxxxxxx or Xxxxxx Xxxxxxx as a result of such assistance or such conflict of interest, except for any breach of the confidentiality agreement between each of Xxxxxx Xxxxxxx and Xxxxxx Xxxxxxx and Seller.
Cooperation in Transition. (a) The Executive agrees to be reasonably available, through March 31, 2009, to provide reasonable transition assistance to the Company; provided, that such assistance shall not require a significant expenditure of time or otherwise result in Executive’s provision of services to the Company that would otherwise affect his “separation from service” as of the Separation Date for purposes of Section 409A of the Code. The Company agrees to promptly reimburse the Executive for reasonable expenses incurred by him in connection with his cooperation pursuant to this paragraph.
(b) The Executive agrees that, in the event he is subpoenaed or otherwise required by any person or entity (including, but not limited to, any government agency) to give testimony or produce documents (in a deposition, court proceeding or otherwise) which in any way relates to the Executive’s employment by the Company, he will, to the extent not legally prohibited from doing so, give prompt notice of such request to the General Counsel of the Company so that the Company may contest the right of the requesting person or entity to such disclosure before making such disclosure. Nothing in this provision shall require the Executive to violate his obligation to comply with valid legal process.
(c) The Company agrees that payment by the Company of any amounts to the Executive under the terms of this Letter and the Employment Agreement, other than the reimbursement obligations set forth in this Section 10, shall not be conditioned upon compliance by the Executive with the foregoing paragraphs (a) and (b).
