Cooperation of Sellers. Each of the Sellers, ACI and ACFI will, upon request by the Buyer, execute and deliver any additional documents and take any other actions deemed by the Buyer to be necessary or desirable to complete and make effective the sale, transfer, assignment, grant and conveyance of the Transferred Rights.
Cooperation of Sellers. Wherever in this Agreement Sellers have agreed to cooperate with Purchaser, such agreement to cooperate shall not require any Seller to incur any actual or potential additional liability.
Cooperation of Sellers. Sellers covenant to Company that Sellers shall cooperate with Company and the firm of independent certified public accountants retained with respect to the issuance of the Notes in making available all information and taking all steps reasonably necessary to permit the accountants' letters required hereunder to be delivered within the times set for delivery herein.
Cooperation of Sellers. Sellers shall deliver or cause to be delivered on the Closing Date, and at such other times and places as shall be reasonably agreed on, such instruments of conveyance and transfer and such additional instruments as Parent may reasonably request for the purpose of carrying out this Agreement. Sellers will cooperate and use their best efforts to have the present officers, directors and employees of the Company cooperate with Parent on and after the Closing Date in furnishing information, evidence, testimony and other assistance in connection with any actions, proceedings, arrangements or disputes of any nature with respect to matters pertaining to all periods prior to the Closing Date.
Cooperation of Sellers. To the extent reasonably requested by the Purchaser (or its designees) in connection with the filing of any Tax Return, tax planning, claim for refund or the conduct of any Tax Contest, the Sellers and their affiliates shall grant to the Purchaser (or its designees) reasonable access to the information, books and records relating to the Companies and their respective subsidiaries within the possession of the Sellers or any member of the Seller Group (including workpapers and correspondence with taxing authorities), shall afford the Purchaser (or its designees) the right (at the Purchaser's expense) to take extracts therefrom and to make copies thereof, and shall provide the Purchaser reasonable access to their employees who are knowledgeable regarding the relevant Tax matters.
Cooperation of Sellers. Sellers will cooperate with Buyer and its representatives in obtaining information about the Property, and will furnish to Buyer and its representatives, whenever reasonably requested by Buyer, all information about the Property within the Sellers’ control.
Cooperation of Sellers. Until and after the Closing, Sellers, to the best of their ability and availability, agree to cooperate with Buyer in the execution of documents in form and substance acceptable to them that may from time to time be requested by Buyer to effect Buyer’s ownership in the Assets. However, Buyer acknowledges and confirms that Sellers are in the process of liquidating their assets and contemplate that all of the entities constituting Sellers will eventually be dissolved in some manner. Therefore, Buyer acknowledges that the time in which it may rely on Sellers’ cooperation may be limited and Buyer confirms that, other than as set forth herein, Sellers have not made any representations to Buyer as to the length of time Sellers will be available to accommodate the needs of Buyer.
Cooperation of Sellers. From the Signing Date through the Closing Date, each Seller shall use all reasonable efforts (a) to take all actions and to do all things necessary and advisable to consummate the transactions contemplated by this Agreement, (b) to cooperate with Purchaser in connection with the foregoing, including using reasonable efforts to obtain all Consents, and (c) subject to the other terms and conditions of this Agreement, to cause all the conditions set forth in Section 8.1, the satisfaction of which is in the reasonable control of Seller to be satisfied on or prior to Closing.
Cooperation of Sellers. If Sellers assign the proceeds of any insurance policy to Buyer pursuant to Section 12(a), Sellers shall cooperate with Buyer in presenting and prosecuting the claim with Sellers' insurance carriers, shall follow Buyer's instructions with respect thereto (except to the extent Sellers are advised by counsel that following a particular instruction would expose Sellers to liability, or to the extent Sellers would incur additional cost to follow such instruction which is not paid by Buyer), and will not settle any such claim without Buyer's written approval.
Cooperation of Sellers. 28 3.5 Non-competition................................................29 3.6
