Cooperation with Litigation. During and following the termination of Executive’s employment with the Company (regardless of the reason for Executive’s termination of employment with the Company and which party initiates the termination of employment with the Company), except as required by law, Executive agrees to cooperate with and make himself readily available to the Company, the Company’s General Counsel (or equivalent position within the Company) and / or its advisers, as the Company may reasonably request, to assist it in any matter regarding Company and its subsidiaries and parent companies, including giving truthful testimony in any litigation, potential litigation or any internal investigation or administrative, regulatory, judicial or quasi-judicial proceedings involving the Company over which Executive has knowledge, experience or information. Executive acknowledges that this could involve, but is not limited to, responding to or defending any regulatory or legal process, providing information in relation to any such process, preparing witness statements and giving evidence in person on behalf of the Company. The Company shall reimburse any reasonable expenses incurred by Executive as a consequence of complying with his obligations under this clause, provided that such expenses are approved in advance by the Company.
Cooperation with Litigation. Notwithstanding this Agreement, Executive agrees to reasonably cooperate with Company by making Executive reasonably available, at the Company’s reasonable request, to testify on behalf of the Company or any of its Affiliates in any action, suit, or proceeding, whether civil, criminal, administrative, or investigative, and to assist the Company or any of its Affiliates in any such action, suit, or proceeding by providing information to and meeting and consulting with Company any of its Affiliates or any of their counsel or representatives upon reasonable request, provided that such cooperation and assistance shall not materially interfere with Executive's then current activities (to the extent the Executive is no longer employed by the Company) and shall be done in a manner to limit any interference with other activities and any required travel and that the Company agrees to reimburse Executive for all reasonable out of pocket expenses reasonably incurred in connection with such cooperation by Executive. This Section 10.16 shall not be applied to limit or interfere with Executive’s right to engage in Protected Activities as defined in Section 5.3.
Cooperation with Litigation. Executive agrees to cooperate with Bank, during the term of this Agreement and thereafter (including after Executive's Termination of Employment hereunder for any reason), by making Executive reasonably available to testify on behalf of Bank or any affiliated company in any action, suit, or proceeding, whether civil, criminal, administrative, or investigative, and to assist Bank or any affiliated company in any such action, suit, or proceeding by providing information to and meeting and consulting with Bank, any affiliated company, or any of their counsel or representatives upon reasonable request, provided that such cooperation and assistance shall not materially interfere with Executive's then current professional activities and that Bank shall agree to reimburse Executive for all reasonable out-of-pocket expenses incurred by Executive in connection with providing such cooperation and assistance.
Cooperation with Litigation. From and after the Closing Date, each of Seller and Purchaser will, and will cause its Affiliates and their respective employees to, use reasonable best efforts to cooperate with the other Party, its Affiliates and their respective Representatives (at such other Party’s sole cost and expense) with respect to any third-party claims or third-party lawsuits relating to the Business which cooperation, in each case, will include furnishing or causing to be furnished by Purchaser or Seller, as applicable (and its Affiliates and their respective employees) records, information and deposition and trial testimony, and attendance at trial, as reasonably requested by Seller or Purchaser, as applicable, its Affiliates or their respective Representatives. Notwithstanding the foregoing, with regard to the pending Actions with respect to the Boca Raton Litigation, Purchaser agrees that (a) XxxxXxx Xxxxxxxx and Xxxxx Xxxxxxxx will continue to participate in and manage such Actions following the Closing, all in a manner consistent with the levels of such participation and management prior to the Closing, at no cost to Seller (provided, that to the extent that Purchaser or any of its Affiliates (including, following the Closing, any Conveyed Company) reimburses XxxxXxx Xxxxxxxx or Xxxxx Xxxxxxxx for any reasonable, documented, out-of-pocket expenses (including travel, hotel, meals and other disbursements) incurred by XxxxXxx Xxxxxxxx and Xxxxx Xxxxxxxx in carrying out their obligations in respect of the Boca Raton Litigation, then Seller shall in turn reimburse Purchaser or such Affiliate for such amounts promptly following receipt of reasonable documentation supporting such amounts), (b) following the Closing, Purchaser will, and will cause the Conveyed Companies to, continue to preserve all documents and information pertaining to the resolution of such pending Actions, and (c) Purchaser will waive any conflict that may arise as a result of the law firm or firms, or their respective successors, representing the Conveyed Companies and the other defendants in connection with such Actions, including any appeals, for the limited purpose of permitting such law firm or firms to represent the Conveyed Companies and the other defendants in connection with such Actions, including the execution at the Closing of a joint representation letter between litigation counsel, Seller, the applicable Conveyed Companies and the other defendants containing the requisite conflict waiver.
Cooperation with Litigation. Employee will cooperate fully with NII in its defense of any lawsuit filed over matters that occurred during the course of Employee’s employment with NII, and Employee agrees to provide full and accurate information with respect to the same.
Cooperation with Litigation. You agree to cooperate with and make yourself readily available to Orbitz and its General Counsel, as the Company may reasonably request, to assist it in any matter regarding Orbitz and/or its affiliates, subsidiaries, and their predecessors, including giving truthful testimony in any litigation or potential litigation involving Orbitz and/or its affiliates, subsidiaries, and their predecessors, over which you have knowledge or information. The Company will reimburse you for any and all reasonable expenses reasonably incurred in connection with such cooperation by you.
Cooperation with Litigation. Xxxxxxxxx agrees to render reasonable assistance to the Company in connection with any litigation or investigation relating to the business of the Company Group. Such assistance shall include, but not be limited to, attending meetings, assisting with discovery responses, giving depositions and making court appearances. The Company shall use commercially reasonable efforts to schedule such assistance at times and places that do not present scheduling issues for Xxxxxxxxx. The Parties agree that Xxxxxxxxx shall render the first 100 hours of assistance pursuant to this Section 6 in exchange for the consideration described in Section 3 hereof; provided, however, that with respect to any assistance provided by Xxxxxxxxx pursuant to this Section 6 in excess of 100 hours, the Company and Xxxxxxxxx shall agree upon reasonable and appropriate consideration to be paid by the Company to Xxxxxxxxx.
Cooperation with Litigation. Employee will cooperate fully with Company in its defense of any lawsuit filed over matters that occurred during the tenure of Employee’s employment with Company, and Employee agrees to provide full and accurate information with respect to same. Employee further agrees not to assist any party in maintaining any lawsuit against any of the Released Parties, and will not provide any information to anyone concerning any of the Released Parties, unless compelled to do so by valid subpoena or other court order, and in such case only after first notifying Company sufficiently in advance of such subpoena or court order to reasonably allow Company an opportunity to object to same.
Cooperation with Litigation. The Executive agrees that, at any time during the Term or thereafter, the Executive shall cooperate fully with the Company and its subsidiaries and their counsel and make himself available to testify or provide other information in connection with any legal proceeding or investigation regarding any event or occurrence that occurred during the Executive’s employment with the Company; provided, however, that the Executive will not have an obligation under this Section with respect to any claim in which the Executive has filed directly against the Company or related persons or entities or the Company has filed directly against Executive. The Executive shall render such cooperation in a timely manner on reasonable notice from the Company. The Company will pay or reimburse any expenses incurred by the Executive in connection with such cooperation.
Cooperation with Litigation. After the Closing Date, Buyer shall cooperate with Seller and give Seller reasonable access during normal business hours to all properties, operations books, records, contracts, and documents of Buyer relating to proceedings for which Seller retains responsibility pursuant to the terms of this Agreement and shall furnish and request its accountants and outside legal counsel to furnish to Seller all information with respect to such proceedings as Seller may reasonably request. Seller shall also have the right to discuss such proceedings with the employees of Buyer after the Closing Date.
