Cooperation with Respect to Financing. Seller agrees to cooperate in any reasonable manner with Purchaser in connection with the obtaining of any financing.
Cooperation with Respect to Financing. (a) Seller will cooperate with Buyer in connection with the obtaining of the financing referred to in Section 6.2(f) hereof and in the preparation of one or more registration statements or offering memoranda for the public or private offering of debt or equity securities to be issued by Buyer (collectively, the "Offering Material") by furnishing to Buyer all information reasonably requested by Buyer relating to such financing or the preparation of the Offering Material.
Cooperation with Respect to Financing. The Sellers agree to cooperate in any reasonable manner with the Buyer in connection with the obtaining of the financing that is the subject of the Financing Commitments (including, without limitation, obtaining the release, discharge and/or termination of all outstanding liens, security agreements and pledge agreements, as applicable, in connection with the Ableco Financing); provided, however, that neither the Company nor the Sellers will have any liability or responsibility, whether pursuant to this Agreement or otherwise, for any information provided, directly or indirectly, to the source of any potential financing, other than information provided to such source by the Sellers or the Target Companies concerning the Target Companies. The Buyer will use commercially reasonable efforts to obtain the financing set forth in the Financing Commitments.
Cooperation with Respect to Financing. The Company shall provide, and shall cause its Subsidiaries and its and their officers and employees to provide, on a timely basis all reasonable cooperation in connection with the arrangement of any financing to be consummated by Parent in connection with the transactions contemplated by this Agreement, including (i) facilitating the pledge of collateral (effective as of the Closing), (ii) providing financial and other pertinent information regarding the Company and its Subsidiaries as may be reasonably requested by Parent, including all financial statements and financial data of the type required by Regulation S-X and Regulation S-K under the Securities Act in a registered offering of securities, (iii) providing other reasonably requested certificates or documents, including a customary certificate of the Chief Financial Officer of the Company (in his capacity as such) with respect to solvency matters, (iv) requesting PricewaterhouseCoopers LLP to provide customary consents and comfort letters, (v) requesting such customary legal opinions as may be reasonably requested by Parent, (vi) participating in informational meetings and (vii) assisting Parent and its financing sources in the preparation of offering documents and other marketing and rating agency materials for any such financing.
Cooperation with Respect to Financing. Alleghany will cause the Company to provide reasonable assistance to HTI Acquisition in obtaining the Acquisition Financing (and any Substitute Financing), including by participating in meetings and due diligence sessions.
Cooperation with Respect to Financing. Except to the extent prohibited by Applicable Law, Cyclone shall provide on a timely basis, and shall use all commercially reasonable efforts to cause its officers, employees and advisers to provide on a timely basis, all reasonable cooperation in connection with the arrangement of the financing contemplated by the Commitment Letter, or any alternative financing Hurricane may seek in order to consummate the Merger and the other transactions contemplated by this Agreement, and to otherwise cooperate with Hurricane in complying with its covenants under the Commitment Letter, including (i) facilitating the pledge of collateral (effective as of the Closing), (ii) providing financial and other pertinent information regarding Cyclone as may be reasonably requested by Hurricane, including all financial statements and financial data of the type required by Regulation S-X and Regulation S-K under the 1933 Act in a registered offering of securities and by ratings and credit agencies, (iii) providing other reasonably requested certificates or documents, including a customary certificate of the chief financial officer of Cyclone with respect to solvency matters, (iv) requesting Cyclone’s independent auditors to provide customary consents and comfort letters and (v) requesting such customary legal opinions as may be reasonably requested by Hurricane. Notwithstanding the foregoing, nothing herein shall be deemed to require Cyclone to pay any fees to, or reimburse any expenses of, a Third Party in connection with the arrangement of the financing contemplated by the Commitment Letter, or any alternative financing Hurricane may seek in order to consummate the Merger and the other transactions contemplated by this Agreement.
Cooperation with Respect to Financing. (a) Parent shall use commercially reasonable efforts to take, or cause to be taken, all actions and to do, or cause to be done, all things necessary, proper or advisable that are within Parent’s and Merger Sub’s control to (i) maintain in effect the Debt Commitment and to satisfy on a timely basis all the conditions to obtaining the Debt Financing set forth therein, (ii) enter into definitive financing agreements with respect to the Debt Financing as contemplated by the Debt Commitment Letter (the “Financing Agreements”), so that the Financing Agreements are in effect at or prior to the Acceptance Time and (iii) consummate the Debt Financing at or prior to the Acceptance Time. Parent and Merger Sub shall not permit any material amendment or modification to be made to, or any waiver of any material provision or remedy under, the Debt Commitment Letter without first consulting with the Company, and will obtain the Company’s prior written consent prior to agreeing to any such amendment, modification or waiver that would add additional material conditions to funding or materially increase the likelihood that the conditions to funding would not be satisfied. Promptly upon obtaining knowledge thereof and in any event within 24 hours thereof, Parent and Merger Sub will give the Company notice of any breaches by any party of the Debt Commitment Letter or any termination of the Debt Commitment.
Cooperation with Respect to Financing. The Company shall provide, and shall cause its Subsidiaries and its and their officers and employees to provide, on a reasonably timely basis all reasonable cooperation in connection with the arrangement of any financing to be consummated by Parent in connection with the transactions contemplated by this Agreement.
Cooperation with Respect to Financing. Except to the extent prohibited by applicable statute, law, rule or regulation, the Company shall provide on a timely basis, and shall use its reasonable efforts to cause its officers, employees and advisers to provide on a timely basis, all reasonable cooperation in connection with the arrangement of the financing contemplated by the Commitment Letter, or any alternative financing Parent may seek in order to consummate the Merger and the other transactions contemplated by this Agreement, including (i) facilitating the pledge of collateral (effective as of the Closing), (ii) providing financial and other pertinent information regarding the Company as may be reasonably requested by Parent, including all financial statements and financial data of the type required by Regulation S X and Regulation S-K under the Securities Act in a registered offering of securities, (iii) providing other reasonably requested certificates or documents, including a customary certificate of the chief financial officer of the Company with respect to solvency matters, (iv) requesting the Company’s independent auditors to provide customary consents and comfort letters and (v) requesting such customary legal opinions as may be reasonably requested by Parent.
Cooperation with Respect to Financing. Sellers agrees to cooperate in any reasonable manner with Buyer in connection with the obtaining of the financing referred to in Section 6.6 and, in connection therewith, at the request of Buyer, will cause the Companies to execute and deliver loan and/or security agreements which at the Closing will obligate the full credit of the Companies and which will be secured by all of the assets of the Companies, provided that Sellers are reasonably assured that such agreements will be fully discharged in the event the Closing is not consummated.
