Member Cooperation Clause Samples

Member Cooperation. You are under a duty to cooperate with us in a timely and appropriate manner in our administration of benefits. You are also under a duty to cooperate with us in the event of a lawsuit.

Member Cooperation. You must give the plan information and help the plan. This means you must complete and sign all necessary documents to help the plan get money back. You must tell the plan in a timely manner about the progress of your claim with a third party. This includes filing a claim or lawsuit, beginning settlement discussions, or agreeing to a settlement in principle, etc. It also means that you must give the plan timely notice before you settle any claim. You must not do anything that might limit the plan’s rights under this Section. The plan may take any action necessary to protect the plan’s right of subrogation and/or reimbursement.

Member Cooperation. The Member agrees to give notice to the Company within five business days of being served with any statement of claim, writ, notice of motion, indictment, or other documents commencing or continuing any Claim against the Member. The Member agrees to give the Company such information and cooperation as the Company may reasonably require from time to time in respect of all matters contemplated by this Indemnity Agreement.

Member Cooperation. Except to the extent expressly provided to the contrary in this Agreement, each Member shall use reasonable efforts to cooperate with the requests of the Manager for actions or efforts which the Manager deems necessary or desirable for the Project or the other business of the Company, including obtaining required licenses under applicable Gaming Law, and a Member shall be required to devote only such time to the affairs of the Company as may be necessary for the performance of the foregoing.

Member Cooperation. You must give us information and help us. This means you must complete and sign all necessary documents to help us get money back. You must tell us in a timely manner about the progress of your claim with a third party. This includes filing a claim or lawsuit, beginning settlement discussions, or agreeing to a settlement in principle, etc. It also means that you must give us timely notice before you settle any claim. You must not do anything that might limit our rights under this Section. We may take any action necessary to protect our right of subrogation and reimbursement.

Member Cooperation. To the extent that cooperation is required by Member in the completion of the Scope of work, Member shall use its best efforts to cooperate with Company and shall (i) provide such cooperation consistent with the highest professional standards, (ii) devote such time and business efforts as are necessary to provide such cooperation on a timely basis, and (iii) perform all cooperation in full compliance with any applicable federal, state or local law, regulation, or ordinance.

Member Cooperation. If an individual or entity that is not a

Member Cooperation. Each Member, upon receipt of a Required Sale Notice, will be obligated (and such obligation will be enforceable by the Operating Company and the other Members) to: (i) sell all of its LLC Units and participate in the Required Sale contemplated by the Sale Proposal; (ii) consent in writing to the Required Sale; (iii) waive all dissenters’ or appraisal rights in connection with the Required Sale; (iv) enter into agreements of sale or merger agreements relating to the Required Sale; (v) agree (as to itself) to make to the proposed purchaser the same representations, warranties, covenants (other than non-compete provisions), indemnities and agreements as the Operating Company or the other Members, as the case may be, agree to make in connection with the Required Sale (provided that each Member’s aggregate liability for such representations, warranties, covenants, indemnities and agreements will not exceed the net consideration received by such Member in the Required Sale); and (vi) otherwise take all actions necessary or desirable to cause the Operating Company and the Members to consummate the Required Sale.

Member Cooperation. Each Member agrees (i) to cooperate with the Partnership Representative with respect to tax matters relating to or affecting the COMPANY, (ii) not to take any action or position with respect to any tax matter relating to or affecting the COMPANY or any other Member that is inconsistent with any such action or position taken by the Board or Partnership Representative (with the consent of the Board) except to the extent otherwise required by a “determination” within the meaning of Section 1313(a) of the Code and (iii) to use commercially reasonable efforts to keep the Partnership Representative informed of each material development with respect to any tax matter relating to or affecting the COMPANY or any other Member and make related documents available to the Partnership Representative before submission to any taxing authority or court. Anything in this Agreement to the contrary notwithstanding, no Member may be required to file an amended tax return.