Participation in Transaction. (a) The Parties agree to participate in the Transaction on the terms set forth in this Agreement. The Parties shall cooperate and proceed in good faith to (A) undertake due diligence with respect to the Company and its business; (B) engage in discussions with the Company regarding the Proposal; and (C) negotiate in good faith the terms of the Definitive Documents (including any waiver under the IRAs and the Poison Pill). Except as otherwise provided for hereunder, all actions taken by the Buyer Consortium in connection with the Transaction shall require consent of the Majority Initial Consortium Members.
Appears in 4 contracts
Samples: Consortium Agreement (Centurium Capital Partners 2018, L.P.), Consortium Agreement (Parfield International LTD), Consortium Agreement (Centurium Capital Partners 2018, L.P.)
