Common use of Participation in Transaction Clause in Contracts

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 definitive documentation in connection with the Transaction (collectively, the “Definitive Documents”).

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; and (B) engage in discussions with the Company regarding the Proposal; and (C) negotiate in good faith the terms and conditions of definitive documentation (collectively, including any amendment and waiver thereof, the “Definitive Documents”) in connection with the Transaction (collectivelyincluding any waiver under the IRAs (if applicable), the “Definitive Documents”Poison Pill and the Confidentiality Agreements).