Request for Information; Cooperation Sample Clauses

Request for Information; Cooperation. If, during the Transfer Period, HoldCo, acting reasonably and in good faith, believes that any Company Business Asset is in the possession of United or any of its Affiliates, HoldCo may notify United in writing of such belief, together with a reasonably detailed description of such Company Business Asset, and each of United and HoldCo shall provide such information as may be reasonably requested by the other Party and relevant to a determination of whether the applicable assets are Company Business Assets. In addition, if, during the Transfer Period, United becomes aware of the existence of any Company Business Assets in its possession or in the possession of any of its Affiliates, it shall notify HoldCo in writing of such fact, together with a reasonably detailed description of such Company Business Asset, as promptly as reasonably practicable. Following the notices described in the preceding two sentences, each of United and HoldCo shall, and shall cause its applicable Affiliates and representatives to, cooperate reasonably and in good faith to determine whether any Company Business Asset is in United’s possession or in the possession of any of its Affiliates and, if so, provide for such Company Business Asset (together with all Company Business Liabilities related to such Company Business Asset) to be conveyed, assigned, transferred and delivered to HoldCo or its applicable Affiliate in accordance with this Section 8.14. In the event of any disagreement regarding a determination contemplated by the preceding sentence, each of United and HoldCo shall, and shall cause its applicable Affiliates and representatives to, cooperate with the other to seek a mutually acceptable resolution of such disagreement. If such disagreement has not been resolved to each Party’s satisfaction within ten (10) business days from the date of receipt of the applicable notice, the matter shall be escalated to the Chief Executive Officers of United and HoldCo or any other senior officer that may be designated by the applicable Party with relevant knowledge of, and decision-making authority over, such matter, to seek a mutually acceptable resolution of such disagreement.
Sample 1
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Related to Request for Information; Cooperation

  • Request for Information The Advisor agrees to provide the Company with any reasonable information concerning the Advisor that the Company may reasonably request (other than the identity of its customers or proprietary or confidential information concerning the Trading Approach), subject to receipt of adequate assurances of confidentiality by the Company, including, but not limited to, information regarding any change in control, key personnel, Trading Approach and financial condition which the Company reasonably deems to be material to the Company; the Advisor also shall notify the Company of any such matters the Advisor, in its reasonable judgment, believes may be material to the Company relating to the Advisor and its Trading Approach. During the term of this Agreement, the Advisor agrees to provide the Company with updated monthly information related to the Advisor’s performance results within a reasonable period of time after the end of the month to which it relates.

  • Requests for Information Manager shall respond, with reasonable promptness, to any information requests by Owner's Leasehold Mortgagee in accordance with Owner's Mortgage Documents, to the extent such information is required to be furnished by Manager to Owner pursuant to this Agreement. Any additional information or reports requested by Owner's Leasehold Mortgagee shall be provided by Manager only if Owner so directs Manager in writing and, to the extent such information or reports are not being prepared for Owner in the ordinary course of business pursuant to this Agreement, Owner agrees to pay the reasonable expenses of preparing such information and reports;

  • Information/Cooperation Executive shall, upon reasonable notice, furnish such information and assistance to the Bank as may be reasonably required by the Bank, in connection with any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, that Executive shall not be required to provide information or assistance with respect to any litigation between Executive and the Bank or any other subsidiaries or affiliates.

  • Access to Information; Cooperation LTC and Healthcare and their authorized agents shall be given reasonable access to and may take copies of all information relating to the subjects of this Agreement (to the extent permitted by federal and state confidentiality laws) in the custody of the other Party, including any agent, contractor, subcontractor, agent or any other person or entity under the contract of such Party.

  • Provision of further information The Borrower will, as soon as practicable after receiving the request, provide the Agent with any additional financial or other information relating:

  • KYC Information (i) Upon the reasonable request of any Lender made at least five Business Days prior to the Closing Date, Borrower shall have provided to such Lender the documentation and other information so requested in connection with applicable “know your customer” and anti-money-laundering rules and regulations, including the Patriot Act, in each case at least five days prior to the Closing Date.

  • REQUEST FOR INSTRUCTIONS If, in performing its duties under this Agreement, the Custodian is required to decide between alternative courses of action, the Custodian may (but shall not be obliged to) request written instructions from the Company as to the course of action desired by it. If the Custodian does not receive such instructions within two (2) Business Days after it has requested them, the Custodian may, but shall be under no duty to, take or refrain from taking any such courses of action. The Custodian shall act in accordance with instructions received from the Company in response to such request after such two-Business Day period except to the extent it has already taken, or committed itself to take, action inconsistent with such instructions.

  • Information and Cooperation Each Party that has responsibility for filing and prosecuting any Patent Rights under this Section 7.4 (a “Filing Party”) shall (a) regularly provide the other Party (the “Non-Filing Party”) with copies of all patent applications filed hereunder and other material submissions and correspondence with the patent offices, in sufficient time to allow for review and comment by the Non-Filing Party; and (b) provide the Non-Filing Party and its patent counsel with an opportunity to consult with the Filing Party and its patent counsel regarding the filing and contents of any such application, amendment, submission or response. The advice and suggestions of the Non-Filing Party and its patent counsel shall be taken into consideration in good faith by such Filing Party and its patent counsel in connection with such filing. Each Filing Party shall pursue in good faith all reasonable claims and take such other reasonable actions, as may be requested by the Non-Filing Party in the prosecution of any Patent Rights covering any Program Technology under this Section 7.4; provided, however, if the Filing Party incurs any additional expense as a result of any such request, the Non-Filing Party shall be responsible for the cost and expenses of pursuing any such additional claim or taking such other actions. In addition, Company agrees that if Licensor claims any action taken under Section 7.4(d)(i) would be detrimental to Patent Rights covering Licensor Technology, Licensor shall provide written notice to Company and the Patent Coordinators shall, as promptly as possible thereafter, meet to discuss and resolve such matter and, if they are unable to resolve such matter, the Parties shall refer such matter to a mutually agreeable outside patent counsel for resolution.

  • Responsibility for Information Recipients The Asset Representations Reviewer will be responsible for a breach of this Section 4.9 by its Information Recipients.

  • Furnishing of Information; Public Information (a) Until the earliest of the time that (i) no Purchaser owns Securities or (ii) the Warrants have expired, the Company covenants to maintain the registration of the Common Stock under Section 12(b) or 12(g) of the Exchange Act and to timely file (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Company after the date hereof pursuant to the Exchange Act even if the Company is not then subject to the reporting requirements of the Exchange Act.

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