Voluntary Cooperation Sample Clauses

Voluntary Cooperation. Each party is expected: (i) To cooperate and make available witnesses and evidence under its control as requested by the other party, without issuance of a subpoena, and (ii) to secure voluntary attendance of desired third-party witnesses and production of desired third-party books, papers, documents, or tangible things whenever possible.
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Voluntary Cooperation. The government enters into this Agreement based on the individual facts and circumstances presented by this case and Xxxxx. Among the facts considered were the following. Prior to May 2011, Xxxxx and its board of directors were controlled by Individual A. On or before early 2011, two of the outside directors developed concerns relating to Individual A and the company. In May 2011, these outside directors took control of the company and caused Individual A and his associates to leave the company. Thereafter, the company, led by the new board of directors caused Xxxxx to cooperate fully with the government’s investigation in numerous respects: (a) Xxxxx voluntarily and timely disclosed the misconduct described in the Information and Factual Basis; (b) Xxxxx conducted a preliminary internal investigation of that misconduct; (c) Xxxxx reported all of its findings from that internal investigation to the government; (d) Xxxxx cooperated in the government’s investigation of this matter, providing the government with access to all relevant internal documentation; (e) Xxxxx has undertaken remedial measures as contemplated by this Agreement; and (f) Xxxxx has agreed to continue to cooperate with the government in any investigation of the conduct of Xxxxx and its directors, officers, employees, agents. During the Term of this Agreement, Xxxxx agrees to cooperate fully with the government, and any other authority or agency, including but not limited to the Securities and Exchange Commission. Xxxxx agrees that its cooperation shall include, but is not limited to, the following:
Voluntary Cooperation. Both during your continued employment and thereafter, you agree to cooperate fully with the Company in connection with its actual or contemplated defense, prosecution, or investigation of any claims or demands by or against third parties (e.g., demands to produce documents or testimony pursuant to subpoena), or other matters arising from events, acts, or failures to act that occurred during the period of your employment by the Company. Such cooperation includes, without limitation, making yourself available to the Company upon reasonable notice, without subpoena, to provide truthful and accurate information in witness interviews with the Company or its counsel, and in deposition and trial testimony. The Company will reimburse you for reasonable out-of-pocket expenses you may incur in connection with any such cooperation (excluding forgone wages, salary, or other compensation) and will make reasonable efforts to accommodate your scheduling needs. October 31, 2019 Xxxxxxx X. Xxxxxx
Voluntary Cooperation. 4. The Department enters into this Agreement based on the individual facts and circumstances presented by this case and XXX. Among the facts considered were: (a) AGA voluntarily and timely disclosed the misconduct described in the Information and Statement of Facts; (b) XXX conducted a thorough internal investigation of that misconduct; (c) AGA reported all of its findings to the Department; (d) XXX xxxxxxxxxx in the Department’s investigation of this matter; (e) AGA has undertaken remedial measures as contemplated by this Agreement; and (f) AGA has agreed to continue to cooperate with the Department in any investigation of the conduct of XXX and its directors, officers, employees, agents, consultants, contractors and subcontractors relating to violations of the FCPA.
Voluntary Cooperation. Voluntary cooperation allows agencies to help each other with routine law enforcement matters (e.g., task forces, joint investigations, or operations)
Voluntary Cooperation. OPD may request and render voluntary cooperation and assistance across jurisdictional lines for matters of a routine law enforcement nature in order to investigate violations of law such as: homicides; sex offenses; robberies; assaults; burglaries; larcenies; gambling; motor vehicle thefts; drug offenses; and also in order to engage in joint task force investigations or operations.
Voluntary Cooperation. The goernment enters into this Agreement based on the indiidual facts and circumstances presented by this case and Xxxxx Among the facts considered e re the folloing Prior to xx Xxxxx and its board of directors ere controlled by Indiidual A On or before early to of the outside directors deeloped concerns relating to Indiidual A and the company In ay these outside directors too control of the company and caused Indiidual A and his associates to leae the company Thereafter the company led by the ne board of directors caused Xxxxx to cooperate fully ith the goernment’s inestigation in numerous respects a Xxxxx olunta rily and timely disclosed the misconduct described in the Information and Factual Basis b Xxxxx conducted a preliminary internal investigation of that misconduct; (c) Xxxxx reported all of its findings from t ha t internal investigation to the government; (d) Xxxxx cooperated in the government s investigation of this matter, providing the government with access to all relevant internal documentation; (e) Xxxxx has undertak e n r e medial measures as contemplated by this Agreement; and (f) Xxxxx has agreed to continue to cooperate with the government in any investigation of the conduct of Bixb y a nd its directors, officers, employees, agents. During the Term of this Agreement, Xxxxx agrees to cooperate ful l y wi th the government, and any other authority or agency, inc l xxxxx but not limited to the Securities and Exchange Commission. Xxxxx agrees that its cooperation shall include, but is not limited to, the following:
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Related to Voluntary Cooperation

  • Employee Cooperation Following termination of Employee’s employment, Employee shall cooperate fully with the Company in all matters including, but not limited to, advising the Company of all pending work on behalf of the Company and the orderly transfer of work to other employees or representatives of the Company. Employee shall also cooperate in the defense of any action brought by any third party against the Company that relates in any way to Employee’s acts or omissions while employed by the Company.

  • Continuing Cooperation Following the Termination Date, Executive agrees to cooperate with all reasonable requests for information made by or on behalf of Company with respect to the operations, practices and policies of the Company. In connection with any such requests, the Company shall reimburse Executive for all out-of-pocket expenses reasonably and necessarily incurred in responding to such request(s).

  • Continued Cooperation Employee agrees that he will cooperate fully with the Bank in the future regarding any matters in which he was involved during the course of his employment, and in the defense or prosecution of any claims or actions now in existence or which may be brought or threatened in the future against or on behalf of the Bank. Employee’s cooperation in connection with such matters, actions and claims shall include, without limitation, being available to meet with the Bank’s officials regarding personnel or commercial matters in which he was involved; to prepare for any proceeding (including, without limitation, depositions, consultation, discovery or trial); to provide affidavits; to assist with any audit, inspection, proceeding or other inquiry; and to act as a witness in connection with any litigation or other legal proceeding affecting the Bank. Employee further agrees that should he be contacted (directly or indirectly) by any person or entity adverse to the Bank, he shall within 48 hours notify the then-current Chairman of the Board of the Bank. Employee shall be reimbursed for any reasonable costs and expenses incurred in connection with providing such cooperation.

  • Tax Cooperation The Parties agree to use commercially reasonable efforts to cooperate with one another and use commercially reasonable efforts to avoid or reduce, to the extent permitted by Applicable Laws, Tax withholding or similar obligations in respect of royalties, milestone payments, and other payments made by the paying Party to the receiving Party under this Agreement (“Withholding Taxes”). If Withholding Taxes are imposed on any payment under this Agreement, the liability for such Withholding Taxes shall be the sole responsibility of the receiving Party, and the paying Party shall (i) deduct or withhold such Withholding Taxes from the payment made to the receiving Party, (ii) timely pay such Withholding Taxes to the proper taxing authority, and (iii) send proof of payment to the receiving Party within thirty (30) days following such payment. If and to the extent the paying Party failed to retain Withholding Taxes (e.g. because the Parties assumed that Withholding Taxes will not be imposed) or if Withholding Taxes are imposed on “deemed payments” the receiving Party shall reimburse the paying Party for any Withholding Tax obligation vis-à-vis the tax authorities. Each Party shall comply with (or provide the other Party with) any certification, identification or other reporting requirements that may be reasonably necessary in order for the paying Party to not withhold Withholding Taxes or to withhold Withholding Taxes at a reduced rate under an applicable bilateral income tax treaty. Each Party shall provide the other with commercially reasonable assistance to enable the recovery, as permitted by Applicable Laws, of Withholding Taxes or similar obligations resulting from payments made under this Agreement, such recovery to be for the benefit of the Party bearing the cost of such Withholding Taxes under this Section 16.5(d) (Tax Cooperation). Notwithstanding the foregoing, if as a result of any assignment or sublicense by the paying Party, any change in the paying Party’s tax residency, any change in the entity that originates the payment, or any failure on the part of the paying Party to comply with Applicable Laws with respect to Withholding Taxes (including filing or record retention requirements), Withholding Taxes are imposed that would not otherwise have been imposed (“Incremental Withholding Taxes”), then the paying Party shall be solely responsible for the amount of such Incremental Withholding Taxes and shall increase the amounts payable to the receiving Party so that the receiving Party receives a sum equal to the sum which it would have received had there been no such imposition of Incremental Withholding Taxes. If a Party makes a payment in accordance with the sentence above (gross-up) (“Tax Payment”) and

  • Company Cooperation The Company hereby covenants and agrees that it will not, and the Stockholder irrevocably and unconditionally acknowledges and agrees that the Company will not (and waives any rights against the Company in relation thereto), recognize any Encumbrance or agreement (other than this Agreement) on any of the Stockholder Securities subject to this Agreement.

  • Scope of Cooperation 1. The Authorities recognise the importance of close communication concerning the Covered CCPs and intend to cooperate regarding:

  • Mutual Cooperation In any contest of a tax or fee by one Party, the other Party shall cooperate fully by providing records, testimony and such additional information or assistance as may reasonably be necessary to pursue the contest. Further, the other Party shall be reimbursed for any reasonable and necessary out- of-pocket copying and travel expenses incurred in assisting in such contest.

  • Litigation Cooperation From the date hereof and continuing through the termination of this Agreement, make available to Bank, without expense to Bank, Borrower and its officers, employees and agents and Borrower’s books and records, to the extent that Bank may deem them reasonably necessary to prosecute or defend any third-party suit or proceeding instituted by or against Bank with respect to any Collateral or relating to Borrower.

  • Post-Termination Cooperation Following any termination of this Agreement, all Parties shall thereafter cooperate fully and work diligently in good faith to achieve an orderly resolution of all matters resulting from such termination.

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