Cooperation Agreement Clause Samples
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Cooperation Agreement. 33. In return for the Release and Discharge of the claims of the Settlement Class against it, ▇▇▇▇▇▇▇▇ agrees to provide “Cooperation” to Plaintiffs as set forth specifically below. Plaintiffs shall notify Highmark promptly upon executing a settlement agreement with any remaining non-settling Defendant(s) in the Action. Upon receiving such notice, Highmark’s cooperation obligations under this Agreement immediately terminate and Highmark shall have no further cooperation obligation unless and until the settlement agreement with the remaining non-settling Defendant(s) in the Action terminates or otherwise fails to become effective.
34. Within ten (10) business days after the Execution Date of this Settlement Agreement, Highmark will provide to Plaintiffs and an outside expert, to be designated by Plaintiffs, information reasonably requested by Plaintiffs’ expert for purposes of determining the value to the Plaintiff Class resulting from these settlement undertakings (the “Settlement Value Analysis”).
35. ▇▇▇▇▇▇▇▇ agrees to cooperate reasonably in the continued litigation of the Action against any remaining non-settling Defendant(s) by doing the following within thirty (30) days after the Effective Date of this Agreement, or sooner as indicated below:
(a) Subject to the protective order filed in the Action, Highmark will provide Settlement Class Counsel with all documents that Highmark produced to the U.S. Department of Justice, Antitrust Division in connection with its investigation of a potential Highmark-UPMC conspiracy, including all transcripts of depositions (with exhibits) of all Highmark employees taken in connection with that investigation, by August 30, 2012.
(b) Within twenty (20) business days after the Effective Date of this Agreement, Highmark will provide Settlement Class Counsel with copies of all economic studies prepared by a Highmark consultant that are in Highmark’s possession and that may support an antitrust claim against the non-settling Defendant(s) in the Action, to the extent that Highmark can obtain any necessary consents from the authors of those studies, which Highmark will request and to the extent that such studies exist. Plaintiffs agree that Highmark’s production of these studies does not waive the attorney work product or attorney-client privilege with respect to any other documents or information.
(c) Within twenty (20) business days after the Execution Date of this Agreement, Highmark will provide Plaintiffs’ counsel with c...
Cooperation Agreement. ▇▇▇▇▇▇▇ and ▇▇▇▇▇▇▇ agree to cooperate to comply with the provisions of Article 49, and the Regulations promulgated pursuant thereto, so that this Easement will qualify, as a perpetual conservation restriction, thereunder.
Cooperation Agreement. At the Closing, PCC and Buyer shall, and PCC shall cause PCC Parent to, execute and deliver the Cooperation Agreement pursuant to which Buyer, PCC Parent and PCC shall provide each other certain information and other assistance in connection with the collection, administration and/or satisfaction of certain of the Retained Liabilities.
Cooperation Agreement. Pursuant to the Cooperation Agreement, Bidco and St. Modwen have, amongst other things, each agreed to: (i) cooperate in relation to obtaining any consents, clearances, permissions, waivers and/or approvals as may be necessary, and the making of all filings as may be necessary, from or under the law, regulations or practices applied by any applicable regulatory authority in connection with the Acquisition; and (ii) cooperate in preparing and implementing appropriate proposals in relation to the St. Modwen Share Plans. In addition, ▇▇▇▇▇ has agreed to certain provisions if the Scheme should switch to an Offer. The Cooperation Agreement will terminate in certain circumstances, including if the Acquisition is withdrawn, terminated or lapses, a competing offer completes, becomes effective or is declared unconditional, or if prior to the Long Stop Date any Condition has been invoked by Bidco, if the St. Modwen Directors withdraw their recommendation of the Acquisition or if the Scheme does not become effective in accordance with its terms by the Long Stop Date or otherwise as agreed between Bidco and St. Modwen. Pursuant to the terms of the Cooperation Agreement, Bidco undertakes that it will deliver a notice in writing to St. Modwen on the Business Day prior to the Sanction Hearing confirming either: (i) the satisfaction or waiver of the Conditions (other than the Scheme Conditions); or (ii) to the extent permitted by the Panel, that it intends to invoke or treat as unsatisfied or incapable of satisfaction one or more Conditions.
Cooperation Agreement. The Cooperation Agreement of even date --------------------- herewith between Licensee and TRW.
Cooperation Agreement. The Parties entered into an agreement entitled Cooperation Agreement Pueblo Professional Bull Riders University and Heritage of Heroes Project dated February 25, 2013 (the “Agreement”), to comply with requirements related to a regional tourism project described as the Pueblo Professional Bull Riders University and Heritage of Heroes Project (the “Project”) pursuant to the Colorado Regional Tourism Act, Part 3 of Article 46, Title 24, C.R.S. (the “Act”).
Cooperation Agreement. Executive acknowledges that in the course of his employment with Employer, Executive has gained knowledge and experience and/or was a witness to events and circumstances that may arise in or relate to Employer’s defense or prosecution of current or subsequent proceedings. Executive agrees to cooperate fully with Employer’s reasonable request as a witness and/or consultant in defending or prosecuting claims of all kinds, including but not limited to, any litigation, administrative actions or arbitrations.
Cooperation Agreement. In the event any of the documents evidencing and/or securing the Loan between Borrower and Lender are misstated or inaccurately reflect the agreed upon, true and correct terms and provisions of the Loan and said misstatements or inaccuracies are due to the unilateral mistake on the part of Lender, mutual mistake on the part of Lender and/or Borrower, or clerical error, then in such event Borrower shall, upon reasonable request by Lender, and in order to correct such misstatement or inaccuracy, or to comply with the Facility requirements or in Lender’s reasonable opinion, more accurately evidence the Loan, execute such new documents or initial such corrected original documents as Lender may deem reasonably necessary to remedy said inaccuracy or mistake or to comply with the Facility requirements or in Lender’s reasonable opinion, more accurately evidence the Loan.
Cooperation Agreement. If a Cooperating Institution is appointed, the Fund shall enter into a Cooperation Agreement with the Cooperating Institution setting forth the terms and conditions of its appointment.
Cooperation Agreement. The Authority and the City have entered into the Cooperation Agreement. The Cooperation Agreement provides for, among other things, allocation by the City of (i) 87.5% of the City Sales Tax TIF (i.e., 1.75%) collected on or within the Property and (ii) 50% of the City Use Tax TIF (i.e. 1.00%) paid solely on construction materials used within the Area to the Authority for the Duration. In the interest of providing part of the financing of the redevelopment of the Property and accomplishing the goals of the Urban Renewal Plan and this Agreement, the Authority, the Developer, and the District agree to work with the City and dedicate such time and resources as may be required to implement this agreement to facilitate the timely planning and development of the Improvements. The primary purpose of the Cooperation Agreement is to pledge to distribute to the District City Sales Tax TIF and City Use Tax TIF to in order to meet a portion of the requirements of the Bonds and such other reasonable and necessary terms reasonably acceptable to the Parties to carry out the Concept Plan and in furtherance of the Urban Renewal Plan. Developer and the District acknowledge that the Cooperation Agreement includes certain limitations on the use of City Sales Tax TIF and City Use Tax TIF and agrees to comply with such limitations.