Cooperation in Good Faith Sample Clauses

Cooperation in Good Faith. In the event of any third-party litigation concerning this Agreement or any of the Entitlements, the Parties shall confer in good faith as to how to proceed. Such cooperation shall include, but not be limited to, conferring in good faith regarding any potential settlement of such litigation and, after any judgment in a trial court, regarding whether any appeal will be taken or defended.
AutoNDA by SimpleDocs
Cooperation in Good Faith. The Parties shall cooperate and negotiate in good faith to pursue a long‐term agreement concerning the continuation of a bicycle sharing program in the cities of Sacramento, West Sacramento, and Davis, at UC Xxxxx, and potentially expandable to other portions of the Sacramento region following the expiration of the term of the Program Agreement, which term is through May 15, 2021, unless extended or terminated sooner as set forth therein.
Cooperation in Good Faith. In case Commerzbank or any other of the relevant banks or financing institutions do not accept the mechanism set forth in this Agreement for the repayment of the Facilities Repayment Amount and/or the release of the Financing Security (the Repayment and Release Mechanism), the Parties will cooperate in good faith in order to amend the Repayment and Release Mechanism so that it is acceptable to Commerzbank, the relevant banks and financing institutions, provided that any such amended Repayment and Release Mechanism shall in any event lead to a full and unconditional release of the Financing Security with effect as of the Closing Date (concurrently with the transfer of the Shares in rem at the latest) and provided further that any such amended Repayment and Release Mechanism does not lead to any increase (subject to slight increases of fees and costs to be determined in good faith) of the Facility Repayment Amount (including fees and costs) or the total consideration payable on the part of the Purchaser under this Agreement.
Cooperation in Good Faith. Notwithstanding anything to the contrary contained herein, each party hereto agrees that it will deal with the other party fairly and in good faith in all matters under this Agreement.
Cooperation in Good Faith. Each Party agrees that it will ------------------------- deal with the other Party in good faith and in a commercially reasonable manner in all matters under this Agreement. This provision, however, shall not operate to preclude or inhibit either Party from the full exercise of its rights under this Agreement. Upon reasonable request by Manager, Owner shall execute and provide to Manager such limited powers of attorney and other documents and instruments as may be necessary or appropriate to enable Manager to perform the services in accordance with this Management Agreement.
Cooperation in Good Faith. Executive agrees to use good faith efforts to cooperate in the provision of services set forth in Section 1(a) of this Agreement, and the Executive agrees to perform any further acts or execute and deliver any documents that may be reasonably necessary to carry out the provisions of this Agreement, including the undertaking and preparing for legal and other proceedings relating to the affairs of the Company and its subsidiaries. Executive shall be reimbursed for his reasonable expenses incurred in connection with any such cooperation and/or assistance, and shall receive from the Company reasonable per diem compensation in connection with assistance provided related to any legal and other proceedings.
Cooperation in Good Faith. Because the details of the Future Building Signage are not known as of the time of this Agreement, Landlord and Tenant shall work cooperatively, reasonably and in good faith with respect to the matters addressed by this Section 32.
AutoNDA by SimpleDocs
Cooperation in Good Faith. Buyer and Seller agree to cooperate and work in good faith in order to carry out the terms of this Agreement.
Cooperation in Good Faith. Between the date of this Agreement and the Closing, each of the parties will use its best efforts to cause responsibilities and the conditions of this Agreement for which it is responsible to be satisfied. The parties shall also cooperate in good faith in the preparation and execution of the Exchange Agreement.

Related to Cooperation in Good Faith

  • Challenge to Good Faith Determination Whenever the Board of Directors of the Company shall be required to make a determination in good faith of the fair value of any item under this Section 4, such determination may be challenged in good faith by the Holder, and any dispute shall be resolved by an investment banking firm of recognized national standing selected by the Holder and reasonably acceptable to the Company.

  • Good Faith Determination The Company shall from time to time make the good faith determination whether or not it is practicable for the Company to obtain and maintain a policy or policies of insurance with reputable insurance companies providing the officers and directors of the Company with coverage for losses incurred in connection with their services to the Company or to ensure the Company’s performance of its indemnification obligations under this Agreement.

  • Trustee's Good Faith Action, Expert Advice No Bond or Surety. The exercise by the Trustees of their powers hereunder shall be binding upon everyone interested in or dealing with the Trust. A Trustee shall be liable to the Trust and to any Shareholder solely for his or her own willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of the office of Trustee, and shall not be liable for errors of judgment or mistakes of fact or law. The Trustees may take advice of counsel or other experts with respect to the meaning and operation of this Declaration of Trust, and shall be under no liability for any act or omission in accordance with such advice nor for failing to follow such advice. The Trustees shall not be required to give any bond as such, nor any surety if a bond is required.

  • Good Faith The parties to this contract shall, in exercising their respective rights and complying with their respective obligations under this contract (including when conducting any discussions or negotiations arising out of the application of any provisions of this contract or exercising any discretion under them), at all times act in good faith.

  • No Liability for Good Faith Determinations The Company and the members of the Board shall not be liable for any act, omission or determination taken or made in good faith with respect to this Agreement or the Restricted Stock Units granted hereunder.

  • Good Faith Negotiation The Parties shall attempt in good faith to achieve consensus with respect to all matters arising under this Agreement and to use reasonable efforts through good faith discussion and negotiation to avoid and resolve disputes that could delay or impede a Party from receiving the benefits of this Agreement. These dispute resolution procedures apply to any dispute that arises from either Party’s performance of, or failure to perform, in compliance with this Agreement and which the Parties are unable to resolve prior to invocation of these procedures.

  • Required Good Faith Efforts In accordance with 5 NYCRR § 142.8, Contractors must document their good faith efforts toward utilizing MWBEs on the Contract. Evidence of required good faith efforts shall include, but not be limited to, the following:

  • Good Faith Efforts Contractor shall, to the extent consistent with quality, price, risk and other lawful and relevant considerations, use its good faith efforts to achieve participation by minority, women, and disadvantaged business enterprise participation in Work and services contracted to Contractor under this Contract.

  • Good Faith Negotiations In case of any dispute arising out of this Agreement including any question regarding its interpretation, existence, validity or termination, each party will use its best efforts to resolve the dispute by good faith negotiation within a period of Thirty (30) Business Days following notification of the dispute.

  • Trustee’s Good Faith Action, Expert Advice, No Bond or Surety The exercise by the Trustees of their powers hereunder shall be binding upon everyone interested in or dealing with the Trust. A Trustee shall be liable to the Trust and to any Shareholder solely for his or her own willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of the office of Trustee, and shall not be liable for errors of judgment or mistakes of fact or law. The Trustees may take advice of counsel or other experts with respect to the meaning and operation of this Declaration of Trust, and shall be under no liability for any act or omission in accordance with such advice nor for failing to follow such advice. The Trustees shall not be required to give any bond as such, nor any surety if a bond is required.

Time is Money Join Law Insider Premium to draft better contracts faster.