Common use of Cooperation in Third-Party Litigation Clause in Contracts

Cooperation in Third-Party Litigation. (a) After the Closing, Seller and Stockholders shall provide such cooperation as Parent and Purchaser or their counsel may reasonably request in connection with: (i) any proceedings related to the Business; (ii) Seller's conduct of the Business prior to the Closing which are hereafter pending or threatened and to which Purchaser is a party; or (iii) any proceedings for which Parent and Purchaser is entitled to indemnification from Seller (or the Stockholders) under Section 12.01. Such cooperation shall include, but not be limited to, making employees of Seller or Stockholders available upon the reasonable request and at the expense of Purchaser or its counsel to consult with and assist Parent and Purchaser and their counsel in connection with any such proceedings and to prepare for and testify in any such proceedings, including depositions, trials and arbitration proceedings.

Appears in 3 contracts

Samples: Asset Purchase Agreement (SFBC International Inc), Asset Purchase Agreement (SFBC International Inc), Asset Purchase Agreement (SFBC International Inc)

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Cooperation in Third-Party Litigation. (a) After the Closing, Seller and Stockholders Parent shall provide such cooperation as Parent and Purchaser Buyer or their its counsel may reasonably request in connection with: with (i) any proceedings related to the BusinessBusiness other than the Excluded Assets or the Excluded Obligations; (ii) Seller's conduct of the Business prior to the Closing which are hereafter pending or threatened and to which Purchaser Buyer is a party; or , (iii) any proceedings for which Parent and Purchaser Seller is entitled to indemnification from Seller (or the Stockholders) Buyer under Section 12.018.3. Such cooperation shall include, but not be limited to, making employees of Seller or Stockholders and Parent available upon the reasonable request and at the expense of Purchaser Buyer or its counsel to consult with and assist Parent Buyer and Purchaser and their its counsel in connection with any such proceedings and to prepare for and testify in any such proceedings, including depositions, trials and arbitration proceedings.

Appears in 1 contract

Samples: Asset Purchase Agreement (Top Source Technologies Inc)

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