Cooperation with Purchaser. Each of the Seller and the Company shall cooperate with Purchaser as shall be necessary for Purchaser to consummate this transaction and to obtain financing therefor, including giving access to the Company's properties and business records as shall be necessary for Purchaser to, among other things, obtain surveys of the real property, a title commitment with respect to the real property and/or environmental assessments.
Cooperation with Purchaser. Seller shall cooperate and do all acts as may be reasonably required or requested by Purchaser with regard to the fulfillment of any Condition Precedent including execution of any documents, applications or permits reasonably requested by Purchaser and, to the extent requested by Purchaser, agrees to cooperate with Purchaser's efforts to obtain subordination, non- disturbance and attornment agreements from the Tenants. Seller hereby authorizes Purchaser and its agents to make all inquiries with and applications to any third party, including any governmental authority, as Purchaser may reasonably require to complete its due diligence.
Cooperation with Purchaser. The Seller shall, under direction by the Purchaser, cooperate with the Purchaser in contacting customers, suppliers and all other parties with which the Seller has heretofore conducted any business, for purposes of notifying all such parties of the transactions contemplated by this Agreement and concluding arrangements for the continuation of such business relationships for the benefit of the Purchaser following the Closing.
Cooperation with Purchaser. Commencing on the date of execution of this Agreement and continuing through the Closing, Selling Parties shall grant Purchaser complete and unrestricted access to the Poway Facility, Seller's Books and Records, and Seller's employees, including without limitation those employees of Seller who fall within the definition of "Seller's Responsible Employees." In the course of meeting with Seller's employees, Purchaser shall have the right to interview and identify employees whom Purchaser would be interested in hiring to work for Purchaser after the Closing, either on a temporary or permanent basis. Purchaser agrees to exercise its rights hereunder in a reasonable manner so as to minimize disruption of Seller's ongoing business operations. Selling Parties shall use commercially reasonable efforts to obtain requisite waivers and consents of private parties and governmental agencies to the assignment of Customer Contracts and/or Governmental Airworthiness Approvals from Seller to Purchaser.
Cooperation with Purchaser. Seller shall confer, coordinate and cooperate with Purchaser in every reasonable respect in connection with the satisfaction of the contingencies and approvals specified herein, including, without limitation, Purchaser’s efforts to obtain the Project Approvals, and Seller shall promptly execute all reasonably necessary documents in connection therewith upon request by Purchaser.
Cooperation with Purchaser. The Company shall cooperate with the Purchaser in effecting the transactions contemplated by this Agreement, including without limitation the exercise by the Purchaser of its purchase rights under the Securities Purchase Agreements and the exercise of the Call Rights at the direction of the Purchaser. The Company shall make all required filings with Governmental Entities in connection with such transactions. Without limiting the foregoing, the Company shall from time to time make such filings as the Purchaser may request under the Hart-Xxxxx-Xxxxxx Xxxitrust Improvements Act of 1976, as amended. The Company shall not take any action having the intent or effect of impeding the consummation of the transactions contemplated by this Agreement, including without limitation the exercise by the Purchaser of the purchase rights under the Securities Purchase Agreements or the exercise by the Company of the Call Rights at the direction of the Purchaser.
Cooperation with Purchaser. Seller shall permit Purchaser and its agents to enter onto the Property for the purpose of making inspections of the Property, including, without limitation, such inspections as Purchaser shall deem desirable in order to ascertain the truth and accuracy of any representations contained herein.
Cooperation with Purchaser. Seller shall permit Purchaser and its agents, during normal business hours (or such other times as Purchaser may reasonably request), to enter onto the Property for the purpose of making inspections of the Property, including, without limitation, such inspections as Purchaser shall deem desirable in order to ascertain the truth and accuracy of any representations contained herein and shall grant Purchaser and its agents access to any records, books and agreements concerning the Property within Seller’s possession or control and maintain such records, books and accounts in Seller’s ordinary manner consistent with past practice.
Cooperation with Purchaser. Seller agrees to cooperate with Purchaser insofar as reasonably requested by Purchaser and to furnish such information in Seller's possession concerning the business, operations and financial condition of each of the Companies to any lender or proposed lender to Purchaser in order that Purchaser may obtain financing for the purchase of the Shares, provided that any such information or documents furnished to a lender or prospective lender shall be furnished under the terms of a confidentiality agreement reasonably acceptable to Seller and each of the Companies.
Cooperation with Purchaser. To the extent any approvals, consents or waivers must be obtained or any filing must be made by the Purchaser after the Closing, including the filing of a Form BE-13 with the US Department of Commerce, the Seller shall use its reasonable best efforts to cooperate with the Purchaser and the Company to obtain such approvals, consents or waivers and to make such filings. Seller and Purchaser also shall cooperate in good faith and take all action required to complete the transfer of the Company's Brazilian operations to Purchaser in accordance with Section 5.3 (to the extent such transfer has not been complete on or prior to the Closing Date).
