Common use of Investigation and Litigation Cooperation Clause in Contracts

Investigation and Litigation Cooperation. The Buyer and the Seller agree to reasonably cooperate with each other in connection with any investigation by any Governmental Authority, litigation or regulatory or other proceeding which may continue or arise following the Closing Date and which relates to the operation of the Seller or the Business prior to the Closing Date. In the event and for as long as the Buyer or Seller actively is prosecuting, contesting or defending any action, suit, grievance, proceeding, hearing, investigation, charge, complaint, claim or demand with respect to any Third Party in connection with or related to the Business, the Acquired Assets, the Excluded Assets, the Assumed Liabilities or the Excluded Liabilities, the Transferred Employees, or the non-Transferred Employees, the other Party will reasonably cooperate with such contest or defense and make reasonably available its personnel, records and information applicable to such matter as may be necessary in connection with prudent handling of such prosecution, contest, or defense, at the prosecuting, contesting, or the defending Party’s expense (unless otherwise entitled to indemnification therefore pursuant to this Agreement).

Appears in 2 contracts

Samples: Asset Purchase Agreement (Edgewater Technology Inc/De/), Asset Purchase Agreement (Edgewater Technology Inc/De/)

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Investigation and Litigation Cooperation. The Buyer and the Seller agree to reasonably cooperate with each other in connection with any investigation by any Governmental Authority, litigation or regulatory or other proceeding which may continue or arise following the Closing Date and which relates to the operation of the Seller or the Business prior to the Closing Date. In the event and for as long as the Buyer or Seller any Party actively is prosecuting, contesting or defending any action, suit, grievance, proceeding, hearing, investigation, charge, complaint, claim or demand with respect to any Third Party third party in connection with or related to the Business, the Acquired Assets, the Excluded Assets, the Assumed Liabilities or the Excluded Liabilities, the Transferred Employees, or the non-Transferred Employees, the other Party will reasonably cooperate with such contest or defense and make reasonably available its personnel, records and information applicable to such matter as may be necessary in connection with prudent handling of such prosecution, contest, or defense, at the prosecuting, contesting, or the defending Party’s expense (unless otherwise entitled to indemnification therefore pursuant to this Agreement).

Appears in 2 contracts

Samples: Asset Purchase Agreement (Edgewater Technology Inc/De/), Asset Purchase Agreement (Edgewater Technology Inc/De/)

Investigation and Litigation Cooperation. The Buyer and the Seller agree to reasonably cooperate with each other in connection with any investigation by any Governmental Authority, litigation or regulatory or other proceeding which may continue or arise following the Closing Date and which relates to the operation of the Seller Company or the Business prior to the Closing Date. In the event and for as long as the Buyer or Seller actively is prosecuting, contesting or defending any action, suit, grievance, proceeding, hearing, investigation, charge, complaint, claim or demand with respect to any Third Party in connection with or related to the Business, the Acquired Assets, the Excluded Assets, the Assumed Liabilities or the Excluded Liabilities, the Transferred Employees, or the non-Transferred Employees, the other Party will reasonably cooperate with such contest or defense and make reasonably available its personnel, records and information applicable to such matter as may be necessary in connection with prudent handling of such prosecution, contest, or defense, at the prosecuting, contesting, or the defending Party’s expense (unless otherwise entitled to indemnification therefore pursuant to this Agreement).

Appears in 1 contract

Samples: Asset Purchase Agreement (Edgewater Technology Inc/De/)

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Investigation and Litigation Cooperation. The Buyer and the Seller agree to reasonably cooperate with each other in connection with any investigation by any Governmental Authority, litigation or regulatory or other proceeding which may continue or arise following the Closing Date and which relates to the operation of the Seller or the Business prior to the Closing Date. In the event and for as long as the Buyer or Seller any Party actively is prosecuting, contesting or defending any action, suit, grievance, proceeding, hearing, investigation, charge, complaint, claim or demand with respect to any Third Party in connection with or related to the Business, the Acquired Assets, the Excluded Assets, the Assumed Liabilities or the Excluded Liabilities, the Transferred Employees, or the non-Transferred Employees, the other Party will reasonably cooperate with such contest or defense and make reasonably available its personnel, records and information applicable to such matter as may be necessary in connection with prudent handling of such prosecution, contest, or defense, at the prosecuting, contesting, or the defending Party’s expense (unless otherwise entitled to indemnification therefore pursuant to this Agreement).

Appears in 1 contract

Samples: Asset Purchase Agreement (Edgewater Technology Inc/De/)

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