Common use of Production of Witnesses and Individuals Clause in Contracts

Production of Witnesses and Individuals. From and after the Closing Date, Seller and Buyer shall, and shall cause their respective Affiliates to, use commercially reasonable efforts to make available to each other, upon written request, their respective directors, officers and employees for fact finding, consultation and interviews and as witnesses to the extent that any such Person may reasonably be required in connection with any legal proceeding in which the requesting party may from time to time be involved relating to the business of the Acquired Companies. Seller, on the one hand, and Buyer, on the other hand, agree to reimburse each other for reasonable out-of-pocket expenses (other than officers’ or employees’ salaries) incurred by the other in connection with providing individuals and witnesses pursuant to this Section 5.21. Notwithstanding the foregoing, the provisions of this Section 5.21 shall not apply to legal proceedings brought between Seller and its Affiliates, on the one hand, and Buyer and its Affiliates, on the other hand.

Appears in 2 contracts

Samples: Stock Purchase Agreement, Stock Purchase Agreement (API Technologies Corp.)

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Production of Witnesses and Individuals. From and after the Closing Date, the Seller and Buyer shallthe Purchaser shall use, and shall cause their respective Affiliates toto use, use commercially reasonable best efforts to make available to each other, upon written request, their respective directors, officers and employees for fact finding, consultation and interviews and as witnesses to the extent that any such Person may reasonably be required in connection with any legal proceeding in which the requesting party may from time to time be involved relating to the business of the Acquired CompaniesCompany Business. The Seller, on the one hand, and Buyerthe Purchaser, on the other hand, agree to reimburse each other for reasonable out-of-pocket expenses (other than officers’ or employees’ salaries) incurred by the other in connection with providing individuals and witnesses pursuant to this Section 5.217.3. Notwithstanding the foregoing, the provisions of this Section 5.21 7.3 shall not apply to legal proceedings brought between the Seller and its Affiliates, on the one hand, and Buyer the Purchaser and its Affiliates, on the other hand.

Appears in 2 contracts

Samples: Stock Purchase Agreement (API Technologies Corp.), Stock Purchase Agreement (Measurement Specialties Inc)

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Production of Witnesses and Individuals. From and after the Closing Date, the Seller and Buyer shallthe Purchasing Parties shall use, and shall cause their respective Affiliates toto use, use commercially reasonable efforts to make available to each other, upon written request, their respective directors, officers and employees its Representatives for fact finding, consultation and interviews and as witnesses to the extent that any such Person may reasonably be required in connection with any legal proceeding Legal Proceeding in which the requesting party may from time to time be involved relating to the business of the Acquired CompaniesBusiness. The Seller, on the one hand, and Buyerthe Purchasing Parties, on the other hand, agree to reimburse each other for reasonable out-of-pocket expenses (other than officers' or employees' salaries) incurred by the other in connection with providing individuals and witnesses pursuant to this Section 5.217.26. Notwithstanding the foregoing, the provisions of this Section 5.21 7.26 shall not apply to legal proceedings Legal Proceedings brought between the Seller and its Affiliates, on the one hand, and Buyer the Purchasing Parties and its their Affiliates, on the other hand.

Appears in 1 contract

Samples: Asset Purchase Agreement (Enzon Pharmaceuticals Inc)

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