Common use of Financing Cooperation Clause in Contracts

Financing Cooperation. (a) Prior to the Effective Time, the Company shall, and shall cause the Company Subsidiaries to, and shall use its reasonable best efforts to cause its and their Representatives to, provide all customary cooperation and all customary financial information, in each case, that is reasonably requested by Parent or Merger Sub in connection with the Financing, including:

Financing Cooperation. (a) Prior to the Effective Time, the The Company shall, and shall cause the Company each of its Subsidiaries to, and shall use its reasonable best efforts to cause its and their Representatives to, provide to Parent all customary cooperation and all customary financial information, in each case, that is necessary, customary or advisable and reasonably requested by Parent to assist Parent in arranging, obtaining and syndicating any debt or Merger Sub equity financing, including the Debt Financing, in connection with the transactions contemplated by this Agreement (the “Financing”). Such cooperation shall include, includingwithout limitation:

Financing Cooperation. (a) Prior to the Effective Time, the Company shall, and shall cause the Company its Subsidiaries to, and shall use its reasonable best efforts to cause its and their Representatives to, provide Parent with all customary cooperation and all customary financial information, in each case, that is reasonably requested by Parent to assist it in causing the conditions in the Debt Commitment Letters to be satisfied or Merger Sub as is otherwise reasonably requested by Parent in connection with the Debt Financing, including:;

Financing Cooperation. (a) Prior to the Effective TimeMerger Closing, the Company shall, and shall cause the Company its Subsidiaries to, and shall use its reasonable best efforts to cause its and their Representatives representatives to, provide all customary to Parent such cooperation and all customary financial information, in each case, that is reasonably requested by Parent or Merger Sub that is reasonably customary to assist Parent and is reasonably customary in causing the conditions in the Debt Financing Commitment to be satisfied and such cooperation as is otherwise reasonably requested by Parent in connection with the FinancingDebt Payoff and obtaining the Debt Financing in accordance with the terms and conditions of the Debt Financing Commitments, includingincluding cooperation that consists of:

Financing Cooperation. (a) Prior to the Effective Time, the The Company shallshall provide, and shall cause the Company its Subsidiaries toto provide, and shall use its commercially reasonable best efforts to cause its and their Representatives torespective directors, officers, employees, financial advisors, attorneys, accountants, consultants, agents and other authorized representatives to provide Parent all customary cooperation and all customary financial information, in each case, that is reasonably requested by Parent or Merger Sub in connection with the Financing, including:any equity and/or debt financing or other capital raising transaction by Parent.

Financing Cooperation. (a) Prior to the Effective Time, the Company shall, and shall cause the Company Subsidiaries to, and shall use its reasonable best efforts and shall cause each of its Subsidiaries to cause use its and their Representatives reasonable best efforts to, provide to Parent all customary cooperation and all customary financial information, in each case, that is reasonably requested by Parent to assist Parent in causing the conditions in the Debt Commitment Letters to be satisfied or Merger Sub as is otherwise necessary or reasonably requested by Parent in connection with the Debt Financing, includingincluding cooperation that consists of:

Financing Cooperation. (a) Prior Subject to the Effective TimeSection 6.12(b), the Company shall, and shall cause the Company each of its Subsidiaries and controlled Representatives to, and shall use its reasonable best efforts to cause its and their Representatives to, provide all customary reasonable cooperation and all customary financial information, in each case, that is reasonably requested by necessary and customary to assist Parent or and Merger Sub in connection with the FinancingFinancing as may be reasonably requested by Parent, includingat Parent’s sole expense; provided, that such requested cooperation does not unreasonably interfere with the ongoing operations of the Company and its Subsidiaries. Such cooperation shall include, at the reasonable request of Parent:

Financing Cooperation. (a) Prior to the Effective Time, the The Company shall, and shall cause the Company its Subsidiaries to, to and shall use its commercially reasonable best efforts to cause its and their respective Representatives to, provide all customary cooperation and all customary financial informationon a timely basis, in each case, that is reasonably requested by upon the reasonable request of Parent or Merger Sub any of its Affiliates, provide cooperation in connection with any debt, equity, equity-linked or other financing of Parent or any of its Affiliates in connection with the Merger (the “Financing”) and the other transactions contemplated hereby, includingincluding the following:

Financing Cooperation. (a) Prior Subject to Section 6.14(b), prior to the Effective Time, the Company shall, and shall cause each of the Company Subsidiaries to, and shall use its reasonable best efforts to cause its and their Representatives to, provide all to Parent such customary and necessary cooperation and all customary financial information, in each case, that is as may be reasonably requested by Parent or Merger Sub to assist Parent in connection with obtaining the Financing, includingwhich cooperation shall include:

Financing Cooperation. (a) Prior to the Effective Time, the Company shall, and shall cause the Company each of its Subsidiaries to, and shall use its reasonable best efforts to cause its and their respective Representatives to, furnish Parent and its sources of debt financing (the “Financing Sources”) with all information reasonably necessary for Parent to obtain debt financing on customary terms, and otherwise provide to Parent all customary cooperation and all customary financial information, in each case, that is reasonably requested by Parent or Merger Sub in connection with the Financingobtaining debt financing, includingincluding by using reasonable best efforts to:

Financing Cooperation. (a) Prior to the Effective Time, each of the Company and Parent shall, and shall cause the Company its Subsidiaries to, and shall use its reasonable best efforts to cause its and their Representatives to, on a timely basis, upon the reasonable request of the other party, provide all customary reasonable cooperation and all customary financial information, in each case, that is reasonably requested by Parent or Merger Sub customary in connection with the arrangement, marketing, syndication and consummation of the Financing or any other financing that Parent or any of its Subsidiaries or the Company or any of its Subsidiaries may pursue to the extent permitted by this Agreement (the Financing or any such financing, a “Permitted Financing”), includingincluding the following:

Financing Cooperation. (a) Prior to the Effective TimeClosing, the Company shall, and shall cause the Company each of its Subsidiaries to, and shall use its reasonable best efforts to cause the Representatives of Company and each of its and their Representatives Subsidiaries to, provide to Parent all customary cooperation and all customary financial information, in each case, that is reasonably requested by Parent or Merger Sub customary in connection with the arrangement of debt financing reasonably proposed by Parent (the “Proposed Debt Financing”) as may be reasonably requested by Parent, includingincluding cooperation that consists of:

Financing Cooperation. (a) Prior to the Effective Time, the Company shall, Parent shall and shall cause the Company Subsidiaries to, its Affiliates and shall its and their Representatives to use its their respective reasonable best efforts to cause its and their Representatives to, provide all customary cooperation and all customary financial information, in each case, that is reasonably requested by arrange debt financing of Parent or Merger Sub any of its Affiliates necessary to be obtained in connection with the transactions contemplated hereby (the “Financing, including:”).

Financing Cooperation. (a) Prior to the Effective Time, the Company shall, and shall cause the Company each of its Subsidiaries and each of its and their respective officers and employees to, and shall use its reasonable best efforts to cause the non-employee Representatives of the Company and each of its and their Representatives Subsidiaries to, provide all customary to Parent such cooperation and all customary financial information, in each case, that is reasonably requested by Parent to cause the conditions and covenants in the Debt Financing Letters to be satisfied or Merger Sub otherwise that is necessary, proper, advisable or desirable, or reasonably requested by Parent, in connection with the Debt Financing, includingincluding cooperation that consists of:

Financing Cooperation. (a) Prior to the Effective Time, the Company shall, and shall cause the Company each of its Subsidiaries to, and shall use its reasonable best efforts to cause its Representatives and their Representatives each of its Subsidiaries to, provide all customary cooperation and all customary financial informationto Parent such reasonable cooperation, in each caseat Parent’s sole expense, that is as may be reasonably requested by Parent or Merger Sub to assist Parent in causing the conditions in the Financing Agreements to be satisfied and such cooperation as is otherwise necessary and reasonably requested by Parent in connection with the FinancingFinancing and the Debt Payoff, includingwhich cooperation includes:

Financing Cooperation. (a) Prior to the Effective Time, the Company shall, and shall cause the Company each of its Subsidiaries to, and shall use its reasonable best efforts to cause the officers, employees, representatives and advisors of the Company and each of its and their Representatives Subsidiaries to, provide all customary to Parent the following cooperation and all customary financial information, in each case, that such cooperation as is reasonably requested by Parent or Merger Sub in connection with the Financing, includingDebt Financing and the Debt Payoff to assist Parent in causing the conditions in the Debt Financing Letters to be satisfied:

Financing Cooperation. (a) Prior to the Effective Time, the Company shall, Parent shall and shall cause the Company Subsidiaries to, its Affiliates and shall its and their Representatives to use its their respective reasonable best efforts to cause its and their Representatives to, provide all customary cooperation and all customary financial information, in each case, that is reasonably requested by arrange debt financing of Parent or Merger Sub any of its Affiliates necessary to be obtained in connection with the transactions contemplated hereby (the "Financing, including:").

Financing Cooperation. (a) Prior to the Effective Time, the Company shall, and shall cause the Company its Subsidiaries to, and shall use its reasonable best efforts to cause its and their respective Representatives to, provide all customary such reasonable cooperation and all customary financial information, in each case, that is reasonably requested connection with any financing by Parent or Merger Sub any of its Subsidiaries in connection with the Financingtransactions contemplated hereby as may be reasonably requested by Parent, including:Merger Sub or their Representatives.