Cooperation Clause Example with 59 Variations from Business Contracts
This page contains Cooperation clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Cooperation. Upon the receipt of reasonable notice from the Company (including outside counsel), the Executive agrees that while employed by the Company and thereafter, the Executive will respond and provide information with regard to matters in which the Executive has knowledge as a result of the Executive's employment with the Company, and will provide reasonable assistance to the Company, its affiliates and their respective representatives in defense of any claims that may be made against the Company or i...ts affiliates, and will assist the Company and its affiliates in the prosecution of any claims that may be made by the Company or its affiliates, to the extent that such claims may relate to the period of the Executive's employment with the Company (collectively, the "Claims"). The Executive agrees to promptly inform the Company if the Executive becomes aware of any lawsuits involving Claims that may be filed or threatened against the Company or its affiliates. The Executive also agrees to promptly inform the Company (to the extent that the Executive is legally permitted to do so) if the Executive is asked to assist in any investigation of the Company or its affiliates (or their actions) or another party attempts to obtain information or documents from the Executive (other than in connection with any litigation or other proceeding in which the Executive is a party-in-opposition) with respect to matters the Executive believes in good faith to relate to any investigation of the Company or its affiliates, in each case, regardless of whether a lawsuit or other proceeding has then been filed against the Company or its affiliates with respect to such investigation, and shall not do so unless legally required. During the pendency of any litigation or other proceeding involving Claims, the Executive shall not communicate with anyone (other than the Executive's attorneys and tax and/or financial advisors and except to the extent that the Executive determines in good faith is necessary in connection with the performance of the Executive's duties hereunder) with respect to the facts or subject matter of any pending or potential litigation or regulatory or administrative proceeding involving the Company or any of its affiliates without giving prior written notice to the Company or the Company's counsel. Upon presentation of appropriate documentation, the Company shall pay or reimburse the Executive for all reasonable out-of-pocket travel, duplicating or telephonic expenses incurred by the Executive in complying with this Section 3.View More
Variations of a "Cooperation" Clause from Business Contracts
Cooperation. Upon the receipt of reasonable notice from the Company (including outside counsel), the Executive Employee agrees that while employed by the Company and for one (1) year thereafter, the Executive Employee will respond and provide information with regard to matters in which the Executive Employee has knowledge as a result of the Executive's Employee's employment with the Company, and will provide reasonable assistance to the Company, its affiliates and their respective representatives in defense ...of any claims that may be made against the Company or its affiliates, and will assist the Company and its affiliates in the prosecution of any claims that may be made by the Company or its affiliates, to the extent that such claims may relate to the period of the Executive's Employee's employment with the Company (collectively, the "Claims"). The Executive Employee agrees to promptly inform the Company if the Executive Employee becomes aware of any lawsuits involving Claims that may be filed or threatened against the Company or its affiliates. The Executive Employee also agrees to promptly inform the Company (to the extent that the Executive Employee is legally permitted to do so) if the Executive Employee is asked to assist in any investigation of the Company or its affiliates (or their actions) or another party attempts to obtain information or documents from the Executive Employee (other than in connection with any litigation or other proceeding in which the Executive Employee is a party-in-opposition) A-11 *Portions of this exhibit have been excluded because it both (i) is not material and (ii) would be competitively harmful if publicly disclosed. with respect to matters the Executive Employee believes in good faith to relate to any investigation of the Company or its affiliates, in each case, regardless of whether a lawsuit or other proceeding has then been filed against the Company or its affiliates with respect to such investigation, and shall not do so unless legally required. During the pendency of any litigation or other proceeding involving Claims, the Executive Employee shall not communicate with anyone (other than the Executive's Employee's attorneys and tax and/or or financial advisors and except to the extent that the Executive Employee determines in good faith is necessary in connection with the performance of the Executive's Employee's duties hereunder) with respect to the facts or subject matter of any pending or potential litigation or regulatory or administrative proceeding involving the Company or any of its affiliates without giving prior written notice to the Company or the Company's counsel. Upon The Company shall provide Employee with reasonable compensation for time spent pursuant to this Section 11 and, upon presentation of appropriate documentation, the Company shall pay or reimburse the Executive Employee for all reasonable out-of-pocket travel, duplicating or telephonic expenses incurred by the Executive Employee in complying with this Section 3. 11. View More
Cooperation. Upon the receipt of reasonable notice from the Company (including outside counsel), the Executive agrees you agree that while employed by the Company and thereafter, the Executive you will respond and provide information with regard to matters in which the Executive has you have knowledge as a result of the Executive's your employment with the Company, and will provide reasonable assistance to the Company, its affiliates and their respective representatives in defense of any claims that may be m...ade 10 against the Company or its affiliates, and will assist the Company and its affiliates in the prosecution of any claims that may be made by the Company or its affiliates, to the extent that such claims may relate to the period of the Executive's your employment with the Company (collectively, the "Claims"). The Executive agrees You agree to promptly inform the Company if the Executive becomes you become aware of any lawsuits involving Claims that may be filed or threatened against the Company or its affiliates. The Executive You also agrees agree to promptly inform the Company (to the extent that the Executive is you are legally permitted to do so) if the Executive is you are asked to assist in any investigation of the Company or its affiliates (or their actions) or another party attempts to obtain information or documents from the Executive you (other than in connection with any litigation or other proceeding in which the Executive is you are a party-in-opposition) with respect to matters the Executive believes you believe in good faith to relate to any investigation of the Company or its affiliates, in each case, regardless of whether a lawsuit or other proceeding has then been filed against the Company or its affiliates with respect to such investigation, and shall not do so unless legally required. During the pendency of any litigation or other proceeding involving Claims, the Executive you shall not communicate with anyone (other than the Executive's your attorneys and tax and/or financial advisors and except to the extent that the Executive determines you determine in good faith is necessary in connection with the performance of the Executive's you duties hereunder) with respect to the facts or subject matter of any pending or potential litigation or regulatory or administrative proceeding involving the Company or any of its affiliates without giving prior written notice to the Company or the Company's counsel. Upon presentation of appropriate documentation, the Company shall pay or reimburse the Executive you for all reasonable out-of-pocket travel, duplicating or telephonic expenses incurred by the Executive you in complying with this Section 3. Agreement. View More
Cooperation. Upon the receipt of reasonable notice from the Company (including outside counsel), the Executive agrees you agree that while employed by the Company and thereafter, the Executive you will 9 respond and provide information with regard to matters in which the Executive has you have knowledge as a result of the Executive's your employment with the Company, and will provide reasonable assistance to the Company, its affiliates and their respective representatives in defense of any claims that may be... made against the Company or its affiliates, and will assist the Company and its affiliates in the prosecution of any claims that may be made by the Company or its affiliates, to the extent that such claims may relate to the period of the Executive's your employment with the Company (collectively, the "Claims"). The Executive agrees You agree to promptly inform the Company if the Executive becomes you become aware of any lawsuits involving Claims that may be filed or threatened against the Company or its affiliates. The Executive You also agrees agree to promptly inform the Company (to the extent that the Executive is you are legally permitted to do so) if the Executive is you are asked to assist in any investigation of the Company or its affiliates (or their actions) or another party attempts to obtain information or documents from the Executive you (other than in connection with any litigation or other proceeding in which the Executive is you are a party-in-opposition) with respect to matters the Executive believes you believe in good faith to relate to any investigation of the Company or its affiliates, in each case, regardless of whether a lawsuit or other proceeding has then been filed against the Company or its affiliates with respect to such investigation, and shall not do so unless legally required. During the pendency of any litigation or other proceeding involving Claims, the Executive you shall not communicate with anyone (other than the Executive's your attorneys and tax and/or financial advisors and except to the extent that the Executive determines you determine in good faith is necessary in connection with the performance of the Executive's you duties hereunder) with respect to the facts or subject matter of any pending or potential litigation or regulatory or administrative proceeding involving the Company or any of its affiliates without giving prior written notice to the Company or the Company's counsel. Upon presentation of appropriate documentation, the Company shall pay or reimburse the Executive you for all reasonable out-of-pocket travel, duplicating or telephonic expenses incurred by the Executive you in complying with this Section 3. Agreement. View More
Cooperation. Upon the receipt of reasonable notice from the Company (including outside counsel), the Executive agrees you agree that while employed by the Company and thereafter, the Executive you will respond and provide information with regard to matters in which the Executive has you have knowledge as a result of the Executive's your employment with the Company, and will provide reasonable assistance to the Company, its affiliates and their respective representatives in defense of any claims that may be m...ade against the Company or its affiliates, and will assist the Company and its affiliates in the prosecution of any claims that may be made by the Company or its affiliates, to the extent that such claims may relate to the period of the Executive's your employment with the Company (collectively, the "Claims"). The Executive agrees You agree to promptly inform the Company if the Executive becomes you become aware of any lawsuits involving Claims that may be filed or threatened against the Company or its affiliates. The Executive You also agrees agree to promptly inform the Company (to the extent that the Executive is you are legally permitted to do so) if the Executive is you are asked to assist in any investigation of the Company or its affiliates (or their actions) or another party attempts to obtain information or documents from the Executive you (other than in connection with any litigation or other proceeding in which the Executive is you are a party-in-opposition) with respect to matters the Executive believes you believe in good faith to relate to any investigation of the Company or its affiliates, in each case, regardless of whether a lawsuit or other proceeding has then been filed against the Company or its affiliates with respect to such investigation, and shall not do so unless legally required. During the pendency of any litigation or other proceeding involving Claims, the Executive you shall not communicate with anyone (other than the Executive's your attorneys and tax and/or financial advisors and except to the extent that the Executive determines you determine in good faith is necessary in connection with the performance of the Executive's you duties hereunder) with respect to the facts or subject matter of any pending or potential litigation or regulatory or administrative proceeding involving the Company or any of its affiliates without giving prior written notice to the Company or the Company's counsel. Upon presentation of appropriate documentation, the Company shall pay or reimburse the Executive you for all reasonable out-of-pocket travel, duplicating or telephonic expenses incurred by the Executive you in complying with this Section 3. Agreement. View More
Cooperation. Upon the receipt of reasonable notice from the Company (including through outside counsel), the Executive agrees that that, while employed by the Company and for a period of 12 months thereafter, the Executive will respond and provide information with regard to matters in which the Executive has knowledge as a result of the Executive's employment or service with the Company, and will will, subject to his reasonable availability in light of other business and personal matters, provide reasonable ...assistance to the Company, its affiliates other members of the Company Group and their respective representatives representatives, in defense of any claims that may be made against the Company or its affiliates, any other member of the Company Group, and will assist the Company and its affiliates other members of the Company Group in the prosecution of any claims that may be made by the Company or its affiliates, any other member of the Company Group, to the extent that such claims may relate to the period of are based on facts occurring during the Executive's employment with the Company (collectively, the "Claims"). The Executive agrees to promptly inform the Company if the Executive becomes aware of any lawsuits involving Claims that may be filed or threatened against the Company or its affiliates. The Executive also agrees to promptly inform the Company (to the extent that the Executive is legally permitted to do so) if the Executive is asked to assist in any investigation of the Company or its affiliates (or their actions) or another party attempts to obtain information or documents from the Executive (other than in connection with any litigation or other proceeding in which the Executive is a party-in-opposition) with respect to matters the Executive believes in good faith to relate to any investigation of the Company or its affiliates, in each case, regardless of whether a lawsuit or other proceeding has then been filed against the Company or its affiliates with respect to such investigation, and shall not do so unless legally required. During the pendency of any litigation or other proceeding involving Claims, the Executive shall not communicate with anyone (other than the Executive's attorneys and tax and/or financial advisors and except to the extent that the Executive determines in good faith is necessary in connection with the performance of the Executive's duties hereunder) with respect to the facts or subject matter of any pending or potential litigation or regulatory or administrative proceeding involving the Company or any other member of its affiliates the Company Group without giving prior written notice to the Company or the Company's counsel. Upon presentation of appropriate documentation, the Company shall pay or reimburse the Executive for all reasonable out-of-pocket expenses, including attorneys' fees, travel, duplicating or telephonic expenses incurred by the Executive in complying with this Section 3. 6. The Company shall cooperate with the Executive on the timing and location of the Executive's cooperation and use its good faith efforts to limit any travel or interference with the Executive's other professional commitments. View More
Cooperation. Upon the receipt of reasonable notice from the Company (including outside counsel), the Executive agrees that while employed by the Company and for one (1) year thereafter, the Executive will respond and provide information with regard to matters in which the Executive has knowledge as a result of the Executive's employment with the Company, and will provide reasonable assistance to the Company, Company Group and its affiliates and their respective representatives in defense of any claims that m...ay be made against any member of the Company or its affiliates, Group, and will assist provide reasonable assistance to the Company and its affiliates Group in the prosecution of any claims that may be made by any member of the Company or its affiliates, Group, to the extent that such claims may relate to the period of the Executive's employment with the Company (collectively, the "Claims"). The Company shall reimburse Executive for all reasonable, out-of-pocket expenses incurred by Executive in connection with any cooperation provided pursuant to this Section 10. The Executive agrees that while employed by the Company and thereafter to promptly inform the Company if the Executive becomes aware of any lawsuits involving Claims that may be filed or threatened against any member of the Company or its affiliates. Group. The Executive also agrees to promptly inform the Company (to the extent that the Executive is legally permitted to do so) if the Executive is asked to assist in any investigation of any member of the Company or Group (or its affiliates (or their actions) or another party attempts to obtain information or documents from the Executive (other than in connection with any litigation or other proceeding in which the Executive is a party-in-opposition) with respect to matters the Executive believes in good faith to relate to any investigation of any member of the Company or its affiliates, Group, in each case, regardless of whether a lawsuit or other proceeding has then been filed against the Company or its affiliates member with respect to such investigation, and shall not do so unless legally required. During the pendency of any litigation or other proceeding involving Claims, the Executive shall not communicate with anyone (other than the Executive's attorneys and tax and/or financial advisors and except to the extent that the Executive determines in good faith is necessary in connection with the performance of the Executive's duties hereunder) with respect to the facts or subject matter of any pending or potential litigation or regulatory or administrative proceeding involving any member of the Company or any of its affiliates Group without giving prior written notice to the Company or the Company's counsel. Upon presentation 11 11. WHISTLEBLOWER PROTECTION. Nothing in this Agreement prohibits the Executive from reporting possible violations of appropriate documentation, U.S. federal law or regulation to any governmental agency or entity, including the U.S. Department of Justice, the U.S. Securities and Exchange Commission, the U.S. Congress, and any Inspector General of any U.S. federal agency, or making other disclosures that are protected under the whistleblower provisions of U.S. federal, state, or local law or regulation, provided that the Executive shall use the Executive's reasonable efforts to (a) disclose only information that is reasonably related to such possible violations or that is requested by such agency or entity, and (b) request that such agency or entity treat such information as confidential. The Executive does not need prior authorization from the Company shall pay to make any such reports or reimburse disclosures and is not required to notify the Company that the Executive has made such reports or disclosures. This Agreement does not limit the Executive's right to receive an award for all reasonable out-of-pocket travel, duplicating or telephonic expenses incurred by information provided to the Executive in complying with this Section 3. U.S. Securities and Exchange Commission. View More
Cooperation. Upon the receipt of reasonable notice from the Company (including outside counsel), the Executive Employee agrees that while employed by the Company and thereafter, the Executive Employee will respond and provide information with regard to matters in which the Executive Employee has knowledge as a result of the Executive's Employee's employment with the Company, and will provide reasonable assistance to the Company, its affiliates and their respective representatives in defense of any claims tha...t may be made against the Company or its affiliates, and will assist the Company and its affiliates in the prosecution of any claims that may be made by the Company or its affiliates, to the extent that such claims may relate to the period of the Executive's Employee's employment with the Company (collectively, the "Claims"). The Executive Employee agrees to promptly inform the Company if the Executive Employee becomes aware of any lawsuits involving Claims that may be filed or threatened against the Company or its affiliates. The Executive Employee also agrees to promptly inform the Company (to the extent that the Executive Employee is legally permitted to do so) if the Executive Employee is asked to assist in any investigation of the Company or its affiliates (or their actions) or another party attempts to obtain information or documents from the Executive Employee (other than in connection with any litigation or other proceeding in which the Executive Employee is a party-in-opposition) with respect to matters the Executive Employee believes in good faith to relate to any investigation of the Company or its affiliates, in each case, regardless of whether a lawsuit or other proceeding has then been filed against the Company or its affiliates with respect to such investigation, and shall not do so unless legally required. During the pendency of any litigation or other proceeding involving Claims, the Executive Employee shall not communicate with anyone (other than the Executive's Employee's attorneys and tax and/or financial advisors and except to the extent that the Executive Employee determines in good faith is necessary in connection with the performance of the Executive's Employee's duties hereunder) with respect to the facts or subject matter of any pending or potential litigation or regulatory or administrative proceeding involving the Company or any of its affiliates without giving prior written notice to the Company or the Company's counsel. Upon presentation of appropriate documentation, the Company shall pay or reimburse the Executive Employee for all reasonable attorneys' 12 fees and out-of-pocket expenses, including travel, duplicating or telephonic expenses expenses, incurred by the Executive Employee in complying with this Section 3. 12. View More
Cooperation. Upon the receipt of reasonable notice from the Company (including outside counsel), the Executive Employee agrees that while employed by the Company and thereafter, the Executive Employee will respond and provide information with regard to matters in which the Executive Employee has knowledge as a result of the Executive's Employee's employment with the Company, and will provide reasonable assistance to the Company, its affiliates and their respective representatives in defense of any claims tha...t may be made against the Company or its affiliates, and will assist the Company and its affiliates in the prosecution of any claims that may be made by the Company or its affiliates, to the extent that such claims may relate to the period of the Executive's Employee's employment with the Company (collectively, the "Claims"). The Executive Employee agrees to promptly inform the Company if the Executive Employee becomes aware of any lawsuits involving Claims that may be filed or threatened against the Company or its affiliates. The Executive Employee also agrees to promptly inform the Company (to the extent that the Executive Employee is legally permitted to do so) if the Executive Employee is asked to assist in any investigation of the Company or its affiliates (or their actions) or another party attempts to obtain information or documents from the Executive Employee (other than in connection with any litigation or other proceeding in which the Executive Employee is a party-in-opposition) with respect to matters the Executive Employee believes in good faith to relate to any investigation of the Company or its affiliates, in each case, regardless of whether a lawsuit or other proceeding has then been filed against the Company or its affiliates with respect to such investigation, and shall not do so unless legally required. During the pendency of any litigation or other proceeding involving Claims, the Executive Employee shall not communicate with anyone (other than the Executive's Employee's attorneys and tax and/or financial advisors and except to the extent that the Executive Employee determines in good faith is necessary in connection with the performance of the Executive's Employee's duties hereunder) with respect to the facts or subject matter of any pending or potential litigation or regulatory or administrative proceeding involving the Company or any of its affiliates without giving prior written notice to the Company or the Company's counsel. Upon presentation of appropriate documentation, the Company shall pay or reimburse the Executive Employee for all reasonable out-of-pocket travel, duplicating or telephonic expenses incurred by the Executive Employee in complying with this Section 3. 10. View More
Cooperation. Upon the receipt of reasonable notice from the Company (including through outside counsel), the Executive agrees that that, while employed by the Company and for a period of 24 months thereafter, the Executive will respond and provide information with regard to matters in which the Executive has knowledge as a result of the Executive's employment or service with the Company, and will will, subject to his reasonable availability in light of other business and 12 personal matters, provide reasonab...le assistance to the Company, its affiliates other members of the Company Group and their respective representatives representatives, in defense of any claims that may be made against the Company or its affiliates, any other member of the Company Group, and will assist the Company and its affiliates other members of the Company Group in the prosecution of any claims that may be made by the Company or its affiliates, any other member of the Company Group, to the extent that such claims may relate to the period of are based on facts occurring during the Executive's employment with the Company (collectively, the "Claims"). The Executive agrees to promptly inform the Company if the Executive becomes aware of any lawsuits involving Claims that may be filed or threatened against the Company or its affiliates. The Executive also agrees to promptly inform the Company (to the extent that the Executive is legally permitted to do so) if the Executive is asked to assist in any investigation of the Company or its affiliates (or their actions) or another party attempts to obtain information or documents from the Executive (other than in connection with any litigation or other proceeding in which the Executive is a party-in-opposition) with respect to matters the Executive believes in good faith to relate to any investigation of the Company or its affiliates, in each case, regardless of whether a lawsuit or other proceeding has then been filed against the Company or its affiliates with respect to such investigation, and shall not do so unless legally required. During the pendency of any litigation or other proceeding involving Claims, the Executive shall not communicate with anyone (other than the Executive's attorneys and tax and/or financial advisors and except to the extent that the Executive determines in good faith is necessary in connection with the performance of the Executive's duties hereunder) with respect to the facts or subject matter of any pending or potential litigation or regulatory or administrative proceeding involving the Company or any other member of its affiliates the Company Group without giving prior written notice to the Company or the Company's counsel. Upon presentation of appropriate documentation, the Company shall pay or reimburse the Executive for all reasonable out-of-pocket travel, duplicating or telephonic expenses incurred by the Executive in complying with this Section 3. 6. The Company shall cooperate with the Executive on the timing and location of the Executive's cooperation and use its good faith efforts to limit any travel or interference with the Executive's other professional commitments. In addition, following the Executive's termination of employment, to the extent the Executive is not receiving any severance payments, the Executive shall be compensated for the time spent for such cooperation at an hourly rate based on no less than the Executive's Base Salary at the rate in effect as of the Termination Date. View More
Cooperation. Upon the receipt of reasonable notice from the Company (including through outside counsel), the Executive agrees that that, while employed by the Company and thereafter, the Executive will respond and provide information with regard to matters in which the Executive has knowledge as a result of the Executive's employment with the Company, and will provide reasonable assistance to the Company, its affiliates other members of the Company Group and their respective representatives representatives, ...in defense of any claims that may be made against the Company or its affiliates, any other member of the Company Group, and will reasonably assist the Company and its affiliates other members of the Company Group in the prosecution of any claims that may be made by the Company or its affiliates, any other member of the Company Group, to the extent that such claims may relate to the period of are based on facts occurring during the Executive's employment with the Company (collectively, the "Claims"). The Executive agrees to promptly inform the Company if the Executive becomes aware of any lawsuits involving Claims that may be filed or threatened against the Company or its affiliates. The Executive also agrees to promptly inform the Company (to the extent that the Executive is legally permitted to do so) if the Executive is asked to assist in any investigation of the Company or its affiliates (or their actions) or another party attempts to obtain information or documents from the Executive (other than in connection with any litigation or other proceeding in which the Executive is a party-in-opposition) with respect to matters the Executive believes in good faith to relate to any investigation of the Company or its affiliates, in each case, regardless of whether a lawsuit or other proceeding has then been filed against the Company or its affiliates with respect to such investigation, and shall not do so unless legally required. During the pendency of any litigation or other proceeding involving Claims, the Executive shall not communicate with anyone (other than the Executive's attorneys and tax and/or financial advisors and except to the extent that the Executive determines in good faith is necessary in connection with the performance of the Executive's duties hereunder) with respect to the facts or subject matter of any pending or potential litigation or regulatory or administrative proceeding involving the Company or any other member of its affiliates the Company Group without giving prior written notice to the Company or the Company's counsel. Upon presentation of appropriate documentation, the Company shall pay or reimburse the Executive for all reasonable out-of-pocket travel, duplicating duplicating, or telephonic expenses incurred by the Executive in complying with this Section 3. 6. The Company shall cooperate with the Executive on the timing and location of the Executive's cooperation and use its good faith efforts to limit any travel or interference with the Executive's other professional commitments. View More
