Cooperation Contract Clauses (4,407)

Cooperation. The Following the Separation Date, Executive shall provide the Executive's reasonable cooperation in connection with any action or proceeding (or any appeal from any action or proceeding) which relates to events occurring during the Executive's Executive' s employment hereunder. This provision shall survive any termination of this Agreement. The Company shall reimburse the Executive for any reasonable out-of-pocket expenses incurred in connection with the Executive's Executive' s performance of... obligations under this Section 15 section at the request of the Company. If the Executive is entitled to be paid or reimbursed for any expenses under this Section 15, section, then the amount reimbursable in any one calendar year shall not affect the amount reimbursable in any other calendar year, and the reimbursement of an eligible expense must be made no later than December 31 of the year after the year in which the expense was incurred. The Executive's obligations under this Section 15, and the Executive's rights to payment or reimbursement of expenses pursuant to this Section 15, shall expire at the end of ten (10) years after the Date of Termination and such rights shall not be subject to liquidation or exchange for another benefit. View More

Cooperation. The Executive shall provide the Executive's reasonable cooperation in connection with any action or proceeding (or any appeal from any action or proceeding) which relates to events occurring during the Executive's employment hereunder. This provision hereunder, but only to the extent the Company requests such cooperation with reasonable advance notice to Executive and in respect of such periods of time as shall survive not unreasonably interfere with Executive's ability to perform her duties... with any termination of this Agreement. The subsequent employer; provided, however, that the Company shall reimburse the Executive for pay any reasonable out-of-pocket travel, lodging and related expenses incurred that Executive may incur in connection with providing such cooperation, to the Executive's performance of obligations under this Section 15 at extent approved by the request of the Company. If the Company prior to incurring such expenses. Executive is entitled to be paid or reimbursed for any expenses under this Section 15, section, the amount reimbursable in any one calendar year shall not affect the amount reimbursable in any other calendar year, and the reimbursement of an eligible expense must be made no later than December 31 of the year after the year in which the expense was incurred. The Executive's obligations under this Section 15, and the Executive's rights to payment or reimbursement of expenses pursuant to this Section 15, section shall expire at the end of ten (10) 20 years after the Date date of Termination this Employment Agreement and such rights shall not be subject to liquidation or exchange for another benefit. View More

Cooperation. The Both during and after her employment, Executive shall provide the Executive's reasonable cooperation in connection with any action or proceeding (or any appeal from any action or proceeding) which relates to events occurring during the Executive's employment hereunder. This provision shall survive any termination of this Agreement. The Company shall reimburse the Executive for any reasonable out-of-pocket expenses incurred in connection with the Executive's performance of obligations under... this Section 15 16 at the request of the Company. If the Executive is entitled to be paid or reimbursed for any expenses under this Section 15, 16, the amount reimbursable in any one calendar year shall not affect the amount reimbursable in any other calendar year, and the reimbursement of an eligible expense must be made no later than December 31 of the year after the year in which the expense was incurred. The Executive's obligations under this Section 15, and the Executive's rights to payment or reimbursement of expenses pursuant to this Section 15, shall expire at the end of ten (10) years after the Date of Termination and such rights shall not be subject to liquidation or exchange for another benefit. View More

Cooperation. The Parties agree to cooperate fully and execute any and all supplementary documents and to take all additional actions which may be reasonably necessary or and appropriate to give full force and effect to the terms and intent of this Agreement.

Cooperation. The Parties All parties agree to cooperate fully and to execute any and all supplementary documents and to take all additional actions which that may be reasonably necessary or appropriate to give full force and effect to the terms and intent of this Agreement. Agreement which are not inconsistent with its terms.

Cooperation. The Parties All parties agree to cooperate fully and to execute any and all supplementary documents and to take all additional actions which that may be reasonably necessary or appropriate to give full force and effect to the terms and intent of this Agreement. Release and which are not inconsistent with its terms.

Cooperation. By signing this Agreement, Executive Amendment, Associate promises and agrees, at all times during the Transition Period transition period and after the Termination Date, to cooperate fully with the Company and its officers, directors, employees, agents and legal counsel in connection with any claim, complaint, charge, suit or action previously or hereafter asserted or filed by or against the Company or any of the Company Parties which relates to, arises out of or is connected directly or... indirectly with (i) Executive's Associate's employment with the Company, (ii) any other relationship or dealings between Executive Associate and the Company or any of the Company Parties, or (iii) any other matter relating to the Company or any of the Company Parties. Executive's Associate's cooperation with the Company shall continue throughout the pendency of any such claim, complaint, charge, suit or action. Further, Executive Associate promises and agrees that, in the event he is subject to a valid and enforceable subpoena or court order which compels his testimony at a trial, hearing or deposition concerning his relationship with the Company or any other matter relating to the Company or any of the Company Parties, he will provide reasonable and prompt notice to the Company of this fact and cooperate fully with the Company prior to and during his testimony, to the maximum extent possible, consistent with his obligation to provide truthful testimony. Executive Associate further agrees that, in the event he is named as a defendant in a legal proceeding resulting from, arising out of, or connected directly or indirectly with Executive's Associate's employment with the Company, or any act, omission or conduct occurring during Executive's Associate's employment with the Company, he will provide reasonable and prompt notice of this fact to the Company. The Company agrees to reimburse Executive Associate for reasonable out-of-pocket expenses as reasonably required for such cooperation and consultation. Notwithstanding the foregoing, nothing in this Agreement Amendment prohibits Executive Associate from reporting possible violations of federal law or regulation to any governmental agency or entity, including but not limited to the Department of Justice, the Securities and Exchange Commission, the Congress, and any agency Inspector General, or making other disclosures that are protected under the whistleblower provisions of federal law or regulation. Executive Associate does not need the prior authorization of the Company to make any such reports or disclosures, and Executive Associate is not required to notify the Company that he has made such reports or disclosures. The Company agrees that it will take no adverse action against Executive Associate for truthful statements and testimony and that it will not seek to obtain any testimony or evidence that is not truthful and that it will not improperly seek to influence or modify any testimony of Executive. Associate. 3 6. Return of Property. On or before the Termination Date, Associate shall return all property of the Company in his possession, including, without limitation, any Company credit cards, Company-owned equipment, and all originals and any copies of all disks, tapes, files, correspondence, data, notes and other documents pertaining to the Company's proprietary products, customers and business and Confidential Business Information as defined in the Employment Agreement. Such property shall be in the same condition as when provided to Associate, reasonable wear and tear excepted. View More

Cooperation. By signing this Agreement, Executive Employee promises and agrees, at all times during and for eighteen (18) months following the Transition Period and after Separation Date, to the Termination Date, extent reasonably requested by the Company, to cooperate fully with the Company and its officers, directors, employees, agents and legal counsel in connection with any claim, complaint, charge, suit or action previously or hereafter asserted or filed by or against the Company or any of the Company... Parties which relates to, arises out of or is connected directly or indirectly with (i) Executive's Employee's employment with the Company, (ii) any other relationship or dealings between Executive Employee and the Company or any of the Company Parties, or (iii) any other matter relating to the Company or any of the Company Parties. Executive's Employee's cooperation with the Company shall continue throughout the pendency of any such claim, complaint, charge, suit or action. action; provided that the Company shall make reasonable efforts to minimize disruption of the Employee's other activities. Further, Executive Employee promises and agrees that, in the event he is subject to a valid and enforceable subpoena or court order which compels his testimony at a trial, hearing or deposition concerning his relationship with the Company or any other matter relating to the Company or any of the Company Parties, he will provide reasonable and prompt notice to the Company of this fact and cooperate fully with the Company prior to and during his testimony, to the maximum extent possible, consistent with his obligation to provide truthful testimony. Executive Employee further agrees that, in the event he is named as a defendant in a legal proceeding resulting from, arising out of, or connected directly or indirectly with Executive's Employee's employment with the Company, or any act, omission or conduct occurring during Executive's Employee's employment with the Company, he will provide reasonable and prompt notice of this fact to the Company. The Company agrees to reimburse Executive Employee for reasonable out-of-pocket expenses as reasonably required for such cooperation and consultation. consultation, and to the extent Employee is required to spend more than five hours of such matters, the Company shall compensate Employee at an hourly rate based on the Employee's base salary on the Separation Date, and to the extent Employee is required to spend more than five hours of such matters, the Company shall compensate Employee at an hourly rate based on the Employee's base salary on the Separation Date. Notwithstanding the foregoing, nothing in this Agreement prohibits Executive Employee from reporting possible violations of federal law or regulation to any governmental agency or entity, including but not limited to the Department of Justice, the Securities and Exchange Commission, the Congress, and any agency Inspector General, or making other disclosures that are protected under the whistleblower provisions of federal law or regulation. Executive Employee does not need the prior authorization of the Company to make any such reports or disclosures, and Executive Employee is not required to notify the Company that he has made such reports or disclosures. The Company agrees that it will take no adverse action against Executive Employee for truthful statements and testimony and that it will not seek to obtain any testimony or evidence that is not truthful and that it will not improperly seek to influence or modify any testimony of Executive. Employee. 4 6. Return of Property. On or before the Separation Date, Employee shall return all property of the Company in his possession, including, without limitation, any Company credit cards, Company-owned equipment, and all originals and any copies of all disks, tapes, files, correspondence, data, notes and other documents pertaining to the Company's proprietary products, customers and business and confidential and proprietary information as described in Section 7 of the Employment Agreement. Such property shall be in the same condition as when provided to Employee, reasonable wear and tear excepted. View More

Cooperation. Subject to Employee's other personal and professional obligations and on reasonable notice and at reasonable times, Employee will cooperate with Company Employer and its counsel in connection with any investigation, administrative or regulatory proceeding or litigation relating to any matter in which Employee was involved or of which Employee has knowledge as a result of Employee's employment with Company. Employer and/or any Released Party or Released Parties.

Cooperation. Subject to Employee's other personal and professional obligations and on reasonable notice and at reasonable times, Employee will cooperate with Company Akoustis and its counsel in connection with any investigation, administrative or regulatory proceeding or litigation relating to any matter in which Employee was involved or of which Employee has knowledge as a result of Employee's employment with Company. Akoustis and/or any Releasee or Releasees.

Cooperation. Subject to Employee's other personal and professional obligations and on reasonable notice and at reasonable times, Employee will cooperate with Company and its counsel in connection with any investigation, administrative or regulatory proceeding or litigation relating to any matter in which Employee was involved or of which Employee has knowledge as a result of Employee's employment with Company. Company and/or any Released Party or Released Parties.

Cooperation. The Executive agrees that during and after her his employment with by the Company, the Executive will assist the Company and its Affiliates in the defense of any claims claims, or potential claims that may be made or threatened to be made against the Company or any of its Affiliates in any action, suit, suit or proceeding, whether civil, criminal, administrative, investigative, investigative or otherwise (each, an (an "Action"), and will assist the Company and its Affiliates in the prosecution... of any claims that may be made by the Company or any of its Affiliates in any Action, to the extent that such claims may relate to the Executive's employment or the period of the Executive's employment by the Company. The Executive agrees, unless precluded by law, to promptly inform the Company if the Executive is asked to participate (or otherwise become involved) in any Action involving such Action. claims or potential claims. The Executive also agrees, unless precluded by law, to promptly inform the Company if the Executive is asked to assist in any investigation (whether governmental or otherwise) of the Company or any of its Affiliates 12 (or their actions) to the extent that such investigation may relate to the Executive's employment or the period of the Executive's employment by the Company, actions), regardless of whether a lawsuit has then been filed against the Company or any of its Affiliates with respect to such investigation. The Company shall agrees to reimburse the Executive for all of the Executive's reasonable out-of-pocket expenses associated with such cooperation following her termination of employment. assistance, including lost wages or other benefits, travel expenses and any attorneys' fees. Any reimbursement that is taxable income to the Executive shall be paid in accordance with Section 15 hereof. View More

Cooperation. The Executive agrees that during and after her employment with the Company, the Executive will assist the Company in the defense of any claims or potential claims that may be made or threatened to be made against the Company in any action, suit, or proceeding, whether civil, criminal, administrative, investigative, or otherwise (each, an "Action"), and will assist the Company in the prosecution of any claims that may be made by the Company in any Action, to the extent that such claims may... relate to the Executive's employment or the period of the Executive's employment by the Company. The Executive agrees, unless precluded by law, to promptly inform the Company if the Executive is asked to participate (or otherwise become involved) in any such Action. The Executive also agrees, unless precluded by law, to promptly inform the Company if the Executive is asked to assist in any investigation (whether governmental or otherwise) of the Company or any of its Affiliates (or their actions) to the extent that such investigation may relate to the Executive's employment or the period of the Executive's employment by the Company, regardless of whether a lawsuit has then been filed against the Company with respect to such investigation. The Company shall reimburse the Executive for the Executive's reasonable out-of-pocket expenses expenses, any pay the Executive at a customary hourly rate for his time, associated with such cooperation following her termination of employment. employment; provided, that the Executive shall not receive any pay for the first 10 hours of cooperation. View More

Cooperation. The From and after the Separation Date, Executive agrees that during and after her employment with the Company, the Executive will shall assist the Company in the defense of any claims or potential claims that may be made or threatened to be made against the Company in any action, suit, or proceeding, whether civil, criminal, administrative, investigative, or otherwise (each, an otherwise, that are not adverse to Executive (an "Action"), and will assist the Company in the prosecution of any... claims that may be made by the Company in any Action, to the extent that such claims may relate to the Executive's employment or the period of the Executive's employment by the Company. The Executive agrees, unless precluded by law, to promptly inform the Company promptly, but in no event later than within ten calendar days, if the Executive is asked to participate (or otherwise become involved) in any Action involving such Action. The claims or potential claims. Executive also agrees, unless precluded by law, to promptly inform the Company promptly, but in no event later than ten calendar days, if the Executive is asked to assist in any investigation (whether governmental or otherwise) of the Company or any of its Affiliates (or their actions) affiliates to the extent that such investigation may relate to the Executive's employment or the period of the Executive's employment by the Company, regardless of whether a lawsuit has then been filed against the Company with respect to such investigation. The Company shall reimburse the Executive for the all of Executive's reasonable out-of-pocket fees and expenses (including reasonable attorney's fees) associated with such cooperation following her termination of employment. assistance. Any reimbursement that is taxable income to Executive shall be subject to applicable withholding taxes. The Company agrees that after the Separation Date, Executive's obligations under this Section 6 shall not unreasonably interfere with any employment or other remuneration for services in which Executive may be engaging at such time. View More

Cooperation. During and after the term of this Agreement, Employee agrees that Employee will shall assist and cooperate with the Company, the Parent Company and their respective affiliates (collectively, the "Company Group") in connection with the defense or prosecution of any claim that may be made against or by the Company, Company or any other Company Group member, or in connection with any ongoing or future investigation (internal or external) or dispute or claim of any kind involving the Company, Company or any other Company Group member, including any proceeding before any arbitral, administrative, judicial, legislative, or other body or agency, including testifying in any proceeding to the extent such claims, investigations, investigations or proceedings relate to services performed or required to be performed by Employee, pertinent knowledge possessed by Employee, or any act or omission by Employee. Employee further agrees to will also perform all acts and execute and deliver any documents that may be reasonably necessary to carry out the provisions of this subsection. paragraph. The Company will reimburse Employee for reasonable expenses Employee incurs in fulfilling Employee's obligations under this Section 12. View More

Cooperation. Employee agrees that Employee will assist to provide reasonable cooperation and cooperate assistance with the Company in connection with the defense or prosecution of any claim that may be made against or by the Company, any subpoena that may be issued to or in connection with by the Company, or any ongoing or future investigation (internal or external) or dispute or claim of any kind involving the Company, including any proceeding before any arbitral, administrative, judicial, legislative, or... other body or agency, including testifying in any proceeding to the extent such claims, investigations, investigations or proceedings relate to services performed or required to be performed by Employee, pertinent knowledge possessed by Employee, or any act or omission by Employee. Employee further agrees to will also perform all acts and execute and deliver any documents that may be reasonably necessary to carry out the provisions of this subsection. Section. Employee also agrees to provide reasonable cooperation and assistance to the Company in the resolution of any matters in which Employee was involved during the course of his employment with the Company or about which he has personal knowledge. Employee understands and agrees that Employee is not entitled to additional compensation, beyond the severance benefits under Section 1, for providing the limited cooperation and transition assistance set forth herein. View More

Cooperation. During the Term and for one (1) year thereafter, upon the receipt of reasonable notice from after Executive's employment or other service relationship with the Company, Executive shall make himself available as reasonably practical to will assist and cooperate with the Company in connection with the defense or prosecution of any claim that may be made against or by the Company, Company or any of its affiliates, or in connection with any ongoing or future investigation or dispute or claim of any... kind involving the Company, Company or any of its affiliates, including any proceeding before any arbitral, administrative, judicial, legislative, or other body or agency, including testifying in any proceeding to the extent such claims, investigations or proceedings relate to services performed or required to be performed by Executive, pertinent knowledge possessed by Executive, or any act or omission by Executive. Executive will also perform all acts and execute and deliver any documents that may be reasonably necessary to carry out the provisions of this Section 12. Any such requests by the Company with respect to the provisions of this Section shall be made with sufficient advance notice and shall be subject to Executive's reasonable availability and other professional and personal commitments. paragraph. The Company will promptly reimburse Executive for reasonable expenses Executive incurs in fulfilling Executive's his obligations under this Section. Notwithstanding the foregoing, this Section shall not be applicable to any claim by the Company against Executive or by Executive against the Company. View More

Cooperation. During and after the Term and for one (1) year thereafter, upon the receipt of reasonable notice from the Company, Employment Period, Executive shall make himself available as reasonably practical to assist and cooperate with the Company in connection with the defense or prosecution of any claim that may be made against or by the Company, or in connection with any ongoing or future investigation or dispute or claim of any kind involving the Company, including any proceeding before any arbitral,... administrative, judicial, legislative, or other body or agency, including testifying in any proceeding to the extent such claims, investigations or proceedings relate to services performed or required to be performed by Executive, pertinent knowledge possessed by Executive, or any act or omission by Executive. Executive will also perform all acts and execute and deliver any documents that may be reasonably necessary to carry out the provisions of this Section 12. Any such requests by the Company with respect to the provisions of this Section shall be made with sufficient advance notice and shall be subject to Executive's reasonable availability and other professional and personal commitments. paragraph. The Company will promptly reimburse Executive for reasonable expenses Executive incurs in fulfilling Executive's obligations under this Section. Section 13. Notwithstanding the foregoing, this Section shall not be applicable to any claim by the Company against Executive or by Executive against the Company. View More

Cooperation. During the Term and for one (1) year thereafter, upon the receipt of reasonable notice from the Company, Executive shall make himself available as reasonably practical to agrees that he will assist and cooperate with the Company in connection with the preparation of the Company's financial statements or financial disclosures, the defense or prosecution of any claim that may be made against or by the 7 Company, or in connection with any ongoing or future investigation or dispute or claim of any... kind involving the Company, including any proceeding before any arbitral, administrative, judicial, legislative, or other body or agency, including testifying in any proceeding to the extent such claims, investigations or proceedings relate relating to services performed or required to be performed by Executive, pertinent knowledge possessed by Executive, or any act or omission by Executive. Executive will also further agrees to perform all acts and execute and deliver any documents that may be reasonably necessary to carry out the provisions of this Section 12. Any such requests by the Company with respect to the provisions of this Section shall be made with sufficient advance notice and shall be subject to Executive's reasonable availability and other professional and personal commitments. 6. The Company will promptly shall make reasonable efforts to minimize disruption of the Executive's other activities. The Company shall reimburse the Executive for reasonable expenses Executive incurs incurred in fulfilling Executive's obligations under this Section. Notwithstanding connection with such cooperation. To the foregoing, this Section shall not be applicable to any claim extent such cooperation or assistance is requested by the Company against after the end of the Consulting Term, the Company will pay to Executive or by Executive against the Company. a reasonable hourly compensation for his time and reimburse him for his reasonable out-of-pocket expenses. View More

Cooperation. During the Term and at any time thereafter, Employee agrees to cooperate (i) with Employer in the defense of any legal matter involving any matter that arose during Employee's employment with the Employer Group or any of its Subsidiaries and (ii) with all governmental authorities on matters pertaining to any investigation, litigation or administrative proceeding pertaining to the Employer Group. or any of its Subsidiaries. Employer will reimburse Employee for any reasonable travel and... out-of-pocket expenses incurred by Employee in providing such cooperation. cooperation and, to the extent Employer is not otherwise continuing to pay Employee the Compensation Continuation pursuant to Subsection 4.6, Employer shall pay Employee at a daily rate equal to the daily rate of Base Salary. Furthermore, any such cooperation occurring after the termination of Employee's employment shall be scheduled to the extent reasonably practicable so as not to unreasonably interfere with Employee's business or personal affairs. View More

Cooperation. During the Term period of Executive's employment with the Company and at any time thereafter, following the cessation of such employment for any reason, Employee agrees to cooperate (i) with Employer the Company in the defense of any legal matter involving any matter that arose during Employee's employment with the Employer Group Company and (ii) with all governmental authorities on matters pertaining to any investigation, litigation or administrative proceeding pertaining to the Employer... Group. Employer Company. The Company will reimburse Employee for any reasonable travel and out-of-pocket expenses incurred by Employee in providing such cooperation. Furthermore, any such cooperation occurring after the termination of Employee's employment shall be scheduled to the extent reasonably practicable so as not to unreasonably interfere with Employee's business or personal affairs. View More

Cooperation. During and after Executive's employment, Executive shall cooperate fully cooperate with the Company to the extent reasonable in the defense or prosecution of any claims or actions now in existence or which may be brought in the future against or on behalf of the Company (other than claims directly or indirectly against Executive) which that relate to events or occurrences that transpired while Executive was employed by the Company. Executive's full cooperation in connection with such claims or... actions shall include, but not be limited to, being available to meet with counsel for the Company to prepare for discovery or trial 11 and to act as a witness on behalf of the Company at mutually convenient times. During and after Executive's employment, Executive also shall cooperate fully cooperate with the Company to the extent reasonable in connection with any investigation or review of conducted by any federal, state or local regulatory authority as any such investigation or review relates to events or occurrences that transpired while Executive was employed by the Company. The Company shall reimburse Executive for any reasonable out-of-pocket expenses incurred lost in connection with the Executive's his performance of obligations pursuant to under this section. Agreement following the termination of his employment with the Company. View More

Cooperation. During and after Executive's employment, The Executive shall reasonably cooperate fully cooperate with the Company to the extent reasonable Company, including in (i) the defense or prosecution of any claims or actions now in existence or which may be brought in the future against or on behalf of the Company (other than claims directly or indirectly against Executive) which relate to events or occurrences that transpired while the Executive was employed by the Company. Company, and (ii) the... investigation, whether internal or external, of any matters about which the Company reasonably believes the Executive may have knowledge or information. The Executive's full cooperation in connection with such claims claims, actions or actions investigations shall include, but not be limited to, being available to meet with counsel to answer questions or to prepare for discovery or trial and to act as a witness on behalf of the Company at mutually convenient times. During and after times, taking into account, among other things, the Executive's employment, employment obligations. The Executive also shall fully reasonably cooperate with the Company to the extent reasonable in connection with any investigation or review of any federal, state or local regulatory authority as any such investigation or review relates to events or occurrences that transpired while the Executive was employed by the Company. The Company shall reimburse the Executive for any reasonable out-of-pocket expenses incurred in connection with the Executive's performance of obligations pursuant to this section. Section 9, provided that the Company shall provide mutually agreed upon hourly compensation in respect of services that relate to non-litigation matters. View More

Cooperation. Management Unitholder acknowledges that the IPO constitutes an Initial Public Offering, the Company constitutes the IPO Corporation and the Exchange constitutes an IPO Conversion, in each case, pursuant to the Partnership Agreement and acknowledges that Management Unitholder has obligations to cooperate with the General Partner and take all actions required or reasonably requested by the General Partner in connection with the consummation of the IPO Conversion under the Partnership Agreement.... Without limiting the foregoing, Management Unitholder further agrees to cooperate with the General Partner, the Partnership, the Company and their respective affiliates in taking any actions reasonably requested, necessary or advisable to consummate the transactions contemplated by this Agreement. 9. Notices. Any notice necessary under this Agreement shall be addressed to the General Partner, the Partnership or the Company in care of its Secretary at its principal executive office and to Management Unitholder at the address appearing in the personnel records of the Company for such Management Unitholder or to either party at such other address as either party hereto may hereafter designate in writing to the other. Any such notice shall be deemed effective upon receipt thereof by the addressee. View More

Cooperation. Management Unitholder acknowledges that the IPO constitutes an Initial Public Offering, the Company constitutes the IPO Corporation and the Exchange constitutes an IPO Conversion, in each case, pursuant to the Partnership Agreement and acknowledges that Management Unitholder has obligations to cooperate with the General Partner and take all actions required or reasonably requested by the General Partner in connection with the consummation of the IPO Conversion under the Partnership Agreement.... Without limiting the foregoing, Management Unitholder further agrees to cooperate with the General Partner, the Partnership, the Company and their respective affiliates in taking any actions reasonably requested, necessary or advisable to consummate the transactions contemplated by this Agreement. 2 9. Notices. Any notice necessary under this Agreement shall be addressed to the General Partner, the Partnership or the Company in care of its Secretary at its principal executive office and to Management Unitholder at the address appearing in the personnel records of the Company for such Management Unitholder or to either party at such other address as either party hereto may hereafter designate in writing to the other. Any such notice shall be deemed effective upon receipt thereof by the addressee. View More