Cooperation and Consulting Sample Clauses

The Cooperation and Consulting clause establishes the obligation for parties to work together and provide mutual assistance or advice as needed during the course of their agreement. In practice, this may involve sharing relevant information, responding to reasonable requests for input, or participating in joint meetings to address project issues. The core function of this clause is to facilitate effective collaboration and communication, ensuring that both parties can fulfill their responsibilities and resolve issues efficiently.
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Cooperation and Consulting. You agree to cooperate and consult with the Company for up to twelve (12) months following the Separation Date (the “Consulting Period”) on the following basis. During the Consulting Period, if the Chief Executive Officer specifically requests you to perform consulting services, you agree to provide such services as an independent contractor and not as an employee of the Company. The Company will pay you for such services on an hourly rate basis in an amount equal to your current annual base salary divided by 2000 hours. You will in voice the Company for the actual time spent by you at the request of the Chief Executive Officer and you will be reimbursed for the ordinary and necessary business expenses you incur in the performance of your duties during the Consulting Period in accordance with the Company’s expense reimbursement policy.
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Cooperation and Consulting. You agree to cooperate with the Company in the investigation, 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. Your cooperation in connection with such claims or actions shall include, but not be limited to, you being available to meet with the Company’s counsel to prepare for discovery or any mediation, arbitration, trial, administrative hearing or other proceeding or to act as a witness when reasonably requested by the Company. During the period you are receiving severance pay from the Company, you agree to be available upon reasonable notice to consult with the Company; provided, however, that such assistance will not exceed eight (8) hours per month. You also agree that you will not be paid any additional consideration for this assistance.
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Cooperation and Consulting. From and after the date hereof, ▇▇. ▇▇▇▇▇ shall reasonably cooperate and consult with the Company and its subsidiaries with respect to all matters arising during or related to his employment, including all matters (formal or informal) in connection with any government investigation, internal investigation, litigation (potential or ongoing), regulatory or other proceeding which may have arisen or which may hereafter arise. ▇▇. ▇▇▇▇▇ shall make himself available at reasonable times and on reasonable advance notice. If the Company requires ▇▇. ▇▇▇▇▇ to travel, the Company will reimburse ▇▇. ▇▇▇▇▇ for all out-of -pocket expenses (not including lost time or opportunity).
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Cooperation and Consulting. From and after the date hereof, and in consideration of the payments being made to you pursuant to paragraphs 2 and 3 hereof, you agree that you will diligently and in good faith cooperate with, and provide consulting services to, the Company, its subsidiaries and affiliates, and any of their officers, directors, shareholders, agents, or employees with respect to: (a) requests for information about the business of the Company or its subsidiaries or affiliates or your involvement or participation therein; (b) transition and succession matters, including but not limited to, preparing and delivering to the Company within five (5) business days following the date hereof a written transition plan outlining all duties that need to be transitioned; (c) in connection with any investigation or review by the Company, the Company’s insurance carriers, or any federal, state or local regulatory, quasi-regulatory or self-governing authority (including, without limitation, the SEC), as any such investigation or review relates to events or occurrences that transpired while you were employed by the Company; and (d) any threatened or pending litigation against or involving the Company, including making yourself available for interviews with attorneys and for depositions, searching for, identifying and producing documents, electronic media and information, providing truthful testimony as a witness or in affidavits and participating in legal discovery at the request of the Company or its attorneys without the necessity of subpoenas or formal legal process. The duties to be set forth in the transition plan shall include, but not be limited to: (i) continuation of the transition of the accounting and finance functions from you to the new Chief Financial Officer; (ii) transitioning Company information and knowledge to employees and members of the management, as necessary; and (iii) transitioning partner and customer relationships to employees and members of the management, as necessary. During the first year following the date hereof, you shall provide to the Company the consulting services described in subsections (a) and (b) above for up to 10 hours per week, with the aggregate number of hours for such services not to exceed 250 hours; provided, however, that the services described in subsections (c) and (d) above shall not be included in or covered by any of the foregoing, and shall continue to be performed by you on an as-needed basis following such one year period. Your coo...
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Related to Cooperation and Consulting

  • Information and Consultation 8.1 You are entitled, under the Data Protection ▇▇▇ ▇▇▇▇ to inspect personal information held on you in our housing files. We will provide photocopies of this information on request. We may make a charge of up to £10 for this. We will provide you with a copy of any such information we hold within forty days of your request in writing. You may have other rights under that Act in relation to your personal data, which we will honour. You are entitled to check information you have provided in connection with your housing application free of charge. 8.2 We will give you information about your right to buy your house, and the likely consequences for you if you decide to buy your house, before the beginning of the tenancy. We will give you information about our complaints procedure. 8.3 On request, we will provide you with free information relating to: • the terms of your tenancy; • our policy and procedures about setting rent and service charges; • our policy and rules about;- ❖ admission to the housing lists, ❖ allocations, ❖ transfers of tenants between houses, ❖ exchanges of houses between our tenants, and tenants of other landlords, ❖ repairs and maintenance, • the right to buy your house; • the likely consequences for you if you decide to buy your house; • our tenant participation strategy; • our arrangements for taking decisions about housing management and services. 8.4 We will consult you about making or changing: • policies regarding housing management, repairs and maintenance if the proposal is likely to significantly affect you; • proposals for changes in rent and service charges where they affect all or a class of tenants (and you are to be affected); • proposals for the sale or transfer of your house to another landlord; • decisions about the information to be provided relating to our standards of housing management and performance; • performance standards or targets in relation to housing management repairs and maintenance; • our tenant participation strategy. We will take into account any views that you have before making a final decision. Any consultation with you will include giving you comprehensive information in an accessible form and reasonable time to express views.

  • Notification and Consultation 1. A Party shall promptly notify the other Party in writing upon: (a) initiating a bilateral safeguard proceeding under this Section; (b) applying a provisional bilateral safeguard measure; and (c) taking a final decision to apply or extend a bilateral safeguard measure. 2. A Party shall provide to the other Party a copy of the public version of the report of its competent investigating authority in accordance with Article 8.4.1. 3. Upon request of a Party whose good is subject to a bilateral safeguard proceeding under this Section, the Party conducting that proceeding shall enter into consultations with the requesting Party to review a notification under paragraph 1 or any public notice or report that the competent investigating authority has issued in connection with the proceeding. 4. All notifications during any bilateral safeguard investigation shall be exchanged in English.

  • Assistance and Cooperation (a) Each of the Companies shall provide (and shall cause its Affiliates to provide) the other Companies and their respective agents, including accounting firms and legal counsel, with such cooperation or information as they may reasonably request in connection with (i) preparing and filing Tax Returns, (ii) determining the liability for and amount of any Taxes due (including estimated Taxes) or the right to and amount of any refund of Taxes, (iii) examinations of Tax Returns, and (iv) any administrative or judicial proceeding in respect of Taxes assessed or proposed to be assessed. Such cooperation shall include making available, upon reasonable notice, all information and documents in their possession relating to the other Companies and their respective Affiliates as provided in Section 9. Each of the Companies shall also make available to the other Companies, as reasonably requested and available, personnel (including employees and agents of the Companies or their respective Affiliates) responsible for preparing, maintaining, and interpreting information and documents relevant to Taxes. (b) Any information or documents provided under this Section 8 or Section 9 shall be kept confidential by the Company or Companies receiving the information or documents, except as may otherwise be necessary in connection with the filing of Tax Returns or in connection with any administrative or judicial proceedings relating to Taxes. Notwithstanding any other provision of this Agreement or any other agreement, in no event shall any of the Companies or any of their respective Affiliates be required to provide the other Companies or any of their respective Affiliates or any other Person access to or copies of any information if such action could reasonably be expected to result in the waiver of any Privilege. In addition, in the event that any of the Companies determine that the provision of any information to the other Companies or their respective Affiliates could be commercially detrimental, violate any law or agreement or waive any Privilege, the Parties shall use reasonable best efforts to permit compliance with their obligations under this Section 8 or Section 9 in a manner that avoids any such harm or consequence.

  • INDEMNIFICATION AND CONSULTANT’S RESPONSIBILITIES Consultant shall indemnify, defend with counsel reasonably acceptable to the City, and hold harmless the City and its officials, officers, employees, agents, contractors, consultants, and volunteers from and against any and all losses, liability, claims, suits, actions, damages, and causes of action arising out of any personal injury, bodily injury, loss of life, or damage to property, or any violation of any federal, state, or municipal law or ordinance, to the extent caused, in whole or in part, by the willful misconduct or negligent acts or omissions of Consultant or its employees, subcontractors, or agents, by acts for which they could be held strictly liable, or by the quality or character of their work. The foregoing obligation of Consultant shall not apply when (1) the injury, loss of life, damage to property, or violation of law arises wholly from the negligence or willful misconduct of the City or its officers, employees, agents, contractors, consultants, or volunteers and (2) the actions of Consultant or its employees, subcontractor, or agents have contributed in no part to the injury, loss of life, damage to property, or violation of law. It is understood that the duty of Consultant to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code. Acceptance by City of insurance certificates and endorsements required under this Agreement does not relieve Consultant from liability under this indemnification and hold harmless clause. This indemnification and hold harmless clause shall apply to any damages or claims for damages whether or not such insurance policies shall have been determined to apply. By execution of this Agreement, Consultant acknowledges and agrees to the provisions of this Section and that it is a material element of consideration. In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

  • Cooperation and Coordination The Parties acknowledge and agree that it is their mutual objective and intent to minimize, to the extent feasible and legal, taxes payable with respect to their collaborative efforts under this Agreement and that they shall use all commercially reasonable efforts to cooperate and coordinate with each other to achieve such objective.