Common use of Resignation and Cooperation Clause in Contracts

Resignation and Cooperation. Upon termination of Executive’s employment, Executive shall be deemed to have resigned from all offices and directorships then held with the Company. Following any termination of employment, Executive shall cooperate with the Company in the winding up of pending work on behalf of the Company and the orderly transfer of work to other employees. Executive shall also cooperate with the Company in the defense of any action brought by any third party against the Company that relates to Executive’s employment by the Company; provided, however, that (except with respect to any such action brought by a former employer of Executive that is related to such prior employment) Executive and the Company shall mutually agree in good faith on a reasonable rate of pay to compensate Executive for his time and efforts to assist the Company in any such defense.