Common use of Certain Cooperation Clause in Contracts

Certain Cooperation. In the event that any Covered Shares are not at any time following the Effective Time held of record by a member of the ▇▇▇▇▇▇ Group, then Splitco and the ▇▇▇▇▇▇ Group shall cooperate reasonably with ▇▇▇▇▇▇, including by obtaining any requested written confirmation to Splitco’s inspector of elections or other action on the part of the Depositary Trust Company, any custodian of such Covered Shares or other applicable Person, to facilitate and ensure ▇▇▇▇▇▇’▇ ability to vote the Covered Shares as contemplated by this Agreement and the ▇▇▇▇▇▇ Proxy. For the avoidance of doubt, the foregoing is not intended to and shall not create any inference that any Covered Shares may be transferred or held in any manner except in compliance with the ▇▇▇▇▇▇ Proxy.