Common use of Coordinated Activities Clause in Contracts

Coordinated Activities. From and after the Effective Date, the Parties intend to coordinate their activities with each other as relates to the Company and, in furtherance thereof, the Parties shall use their reasonable best efforts to consult with each other in connection with the following matters: (i) the manner, form, content and timing of any communications with the Company or any of its other stockholders, whether written or oral, including (a) the selection of nominees to serve as directors of the Company, (b) making, revising, or withdrawing any proposals to other stockholders of the Company or to the Company, and (c) the conduct of any proxy contest, consent solicitation or similar actions in respect of the Company; (ii) the manner, form, content and timing of any regulatory or public disclosures (including the filing of a Schedule 13D (or any amendment thereof)), public statements or other communications relating to the Company, the Company Securities, this agreement or the activities contemplated by this agreement (except that, if such disclosure, statement or communication is required by law, regulation or fund documentation applicable to a Party, such Party may make such required disclosure, statement or other communication without the agreement of the other Party, provided that such Party has delivered prior notice thereof to the other Party), (iii) any significant decisions in connection with the Company or the activities contemplated by this agreement, (iv) admission of any additional members to any group (within the meaning of Section 13 of the Securities Exchange Act of 1934, as amended) with respect to the Company Securities that includes either Party, whether formed by this agreement or otherwise, and (v) entering into any confidentiality, extension, settlement, cooperation, standstill or other similar agreement with the Company. The Parties retain full discretion with respect to voting of their respective Company Securities.

Coordinated Activities. From and after The following matters shall require the Effective Date, mutual agreement of the Parties intend (which agreement shall not be unreasonably withheld, delayed or conditioned by either of the parties): (i) the selection and nomination of one or more individuals to coordinate their activities with each other serve as relates directors of the Company; (ii) the making, revising or withdrawing of any proposals to the Company andregarding the conduct of its business, in furtherance thereofcorporate governance matters, corporate transactions or otherwise; (iii) seeking to control, advise, change or influence the management, directors, governing instruments, shareholders, policies or affairs of the Company; (iv) the conduct of any proxy contest, consent solicitation or similar actions involving the Company, including, without limitation, the Parties shall use their reasonable best efforts to consult engagement of any advisors with each respect thereto (other in connection with the following matters: than legal advisors); (iv) the manner, form, content and timing of any communications with the Company or any of its other stockholders, whether written or oral, including (a) the selection of nominees to serve as directors of the Company, (b) making, revising, or withdrawing any proposals to other stockholders of the Company or to the Company, and (c) the conduct of any proxy contest, consent solicitation or similar actions in respect of the Company; (iivi) the manner, form, content and timing of any regulatory or public disclosures (including the filing of a Schedule 13D (or any amendment thereof))disclosures, public statements or other communications relating to the Company, the Company Securities, this agreement or the activities contemplated by this agreement (except that, if such disclosure, statement or communication is required by law, regulation or fund documentation applicable to a Party, such Party may make such required disclosure, statement or other communication without the agreement of the other Party, provided that such Party has delivered provided prior notice thereof to the other Party), ; (iiivii) any significant decisions in connection with the Company or the activities contemplated by this agreement, (iv) admission of any additional members to any group (within the meaning of Section 13 of the Securities Exchange Act of 1934, as amendedamended (the "Exchange Act")) with respect to the Company Securities that includes either Partyand including the Parties, whether formed by this agreement or otherwise, and ; (vviii) entering into any confidentialityagreement, extensionarrangement or understanding with any third party in connection with the holding, settlementvoting or disposition of Company Securities, cooperation, standstill (ix) entering into any settlement or other similar cooperation agreement with the CompanyCompany and (x) incurring any expenses above $500,000 in connection with the activities delineated herein (collectively, the “Coordinated Activities”). The Parties retain full discretion Notwithstanding the foregoing, no Party shall share with respect the other Party any material nonpublic information in its possession concerning the Company that could reasonably be expected to voting of their respective restrict a Party’s ability to trade Company Securities, without the express prior written consent of the other Party.

Coordinated Activities. From and after the Effective Date, the Parties intend to coordinate their activities with each other as relates such activities relate to the Company and, in Company. In furtherance thereof, the Parties shall will use their respective reasonable best efforts to consult with each other in connection with the following matters: (ia) the manner, form, content and timing of any communications with the Company or any of its other stockholders, whether written or oral, including (ai) the selection of nominees to serve as directors of the Company, ; (bii) making, revising, or withdrawing any proposals to other stockholders of the Company or to the Company, ; and (ciii) the conduct of any proxy contest, consent solicitation solicitation, call of a special meeting of stockholders or similar actions in respect of the Company; (iib) the manner, form, content and timing of any regulatory or public disclosures (including the filing of a Schedule 13D (or any amendment thereof)), public statements or other communications relating to the Company, the Company Securities, this agreement Agreement or the activities contemplated by this agreement Agreement (except that, that if such disclosure, statement or communication is required by law, regulation or fund documentation applicable to a Party, such Party may make such required disclosure, statement or other communication without the agreement of the other PartyParties, provided that but only if such Party has delivered prior notice thereof to the other PartyParties), ; (iiic) any significant decisions in connection with the Company or the activities contemplated by this agreement, Agreement; (ivd) admission of any additional members to any group (within the meaning of Section 13 of the Securities Exchange Act of 1934, as amendedAct) with respect to the Company Securities that includes either any Party, whether formed by this agreement Agreement or otherwise, ; and (ve) entering into any confidentiality, extension, settlement, cooperation, standstill or other similar agreement with the Company. The Each Party agrees to vote or consent its applicable Securities in favor of any person nominated by the Parties retain full discretion with respect for election to voting the Company’s board of their respective directors. It is understood and agreed that none of the Concord Persons, the Leonite Persons or the Camac Persons will acquire more than five percent of the then-outstanding common stock of the Company Securitieswithout the prior consent of the Concord Person and the Leonite Persons.

Coordinated Activities. From and after The following matters shall require the Effective Date, mutual agreement of the Parties intend (which agreement shall not be unreasonably withheld, delayed or conditioned by either of the parties): (i) the selection and nomination of one or more individuals to coordinate their activities with each other serve as relates directors of the Company; (ii) the making, revising or withdrawing of any proposals to the Company andregarding the conduct of its business, in furtherance thereofcorporate governance matters, corporate transactions or otherwise; (iii) seeking to control, advise, change or influence the management, directors, governing instruments, shareholders, policies or affairs of the Company; (iv) the conduct of any proxy contest, consent solicitation or similar actions involving the Company, including, without limitation, the Parties shall use their reasonable best efforts to consult engagement of any advisors with each other in connection with the following matters: respect thereto; (iv) the manner, form, content and timing of any communications with the Company or any of its other stockholders, whether written or oral, including (a) the selection of nominees to serve as directors of the Company, (b) making, revising, or withdrawing any proposals to other stockholders of the Company or to the Company, and (c) the conduct of any proxy contest, consent solicitation or similar actions in respect of the Company; (iivi) the manner, form, content and timing of any regulatory or public disclosures (including the filing of a Schedule 13D (or any amendment thereof))disclosures, public statements or other communications relating to the Company, the Company Securities, this agreement or the activities contemplated by this agreement (except that, if such disclosure, statement or communication is required by law, regulation or fund documentation applicable to a Party, such Party may make such required disclosure, statement or other communication without the agreement of the other Party, provided that such Party has delivered provided prior notice thereof to the other Party), ; (iiivii) any significant decisions in connection with the Company or the activities contemplated by this agreement, (iv) admission of any additional members to any group (within the meaning of Section 13 of the Securities Exchange Act of 1934, as amendedAct(as defined below)) with respect to the Company Securities that includes either Partyand including the Parties, whether formed by this agreement or otherwise, ; and (vviii) entering into any confidentialityagreement, extension, settlement, cooperation, standstill arrangement or understanding with any person (other similar agreement than a Covered Entity) in connection with the Companyholding, voting or disposition of Company Securities. The Parties retain full discretion will consult with respect to each other in connection with voting of their respective any Company Securities.

Coordinated Activities. From The following matters shall require the mutual agreement of Xxxxx and after Rubric: (i) the Effective Dateselection and nomination of one or more individuals to serve as directors of the Company; (ii) the making, the Parties intend to coordinate their activities with each other as relates revising or withdrawing of any proposals to the Company andregarding the conduct of its business, in furtherance thereofcorporate governance matters, corporate transactions or otherwise; (iii) seeking to control, advise, change or influence the management, directors, governing instruments, stockholders, policies or affairs of the Company; (iv) the conduct of any proxy contest, consent solicitation or similar actions involving the Company, including, without limitation, the Parties shall use their reasonable best efforts to consult engagement of any advisors with each other in connection with the following matters: respect thereto; (iv) the manner, form, content and timing of any communications with the Company or any of its other stockholders, whether written or oral, including (a) the selection of nominees to serve as directors of the Company, (b) making, revising, or withdrawing any proposals to other stockholders of the Company or to the Company, and (c) the conduct of any proxy contest, consent solicitation or similar actions in respect of the Company; (iivi) the manner, form, content and timing of any regulatory or public disclosures (including the filing of a Schedule 13D (or any amendment thereof))disclosures, public statements or other communications relating to the Company, the Company Securities, this agreement or the activities contemplated by this agreement (except that, if such disclosure, statement or communication is required by law, regulation or fund documentation applicable to a Party, such Party may make such required disclosure, statement or other communication without the agreement of the other Party, provided that such Party has delivered provided prior notice thereof to the other Party), ; (iiivii) any significant decisions in connection with the Company or the activities contemplated by this agreement, (iv) admission of any additional members to any group (within the meaning of Section 13 of the Securities Exchange Act of 1934, (as amendeddefined below)) with respect to the Company Securities that includes either Partyand including the Parties, whether formed by this agreement or otherwise, ; and (vviii) entering into any confidentialityagreement, extension, settlement, cooperation, standstill arrangement or understanding with any person (other similar agreement than a Covered Entity) in connection with the Companyholding, voting or disposition of Company Securities (collectively items (i)-(viii), the “Coordinated Activities”). The Parties retain full discretion will consult with respect to each other in connection with voting of their respective any Company Securities. The provisions of this Section 3 shall not restrict any Party from having discussions concerning the Company with stockholders, research analysts and other third parties to the extent such communications are consistent with the actions and communications previously agreed to by the Parties.

Coordinated Activities. From and after The following matters shall require the Effective Date, agreement of each of the Parties intend to coordinate their activities (which agreement shall not be unreasonably withheld, delayed or conditioned): (i) the submission of the Nominations or the advance notice (the “Notice”) with each other as relates respect thereto, including any modifications or supplements thereto; (ii) the making, revising or withdrawing of any proposals to the Company andregarding the conduct of its business, corporate governance matters, corporate transactions or otherwise; (iii) seeking to control, advise, change or influence the management, directors, governing instruments, stockholders, policies or affairs of the Company and the solicitation of any proxies or consents in furtherance thereofconnection therewith; (iv) the conduct of any proxy contest, consent solicitation or similar actions involving the Company, including, without limitation, the Parties shall use their reasonable best efforts to consult engagement of any advisors with each other in connection with the following matters: respect thereto; (iv) the manner, form, content and timing of any communications with the Company or any of its other stockholders, whether written or oral, including (a) the selection of nominees to serve as directors of the Company, (b) making, revising, or withdrawing any proposals to other stockholders of the Company or to the Company, and (c) the conduct of any proxy contest, consent solicitation or similar actions in respect of the Company; (iivi) the manner, form, content and timing of any regulatory or public disclosures (including the filing of a Schedule 13D (or any amendment thereof))disclosures, public statements or other communications relating to the Company, the Company Securities, this agreement Agreement or the activities contemplated by this agreement Agreement (except that, if such disclosure, statement or communication is required by law, regulation or fund documentation applicable to a Party, such Party may make such required disclosure, statement or other communication without the agreement of the other PartyParties, provided that such Party has delivered provided prior notice thereof to the other PartyParties), ; (iiivii) any significant decisions in connection with the Company or the activities contemplated by this agreement, (iv) admission of any additional members to any group (within the meaning of Section 13 of the Securities Exchange Act of 1934, as amendedAct) with respect to the Company Securities that includes either Partyand including any of the Parties, whether formed by this agreement Agreement or otherwise, and ; (vviii) entering into any confidentialityagreement, extensionarrangement or understanding (whether or not in writing) with any third party in connection with the acquisition, settlementholding, cooperation, standstill voting or other similar disposition of Company Securities; (ix) entering into any settlement or cooperation agreement with the Company. The Parties retain full discretion ; (x) initiating a lawsuit or other legal action against the Company; and (xi) incurring any expenses in connection with respect to voting of their respective Company Securitiesthe activities delineated herein (collectively, the “Coordinated Activities”).

Coordinated Activities. From a. The following matters shall require the mutual agreement of the parties (which agreement shall not be unreasonably withheld, conditioned or delayed): (i) the selection and after nomination of individuals to serve as directors of the Effective Date, the Parties intend to coordinate their activities with each other as relates to the Company and, in furtherance thereof, the Parties shall use their reasonable best efforts to consult with each other Company; (ii) hiring professionals in connection with the following activities contemplated by and resulting from this Agreement (including, without limitation, any investment bankers, local counsel, proxy solicitors, public relations firms and private investigators), other than any professionals retained by the parties in connection with the activities contemplated hereby or resulting from this Agreement prior to the date hereof; (iii) making, revising or withdrawing of any proposals to the Company regarding the conduct of its business, corporate governance matters: , corporate transactions or otherwise; (iiv) seeking to control, advise, change or influence the management, directors, governing instruments, stockholders, policies or affairs of the Company; (v) the conduct of any proxy contest, proxy solicitation or similar actions involving the Company and its stockholders; (vi) the manner, form, content and timing of any communications with the Company or any of its other stockholders, whether written or oral, including (a) the selection of nominees to serve as directors of the Company, (b) making, revising, or withdrawing as well as any proposals to other stockholders of the Company or to the Company, and (c) the conduct of any proxy contest, consent solicitation or similar actions in respect of the Company; (ii) the manner, form, content and timing of any regulatory or public disclosures (including the filing of a Schedule 13D (or any amendment thereof))disclosures, public statements or other communications relating to the Company, the Company Securities, this agreement Agreement or the activities contemplated by this agreement Agreement (except provided that, if to the extent such disclosure, statement or communication is required by law, regulation or fund documentation applicable to a Partyparty, such Party party may make such required disclosure, statement or other communication without the agreement of the other Partyparty as long as such party, provided that such Party has delivered to the extent practicable and permitted by applicable law and regulation, provides prior notice thereof to the other Partyparty), ; (iiivii) any significant decisions in connection with the Company or the activities contemplated by this agreement, (iv) admission of any additional members to any the group (within the meaning of Section 13 of the Securities Exchange Act of 1934, as amendedAct) with respect to the Company Securities that includes either Party, whether formed by this agreement Agreement or otherwise, and or entering into any agreement, arrangement or understanding with, or determining to act in concert with, any person (vother than an affiliate) in connection with the holding, voting or disposition of Securities or the solicitation of proxies from stockholders of the Company; (viii) the conduct of any litigation in furtherance of the activities contemplated by or resulting from this Agreement; (ix) entering into any confidentiality, extension, settlement, cooperation, standstill or other similar agreement with the Company; and (x) engaging in any of the foregoing activities, directly or indirectly, including, without limitation, through or by any Covered Entities, other than pursuant to the terms of this Agreement. The Parties retain full discretion provisions of this Section 2(a) shall not restrict the parties’ ability to have private discussions with respect Company stockholders and research analysts as long as such discussions, to voting of their respective Company Securitiesthe extent they relate to the Company, are consistent with the actions and communications previously agreed to by the parties.

Coordinated Activities. From a. The following matters shall require the mutual agreement of the parties (which agreement shall not be unreasonably withheld, conditioned or delayed): (i) the selection and after nomination of individuals to serve as directors of the Effective Date, the Parties intend to coordinate their activities with each other as relates to the Company and, in furtherance thereof, the Parties shall use their reasonable best efforts to consult with each other Company; (ii) hiring of professionals in connection with the following activities contemplated by and resulting from this Agreement (including, without limitation, any investment bankers, local counsel, proxy solicitors, public relations firms, social media firms and private investigators), other than any professionals retained by the parties in connection with the activities contemplated hereby or resulting from this Agreement prior to the date hereof; (iii) making, revising or withdrawing of any proposals to the Company regarding the conduct of its business, corporate governance matters: , corporate transactions or otherwise; (iiv) seeking to control, advise, change or influence the management, directors, governing instruments, shareholders, policies or affairs of the Company; (v) the conduct of any proxy contest, proxy solicitation or similar actions involving the Company and its shareholders, including requisitioning a special meeting of Company shareholders; (vi) the manner, form, content and timing of any communications with the Company or any of its other stockholders, whether written or oral, including (a) the selection of nominees to serve as directors of the Company, (b) making, revising, or withdrawing as well as any proposals to other stockholders of the Company or to the Company, and (c) the conduct of any proxy contest, consent solicitation or similar actions in respect of the Company; (ii) the manner, form, content and timing of any regulatory or public disclosures (including the filing of a Schedule 13D (or any amendment thereof))disclosures, public statements or other communications relating to the Company, the Company Securities, this agreement Agreement or the activities contemplated by this agreement Agreement (except provided that, if to the extent such disclosure, statement or communication is required by law, regulation or fund documentation applicable to a Partyparty, such Party party may make such required disclosure, statement or other communication without the agreement of the other Partyparties as long as such party, provided that such Party has delivered to the extent practicable and permitted by applicable law and regulation, provides prior notice thereof to the other Partyparties), ; (iiivii) any significant decisions in connection with the Company or the activities contemplated by this agreement, (iv) admission of any additional members to any the group (within the meaning of Section 13 of the Securities Exchange Act of 1934, as amendedAct) with respect to the Company Securities that includes either Party, whether formed by this agreement Agreement or otherwise, or entering into any agreement, arrangement or understanding with, or determining to act in concert with, any person (other than an affiliate) in connection with the holding, voting or disposition of Securities or the solicitation of proxies from shareholders of the Company; (viii) the conduct and defense of any litigation in furtherance of the activities contemplated by or resulting from this Agreement; (vix) entering into any confidentiality, extension, settlement, cooperation, standstill or other similar agreement with the Company; and (x) engaging in any of the foregoing activities, directly or indirectly, including, without limitation, through or by any Covered Entities, other than pursuant to the terms of this Agreement. The Parties retain full discretion provisions of this Section 2(a) shall not restrict the parties’ ability to have private discussions with respect Company shareholders and research analysts as long as such discussions, to voting of their respective Company Securitiesthe extent they relate to the Company, are consistent with the actions and communications previously agreed to by the parties.

Coordinated Activities. From The following matters shall require the mutual agreement of the parties: (i) the selection and after nomination of individuals to serve as trustees of the Effective DateCompany; (ii) the making, the Parties intend to coordinate their activities with each other as relates revising or withdrawing of any proposals to the Company andregarding the conduct of its business, in furtherance thereofcorporate governance matters, corporate transactions or otherwise; (iii) seeking to control, advise, change or influence the management, trustees, governing instruments, stockholders, policies or affairs of the Company; (iv) the conduct of any proxy contest, consent solicitation or similar actions involving the Company, including, without limitation, the Parties shall use their reasonable best efforts to consult with each other in connection with the following matters: engagement of any advisors; (iv) the manner, form, content and timing of any communications with the Company or as well as any of its other stockholders, whether written or oral, including (a) the selection of nominees to serve as directors of the Company, (b) making, revising, or withdrawing any proposals to other stockholders of the Company or to the Company, and (c) the conduct of any proxy contest, consent solicitation or similar actions in respect of the Company; (ii) the manner, form, content and timing of any regulatory or public disclosures (including the filing of a Schedule 13D (or any amendment thereof))disclosures, public statements or other communications relating to the Company, the Company Securities, this agreement or the activities contemplated by this agreement (except that, if to the extent such disclosure, statement or communication disclosure is required by applicable law, regulation or fund documentation applicable to a Party, such Party may make such required disclosure, statement or other communication without documentation); (vi) the agreement admission of the other Party, provided that such Party has delivered prior notice thereof any additional members to the group formed by this agreement or otherwise, or entering into any agreement, arrangement or understanding with any person (other Party), (iiithan an affiliate) any significant decisions in connection with the holding, voting or disposition of Company Securities; (vii) the conduct of any litigation or investigation related to the Company or the activities contemplated by this agreement; and (vii) engaging in any of the foregoing activities, (iv) admission directly or indirectly, including, without limitation, through or by any Covered Entities, other than pursuant to this agreement. The parties shall cooperate and take all actions reasonably required in furtherance of any additional members actions agreed to be undertaken pursuant to this agreement, including, without limitation (A) voting or causing to be voted any group Company Securities beneficially owned by them and (within the meaning of Section 13 of the Securities Exchange Act of 1934, as amendedB) executing or causing to be executed one or more written consents or agency designations with respect to such Company Securities. For the Company Securities that includes either Partyavoidance of doubt, whether formed by this agreement or otherwise, and (v) entering into any confidentiality, extension, settlement, cooperation, standstill or other similar agreement with shall not restrict either party’s activities directed solely at a publically traded affiliate of the Company. The Parties retain full discretion with respect to voting of their respective Company Securities.

Coordinated Activities. From The following matters shall require the mutual agreement of the parties: (i) the selection and after nomination of individuals to serve as directors of the Effective DateCompany; (ii) the making, the Parties intend to coordinate their activities with each other as relates revising or withdrawing of any proposals to the Company andregarding the conduct of its business, in furtherance thereofcorporate governance matters, corporate transactions or otherwise; (iii) seeking to control, advise, change or influence the management, directors, governing instruments, stockholders, policies or affairs of the Company; (iv) the conduct of any proxy contest, consent solicitation or similar actions involving the Company, including, without limitation, the Parties shall use their reasonable best efforts to consult with each other in connection with the following matters: engagement of any advisors; (iv) the manner, form, content and timing of any communications with the Company or as well as any of its other stockholders, whether written or oral, including (a) the selection of nominees to serve as directors of the Company, (b) making, revising, or withdrawing any proposals to other stockholders of the Company or to the Company, and (c) the conduct of any proxy contest, consent solicitation or similar actions in respect of the Company; (ii) the manner, form, content and timing of any regulatory or public disclosures (including the filing of a Schedule 13D (or any amendment thereof))disclosures, public statements or other communications relating to the Company, the Company Securities, this agreement Agreement or the activities contemplated by this agreement Agreement (except that, if to the extent such disclosure, statement or communication disclosure is required by applicable law, regulation or fund documentation applicable to a Party, such Party may make such required disclosure, statement or other communication without documentation); (vi) the agreement admission of the other Party, provided that such Party has delivered prior notice thereof any additional members to the group formed by this Agreement or otherwise, or entering into any agreement, arrangement or understanding with any person (other Party), (iiithan a Covered Entity) any significant decisions in connection with the holding, voting or disposition of Company Securities; (vii) the conduct of any litigation or investigation related to the Company or the activities contemplated by this agreementAgreement; and (vii) engaging in any of the foregoing activities, (iv) admission directly or indirectly, including, without limitation, through or by any Covered Entities, other than pursuant to this Agreement. The parties shall cooperate and take all actions reasonably required in furtherance of any additional members actions agreed to be undertaken pursuant to this Agreement, including, without limitation (A) voting or causing to be voted any group Company Securities beneficially owned by them and (within the meaning of Section 13 of the Securities Exchange Act of 1934, as amendedB) executing or causing to be executed one or more written consents or agency designations with respect to the Company Securities that includes either Party, whether formed by this agreement or otherwise, and (v) entering into any confidentiality, extension, settlement, cooperation, standstill or other similar agreement with the Company. The Parties retain full discretion with respect to voting of their respective such Company Securities.