Common use of Coordinated Activities Clause in Contracts

Coordinated Activities. Dominion will take the lead on all activities related to the parties’ pursuit of representation on the Board of Directors of the Company (the “Board”) including: (i) the making, revising or withdrawing of any proposals to the Company regarding the conduct of its business, corporate governance matters, corporate transactions or otherwise; (ii) the conduct or settlement of any proxy contest, consent solicitation or similar actions involving the Company; (iii) the manner, form, content and timing of any communications with the Company as well as any public disclosures, public statements or other public communications, in each case relating to the Company, this Agreement or the activities contemplated by this Agreement (except to the extent such disclosure by AIMF and/or Lorient is required by a regulatory filing, but subject to Section 4 below); and (iv) the conduct of any litigation or investigation related to the Company or the activities contemplated by this Agreement so long as, in each case, AIMF or Lorient is not a party thereto; provided, however, that Dominion will not enter into any settlement or other agreement with the Company or its Board or the pursuit of a corporate transaction involving the Company without the consent of AIMF or Lorient. Dominion covenants and agrees to consult with AIMF and Lorient with respect to the form, content and timing of any communications with the Company or the taking of any of the other actions set forth in the foregoing sentence. Neither Dominion nor AIMF nor Lorient will enter into any agreement, arrangement or understanding with any other person in connection with the holding, voting or disposition of Securities; provided that notwithstanding the foregoing Dominion may enter into any such agreement, arrangement or understanding with its affiliates. Each of AIMF and Lorient covenants and agrees to cooperate with Dominion in connection with the activities contemplated by this Section 1.

Coordinated Activities. Dominion Management Company will take the lead on all activities related to the parties’ pursuit of representation on the Board of Directors of the Company (the “Board”) including: (i) the selection of individuals to serve as directors of the Company; provided, that, (x) if requested by S, Management Company will include the three potential designees previously suggested by S, subject to the completion of due diligence, including background checks and entry, if appropriate, into customary nomination agreements, and (y) Management Company will designate the remaining designees subject to the reasonable review of, including a review of background checks by, S; provided, that Management Company will consider additional designee suggestions from S; (ii) the making, revising or withdrawing of any proposals to the Company regarding the conduct of its business, corporate governance mattersmatters (other than the designation of nominees for election to the Board), corporate transactions or otherwise; (iiiii) the conduct or settlement of any proxy contest, consent solicitation or similar actions involving the CompanyCompany (other than the designation of nominees for election to the Board); (iiiiv) the manner, form, content and timing of any communications with the Company as well as any public disclosures, public statements or other public communications, in each case relating to the Company, this Agreement agreement or the activities contemplated by this Agreement agreement (except to the extent such disclosure by AIMF and/or Lorient S is required by a regulatory filing, but subject to Section 4 below); and (ivv) the conduct of any litigation or investigation related to the Company or the activities contemplated by this Agreement agreement so long as, in each case, AIMF or Lorient S is not a party thereto; provided, however, that Dominion Management Company will not enter into any settlement or other agreement with the Company or its Board involving the governance of the Company (including board composition) or the pursuit of a corporate transaction involving the Company without the consent of AIMF S, unless the settlement or Lorientagreement includes the addition to the Company Board of directors designated by each party that are reasonably acceptable to both parties hereto. Dominion Management Company covenants and agrees to consult with AIMF and Lorient S with respect to the form, content and timing of any communications with the Company or the taking of any of the other actions set forth in the foregoing sentence. Neither Dominion Management Company nor AIMF nor Lorient S will enter into any agreement, arrangement or understanding with any other person in connection with the holding, voting or disposition of SecuritiesCapital Stock; provided that notwithstanding the foregoing Dominion Management Company may enter into any such agreement, arrangement or understanding with its affiliates. Each of AIMF and Lorient S covenants and agrees to cooperate with Dominion Management Company in connection with the activities contemplated by this Section 1.

Coordinated Activities. Dominion will take From and after the lead on all Effective Date, the Parties intend to coordinate their activities related with each other as such activities relate to the parties’ pursuit of representation on Company. In furtherance thereof, the Board of Directors of Parties will use their respective reasonable best efforts to consult with each other in connection with the Company (the “Board”) includingfollowing matters: (i) the making, revising or withdrawing of any proposals to the Company regarding the conduct of its business, corporate governance matters, corporate transactions or otherwise; (ii) the conduct or settlement of any proxy contest, consent solicitation or similar actions involving the Company; (iiia) the manner, form, content and timing of any communications with the Company or any of its other stockholders, whether written or oral, including (i) the selection of nominees to serve as well as directors of the Company; (ii) making, revising, or withdrawing any proposals to other stockholders of the Company or to the Company; and (iii) the conduct of any proxy contest, consent solicitation, call of a special meeting of stockholders or similar actions in respect of the Company; (b) the manner, form, content and timing of any regulatory or public disclosuresdisclosures (including the filing of a Schedule 13D (or any amendment thereof)), public statements or other public communications, in each case communications relating to the Company, the Securities, this Agreement or the activities contemplated by this Agreement (except to the extent that if such disclosure by AIMF and/or Lorient disclosure, statement or communication is required by law, regulation or fund documentation applicable to a regulatory filingParty, such Party may make such required disclosure, statement or other communication without the agreement of the other Parties, but subject only if such Party has delivered prior notice thereof to Section 4 belowthe other Parties); and (ivc) the conduct of any litigation or investigation related to significant decisions in connection with the Company or the activities contemplated by this Agreement; (d) admission of any additional members to any group (within the meaning of Section 13 of the Exchange Act) with respect to the Securities that includes any Party, whether formed by this Agreement so long as, in each case, AIMF or Lorient is not a party theretootherwise; provided, however, that Dominion will not enter and (e) entering into any settlement confidentiality, extension, settlement, cooperation, standstill or other similar agreement with the Company Company. Each Party agrees to vote or consent its Board applicable Securities in favor of any person nominated by the Parties for election to the Company’s board of directors. It is understood and agreed that none of the Concord Persons, the Leonite Persons or the pursuit Camac Persons will acquire more than five percent of a corporate transaction involving the then-outstanding common stock of the Company without the prior consent of AIMF or Lorient. Dominion covenants the Concord Person and agrees to consult with AIMF and Lorient with respect to the form, content and timing of any communications with the Company or the taking of any of the other actions set forth in the foregoing sentence. Neither Dominion nor AIMF nor Lorient will enter into any agreement, arrangement or understanding with any other person in connection with the holding, voting or disposition of Securities; provided that notwithstanding the foregoing Dominion may enter into any such agreement, arrangement or understanding with its affiliates. Each of AIMF and Lorient covenants and agrees to cooperate with Dominion in connection with the activities contemplated by this Section 1Leonite Persons.