VIEX Capital Advisors, LLC Sample Contracts

NOMINATION AND STANDSTILL AGREEMENT
Nomination and Standstill Agreement • March 6th, 2015 • Vertex Capital Advisors, LLC • Special industry machinery, nec • Delaware

This Nomination and Standstill Agreement, dated March 5, 2015 (this “Agreement”), is by and among Axcelis Technologies, Inc. (the “Company”) and the entities and natural persons listed on Exhibit A hereto and their respective Affiliates (collectively, “Vertex”) (each of the Company and Vertex, a “Party” to this Agreement, and collectively, the “Parties”).

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VOTING AGREEMENT
Voting Agreement • August 4th, 2017 • VIEX Capital Advisors, LLC • Communications equipment, nec • New York

This VOTING AGREEMENT (this “Agreement”), is dated as of August 2, 2017, by and between SIERRA WIRELESS, INC., a Canadian corporation (“Parent”), and the individuals and entities listed on Annex A (collectively, “Shareholder”).

JOINT FILING AGREEMENT
Joint Filing Agreement • May 11th, 2018 • VIEX Capital Advisors, LLC • Computer peripheral equipment, nec

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the shares of Common Stock, $0.001 par value per share, of Immersion Corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

JOINT FILING AGREEMENT
Joint Filing Agreement • November 12th, 2014 • Vertex Capital Advisors, LLC • Computer peripheral equipment, nec

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, no par value, of Radisys Corporation, an Oregon corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

JOINT FILING AGREEMENT
Joint Filing Agreement • June 22nd, 2021 • VIEX Capital Advisors, LLC • Radio & tv broadcasting & communications equipment

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of common stock, $0.01 par value per share, of KVH Industries, Inc., a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

VIEX OPPORTUNITIES FUND, LP – SERIES ONE 825 Third Avenue, 33rd Floor New York, NY 10022
VIEX Capital Advisors, LLC • June 7th, 2016 • Computer storage devices

Thank you for agreeing to serve as a nominee for election to the Board of Directors of Quantum Corporation (the "Company") in connection with the proxy solicitation being considered by VIEX Opportunities Fund, LP – Series One ("VIEX") and certain of its affiliates to nominate and elect directors at the Company's 2016 annual meeting of stockholders, or any other meeting of stockholders held in lieu thereof and any adjournments, postponements, reschedulings or continuations thereof (the "Solicitation"). Your outstanding qualifications, we believe, will prove a valuable asset to the Company and all of its stockholders. This letter ("Agreement") will set forth the terms of our agreement.

JOINT FILING AGREEMENT
Joint Filing Agreement • June 25th, 2015 • Vertex Capital Advisors, LLC • Miscellaneous electrical machinery, equipment & supplies

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, without par value, of Electro Scientific Industries, Inc. an Oregon corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

JOINT FILING AND SOLICITATION AGREEMENT
Joint Filing and Solicitation Agreement • March 29th, 2016 • VIEX Capital Advisors, LLC • Services-computer processing & data preparation

WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of Support.com, Inc., a Delaware corporation (the “Company”);

JOINT FILING AGREEMENT
Joint Filing Agreement • April 7th, 2016 • VIEX Capital Advisors, LLC • Semiconductors & related devices

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, no par value per share, of EMCORE Corporation, a New Jersey corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

AMENDMENT NO. 1 TO JOINT FILING AND SOLICITATION AGREEMENT
Joint Filing and Solicitation Agreement • March 18th, 2015 • Vertex Capital Advisors, LLC • Semiconductors & related devices

WHEREAS, Vertex Opportunities Fund, LP, a Delaware limited partnership (the “Partnership”), Vertex GP, LLC, a Delaware limited liability company, Vertex Special Opportunities Fund IV, LLC, a Delaware limited liability company, Vertex Capital Advisors, LLC, a Delaware limited liability company, Eric Singer, Stephen L. Domenik and Nicholas Mitsakos are parties to that certain Joint Filing and Solicitation Agreement dated March 17, 2015 (the “Agreement”) with respect to GSI Technology, Inc., a Delaware corporation (the “Company”);

JOINT FILING AGREEMENT
Joint Filing Agreement • December 30th, 2019 • VIEX Capital Advisors, LLC • Retail-eating places

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $0.001 par value, of Red Robin Gourmet Burgers, Inc., a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

JOINT FILING AND SOLICITATION AGREEMENT
Joint Filing and Solicitation Agreement • December 7th, 2017 • VIEX Capital Advisors, LLC • Computer peripheral equipment, nec

WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of Immersion Corporation, a Delaware corporation (the “Company”);

GROUP AGREEMENT
Group Agreement • February 17th, 2021 • VIEX Capital Advisors, LLC • Services-computer processing & data preparation

WHEREAS, VIEX Opportunities Fund, LP – Series One, VIEX Opportunities Fund, LP – Series Two, VIEX GP, LLC, VIEX Capital Advisors, LLC and Eric Singer (collectively, “VIEX”); Osmium Partners, LLC, Osmium Capital, LP, Osmium Capital II, LP, Osmium Spartan, LP, Osmium Diamond, LP and John H. Lewis (collectively, “Osmium”); and Oak Investment Partners XI, Limited Partnership, Oak Associates XI, LLC, Oak Investment Partners XII, Limited Partnership, Oak Associates XII, LLC, Oak Management Corporation, Bandel L. Carano, Edward F. Glassmeyer, Fredric W. Harman, Ann H. Lamont and Grace A. Ames (collectively, “Oak” and, together with VIEX and Osmium, the “Group”) wish to form the Group for the purpose of working together to enhance stockholder value at the Company, including seeking representation on the Board of Directors of the Company (the “Board”) at the 2021 annual meeting of stockholders of the Company (including any other meeting of stockholders held in lieu thereof, and any adjournments

JOINT FILING AGREEMENT
Joint Filing Agreement • March 3rd, 2017 • VIEX Capital Advisors, LLC • Computer storage devices

The undersigned hereby agree that the statement on Schedule 13D with respect to the Common Stock, $0.01 par value, of Quantum Corporation, a Delaware corporation, dated as of March 3, 2017 is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.

JOINT FILING AGREEMENT
Joint Filing Agreement • November 20th, 2018 • VIEX Capital Advisors, LLC • Services-computer programming services

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $0.00015 par value, of PDF Solutions, Inc., a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

A10 Networks, Inc. San Jose, CA 95134
VIEX Capital Advisors, LLC • November 21st, 2019 • Computer communications equipment • Delaware

This letter (this “Agreement”) amends and restates that certain letter agreement dated as of July 26, 2019 between (a) A10 Networks, Inc. (“Company”) and (b) VIEX Capital Advisors, LLC (“VIEX”) and each of the other related Persons (as defined below) set forth on the signature pages to this Agreement (collectively with VIEX, the “VIEX Group”). The VIEX Group and each of its Affiliates (as defined below) and Associates (as defined below) are collectively referred to as the “Investors.” Company and the VIEX Group are collectively the “Parties.”

JOINT FILING AGREEMENT
Joint Filing Agreement • October 11th, 2017 • VIEX Capital Advisors, LLC • Heating equipment, except electric & warm air furnaces

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $0.01 par value, of Babcock & Wilcox Enterprises, Inc., a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

JOINT FILING AND SOLICITATION AGREEMENT
Joint Filing and Solicitation Agreement • March 17th, 2015 • Vertex Capital Advisors, LLC • Semiconductors & related devices

WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of GSI Technology, Inc., a Delaware corporation (the “Company”);

JOINT FILING AGREEMENT
Joint Filing Agreement • March 29th, 2019 • VIEX Capital Advisors, LLC • Computer peripheral equipment, nec

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G filed March 29, 2019 (including amendments thereto) with respect to the Common Stock of Immersion Corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

JOINT FILING AGREEMENT
Joint Filing Agreement • November 13th, 2018 • VIEX Capital Advisors, LLC • Services-computer programming services

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G filed November 13, 2018 (including amendments thereto) with respect to the Common Stock of RealNetwork, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

JOINT FILING AGREEMENT
Joint Filing Agreement • December 2nd, 2016 • VIEX Capital Advisors, LLC • Miscellaneous electrical machinery, equipment & supplies

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $0.10 par value per share, of Maxwell Technologies, Inc., a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

JOINT FILING AGREEMENT
Joint Filing Agreement • June 29th, 2016 • VIEX Capital Advisors, LLC • Computer peripheral equipment, nec

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $0.001 par value, of Immersion Corporation, a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

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JOINT FILING AGREEMENT
Joint Filing Agreement • July 20th, 2017 • VIEX Capital Advisors, LLC • Services-computer integrated systems design

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $0.01 par value, of Mattersight Corporation, a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

JOINT FILING AND SOLICITATION AGREEMENT
Joint Filing and Solicitation Agreement • March 4th, 2016 • VIEX Capital Advisors, LLC • Services-advertising agencies

WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of YuMe, Inc., a Delaware corporation (the “Company”);

JOINT FILING AGREEMENT
Joint Filing Agreement • June 30th, 2022 • VIEX Capital Advisors, LLC • Computer communications equipment

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G filed June 30, 2022 (including amendments thereto) with respect to the Common Stock of Allot Ltd. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

GROUP AGREEMENT
Group Agreement • April 12th, 2021 • VIEX Capital Advisors, LLC • Radio & tv broadcasting & communications equipment • New York

WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of KVH Industries, Inc., a Delaware corporation (the “Company”);

JOINT FILING AGREEMENT
Joint Filing Agreement • June 4th, 2019 • VIEX Capital Advisors, LLC • Retail-food stores

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G filed June 4, 2019 (including amendments thereto) with respect to the Common Stock of Vitamin Shoppe, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

JOINT FILING AGREEMENT
Joint Filing Agreement • February 6th, 2017 • VIEX Capital Advisors, LLC • Computer storage devices

The undersigned hereby agree that the statement on Schedule 13D with respect to the Common Stock, $0.01 par value, of Quantum Corporation, a Delaware corporation, dated as of February 6, 2017 is, and any further amendments thereto signed by each of the undersigned shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.

JOINT FILING AGREEMENT
Joint Filing Agreement • December 4th, 2020 • VIEX Capital Advisors, LLC • Semiconductors & related devices

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G filed December 4, 2020 (including amendments thereto) with respect to the Common Stock of EMCORE Corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

JOINT FILING AND SOLICITATION AGREEMENT
Joint Filing and Solicitation Agreement • February 9th, 2015 • Vertex Capital Advisors, LLC • Special industry machinery, nec

WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of Axcelis Technologies, Inc., a Delaware corporation (the “Company”);

JOINT FILING AGREEMENT
Joint Filing Agreement • May 6th, 2019 • VIEX Capital Advisors, LLC • Semiconductors & related devices

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G filed May 6, 2019 (including amendments thereto) with respect to the Common Stock of EMCORE Corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

JOINT FILING AGREEMENT
Joint Filing Agreement • June 4th, 2019 • VIEX Capital Advisors, LLC • Computer peripheral equipment, nec

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $0.001 par value, of Immersion Corporation, a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

JOINT FILING AGREEMENT
Joint Filing Agreement • March 6th, 2015 • Vertex Capital Advisors, LLC • Special industry machinery, nec

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of Amendment No. 2 to the Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $0.001 par value, of Axcelis Technologies, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

JOINT FILING AND SOLICITATION AGREEMENT
Joint Filing and Solicitation Agreement • December 28th, 2016 • VIEX Capital Advisors, LLC • Computer peripheral equipment, nec

WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of Immersion Corporation, a Delaware corporation (the “Company”);

JOINT FILING AGREEMENT
Joint Filing Agreement • August 23rd, 2017 • VIEX Capital Advisors, LLC • Computer peripheral equipment, nec

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, no par value, of Radisys Corporation, a Delaware corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

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