COOPERATION AGREEMENTCooperation Agreement • March 16th, 2018 • SPS Commerce Inc • Services-prepackaged software • Delaware
Contract Type FiledMarch 16th, 2018 Company Industry JurisdictionThis COOPERATION AGREEMENT (this “Agreement”), dated as of March 16, 2018, is made and entered into by and among SPS Commerce, Inc., a Delaware corporation (the “Company”); Legion Partners Holdings, LLC, a Delaware limited liability company (“Legion Partners”), and each of the other persons and entities set forth on Exhibit A hereto (collectively with Legion Partners and together with any other Affiliates of Legion Partners who are or hereafter become beneficial owners of any shares of Common Stock, the “Legion Investors”); and Ancora Advisors, LLC, a Nevada limited liability company (“Ancora Advisors”), and each of the other persons and entities set forth on Exhibit B hereto (collectively with Ancora Advisors and together with any other Affiliates of Ancora Advisors who are or hereafter become beneficial owners of any shares of Common Stock, the “Ancora Investors”). The Legion Investors and the Ancora Investors are collectively referred to as the “Investor Group,” with each member of