Cooperation. The Parties agree that certain matters in which Employee will be involved during Employee’s employment with Company may necessitate Employee’s cooperation in the future. Accordingly, following Employee’s termination of employment for any reason, to the extent reasonably requested by the Company and provided that advanced notice is given and is coordinated to the extent possible with Employee, Employee shall cooperate with the Company in connection with internal investigations, third party investigations, investigations by governmental agencies, claims made by third parties, litigation, arbitration, meditation and all other matters related to the Company, in which Employee has personal knowledge; provided that, Company shall make reasonable efforts to minimize disruption of Employee’s personal and professional activities. Company shall reimburse Employee for reasonable expenses incurred in connection with such cooperation (e.g., airfare, lodging, rental car, mileage, meals, etc.).

Cooperation. The Parties agreeFrom and after the termination of Employee’s services for the Company, Employee agrees, upon the Company’s request, to reasonably cooperate in any investigation, litigation, arbitration or regulatory proceeding regarding events that certain matters in whichoccurred during the time that Employee is retained by the Company or its affiliates. Employee will be involved during Employee’make himself reasonably available to consult with Company’s employment withcounsel, to provide information and to appear to give testimony. The Company may necessitate Employee’s cooperation in the future. Accordingly, following Employee’s termination of employment for any reason,will, to the extent reasonably requestedpermitted by the Company and provided that advanced notice is given and is coordinated to the extent possible with Employee, Employee shall cooperate with the Company in connection with internal investigations, third party investigations, investigations by governmental agencies, claims made by third parties, litigation, arbitration, meditation and all other matters related to the Company, in which Employee has personal knowledge; provided that, Company shall make reasonable efforts to minimize disruption of Employee’s personal and professional activities. Company shalllaw, reimburse Employee for any reasonable out-of-pocket expenses incurredthat Employee incurs in connectionextending such cooperation, so long as the Employee provides the Company with such cooperation (e.g., airfare, lodging, rental car, mileage, meals, etc.).advance written notice of Employee’s request for reimbursement and provides satisfactory documentation of the expenses.

Cooperation. The Parties agree that certainSubject to paragraph 5, Employee agrees to cooperate with Company and its attorneys, both during and after the termination of Employee’s employment, in connection with any litigation or other proceeding arising out of or relating to matters inof which Employee will bewas involved duringprior to the termination of Employee’s employment with Company may necessitateemployment. Employee’s cooperation shall include, without limitation, providing assistance to Company's counsel, experts and consultants, and providing truthful testimony in pretrial and trial or hearing proceedings. In the future. Accordingly, followingevent that Employee’s cooperation is requested after the termination of employment for any reason,Employee’s employment, Company will # seek to minimize interruptions to Employee’s schedule to the extent reasonably requested byconsistent with its interests in the Companymatter; and provided that advanced notice is given and is coordinated to the extent possible with Employee, Employee shall cooperate with the Company in connection with internal investigations, third party investigations, investigations by governmental agencies, claims made by third parties, litigation, arbitration, meditation and all other matters related to the Company, in which Employee has personal knowledge; provided that, Company shall make reasonable efforts to minimize disruption of Employee’s personal and professional activities. Company shall# reimburse Employee for all reasonable and appropriate out-of-pocket expenses actually incurred by Employee in connection with such cooperation (e.g., airfare, lodging, rental car, mileage, meals, etc.).upon reasonable substantiation of such expenses.

Cooperation. The Partiesparties agree that certain matters in which Employee willas a result of Employee’s duties and activities during his employment, Employee’s reasonable availability may be involved during Employee’s employmentnecessary for the Company to meaningfully respond to or address actual or threatened litigation, or government inquiries or investigations, or required filings with Company may necessitate Employee’s cooperation instate, federal or foreign agencies (hereinafter “Company Matters”). Upon request of the future. Accordingly,Company, and at any point following Employee’s terminationdate of employment for any reason,Separation from Service, Employee will make himself available to the extent reasonably requestedCompany for reasonable periods not inconsistent with his future employment, if any, by the Companyother Entities and provided that advanced notice is given and is coordinated to the extent possible with Employee, Employee shallwill cooperate with the Company’s agents and attorneys as reasonably required by such Company in connection with internal investigations, third party investigations, investigations by governmental agencies, claims made by third parties, litigation, arbitration, meditation and all other matters related to the Company, in which Employee has personal knowledge; provided that,Matters. The Company shall make reasonable efforts to minimize disruption of Employee’s personal and professional activities. Company shallwill reimburse Employee for any reasonable out-of-pocket expenses incurred in connectionassociated with providing such cooperation (e.g., airfare, lodging, rental car, mileage, meals, etc.).cooperation.

Cooperation With Investigations and Litigation. Employee will be involved during Employee’agrees, upon the Company’s employment with Company may necessitate Employee’s cooperation in the future. Accordingly, following Employee’s termination of employment for any reason,advance request, to the extent reasonably requested by the Company and provided that advanced notice is given and is coordinated to the extent possible with Employee, Employee shall cooperate with the Company in connectionany investigation, litigation, arbitration or regulatory proceeding regarding events that occurred during Employee’s tenure with internal investigations, third party investigations, investigations by governmental agencies, claims made by third parties, litigation, arbitration, meditationthe Company or its affiliate, including making himself or herself reasonably available to consult with Company’s counsel, to provide information and all other matters related to the Company,give testimony; it being understood that such cooperation will, if feasible, be scheduled in whichcoordination with Employee has personal knowledge; provided that, Company shall make reasonable efforts to minimize disruption ofsuch that it not unreasonably interfere with Employee’s then current business, employment and personal and professional activities.commitments. Company shallwill reimburse Employee for reasonable out-of-pocket expenses Employee incurs in extending such cooperation (including his legal fees and expenses incurred if the Company and Employee agree in connection withgood faith that he needs to retain independent counsel in order to provide such cooperation (e.g.cooperation), airfare, lodging, rental car, mileage, meals, etc.).so long as Employee provides advance written notice (if reasonably feasible under the then prevailing circumstances) of Employee’s request for reimbursement and provides satisfactory documentation of the expenses. Nothing in this section is intended to, and shall not, restrict or limit the Employee from exercising his or her protected rights in [Section 2] hereof or restrict or limit the Employee from providing truthful information in response to a subpoena, other legal process or valid governmental inquiry.