To the extent requested by the Company and at mutually agreeable times and upon reasonable notice from the Company, Executive agrees to assist the Company in the prosecution or defense of any threatened or pending litigation, administrative proceeding, or government investigation in which the Company or any of its affiliates is a party and which concerns matters arising during the term of Executive’s employment by the Company, including but not limited to providing requested information, reviewing documents or other information concerning Executive’s employment with the Company (but not any claims arising under this Agreement), participating in telephonic and/or in-person meetings and preparing materials to assist with such actual or threatened legal action. The Company will use commercially reasonable efforts to arrange such cooperation so as not to unreasonably interfere with Executive’s subsequent employment or business ventures or academic pursuits, including to the extent practical scheduling such cooperation outside of business hours at Executive’s request. Executive agrees to maintain the confidentiality of any information that Executive learns in the course of providing the foregoing cooperation. Executive further agrees to use reasonable efforts to promptly notify the Company’s General Counsel by phone and electronic mail, in the event Executive is contacted by anyone regarding any pending or threatened litigation, administrative proceeding, or government investigation in which the Company is involved in any manner. The Company agrees to reimburse Executive for any reasonable out-of-pocket costs and expenses associated with such cooperation.