(ii) form, join or in any way participate in any group (within the meaning of Section 13(d)(3) of the Exchange Act) with respect to any securities of the Company (other than a group that includes all or some of the persons identified on Exhibit A, but does not include any other entities or persons not identified on Exhibit A as of the date hereof (any such person, a Third Party)); provided, however, that nothing herein shall limit the ability of an Affiliate of 180 Degree to join the group following the execution of this Agreement, so long as any such Affiliate agrees to be bound by the terms and conditions of this Agreement;
(iii) agree, attempt, seek or propose to deposit any securities of the Company in any voting trust or similar arrangement, or subject any securities of the Company to any arrangement or agreement with respect to the voting thereof, other than any such voting trust, arrangement or agreement solely among 180 Degree, Affiliates or Associates of 180 Degree and otherwise in accordance with this Agreement;
(iv) (A) nominate or recommend for nomination any person for election at any annual or special meeting of stockholders held during the Standstill Period, directly or indirectly, (B) submit any proposal for consideration at, or bring any other business before, any annual or special meeting of stockholders held during the Standstill Period, directly or indirectly, or (C) initiate, encourage or participate in any withhold or similar campaign with respect to the any annual or special meeting of stockholders held during the Standstill Period, directly or indirectly.
(v) seek, or encourage any person, to submit nominations in furtherance of a contested solicitation for the election or removal of directors with respect to the Company or seek, encourage or take any other action with respect to the election or removal of any directors;
(vi) with respect to the Company or the Common Stock, make any communication or announcement (other than in the ordinary course of its business on a confidential basis to their investors) stating how its shares of Common Stock will be voted, or the reasons therefor or otherwise communicate pursuant to Rule 14a-1(l)(2)(iv) under the Exchange Act; provided that the foregoing shall not apply to any disclosure required to be made by 180 Degree pursuant to applicable federal or state law, rule or regulation;
(vii) effect or seek to effect, offer or propose to effect, cause or participate in, or assist or facilitate any other person to effect or seek, offer or propose to effect or participate in, any tender or exchange offer, merger, acquisition, recapitalization, restructuring, disposition, distribution, spin-off, asset sale, joint venture or other business combination involving the Company or any of its Affiliates (each, an Extraordinary Transaction), or make any public statement or public disclosure regarding any intent, purpose, plan or proposal with respect to the Board, the Company, its management, policies or affairs or any of its securities or assets (including with respect to an Extraordinary Transaction) or this Agreement, that is inconsistent with the provisions of this Agreement, including any intent, purpose, plan or proposal that is conditioned on, or would require waiver, amendment, nullification or invalidation of, any provision of this Agreement or take any action that could require the Company to make any public disclosure relating to any such intent, purpose, plan, proposal or condition;