breached this Section 6, neither it nor any of its agents, subsidiaries, Affiliates, successors, assigns, officers, key employees or directors will in any way publicly disparage, call into disrepute, defame, slander or otherwise criticize the other Party or the other Partys subsidiaries, Affiliates, successors, assigns, officers (including any current officer of a Party or a Partys subsidiaries who no longer serves in such capacity following the Effective Date), directors (including any current director of a Party or a Partys subsidiaries who no longer serves in such capacity following the Effective Date), employees, stockholders, agents, attorneys or representatives, or any of their products or services, in any manner that would damage the business or reputation of such other Party, its products or services or its subsidiaries, Affiliates, successors, assigns, officers (or former officers), directors (or former directors), employees, stockholders, agents, attorneys or representatives. For the avoidance of doubt, any materials publicly released by either Party prior to the date of this Agreement will not be deemed to be in breach of this provision.
The Company will reimburse NB for its reasonable, documented out-of-pocket fees and expenses (including outside expenses for legal, consulting, proxy solicitation, and custom research expenses) paid or payable to third parties as of the Effective Date in connection with the matters related to the 2019 Annual Meeting and the negotiation and execution of this Agreement, provided that such reimbursement will not exceed $925,000 in the aggregate to NB as a whole.
During the Standstill Period, the Company will allow NB to participate in investor events, management meetings with investors, and investor roadshows, whether hosted by the Company or by third parties (to the extent the Company has control over the invitee list), consistent with what is given to other firms with investments in the Company of a similar size.
9. Specific Performance.
NB, on the one hand, and the Company, on the other hand, acknowledge and agree that irreparable injury to the other Party would occur if any of the provisions of this Agreement were not performed in accordance with their specific terms or were otherwise breached and that such injury would not be adequately compensable by the remedies available at law (including the payment of money damages). The Parties accordingly agree that NB, on the one hand, and the Company, on the other hand (as applicable, Moving Party), will each be entitled to specific enforcement of, and injunctive relief to prevent any violation of, the terms of this Agreement and the other Party will not take action, directly or indirectly, in opposition to such relief sought by the Moving Party on the ground that any other remedy or relief is available at law or in equity. This Section 9 is not the exclusive remedy for any violation of this Agreement.