Following the Termination Date, Employee agrees to provide consulting services to Employer as reasonably requested by the Chief Executive Officer of Employer from time to time; provided that Employee and Employer agree that in no event will Employer require, nor will Employee perform, a level of services following the Termination Date that would result in Employee not having a “separation from service” (within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended) from Employer and its affiliates on the Termination Date. These services may include actively assisting with the preparation of Employer’s Form 10-Q, Form 10-K, 2017 proxy statement, and other reporting obligations under the Securities Exchange Act of 1934 for Employer’s current fiscal year, performing any transition and integration services related to Employer’s business and cooperating with Employer regarding any litigation initiated involving matters of which Employee has particular knowledge; provided however, such services will not extend beyond the scope or type of services that Employee provided to Employer up to the Termination Date and shall not include any work on any merger and acquisition activities (the “ Consulting Services ”). The Consulting Services will be performed at such times as are reasonably requested by Employer after reasonable consultation with Employee, and with as minimum amount of travel as possible. Employer and Employee agree that Employee shall not be required to perform any Consulting Services after January 31, 2017 (the “ Consulting Termination Date ”) and that Employee shall not be required to work more than 50 hours in any month prior to the Consulting Termination Date (with the expectation being that Employee’s actual hours each month will on average be less than 50 hours). Employee will be reimbursed for all reasonable expenses associated with the performance of the Consulting Services, but shall not be entitled to any separate consulting fee or other remuneration for the performance of the Consulting Services, as the parties agree that the consideration provided for under this Agreement is adequate compensation for the Consulting Services.