Exhibit (g)(8)
EFiled: Nov 23 2011 2:34PM EST Transaction ID 41048293 Case No. 7038-VCG | ||||
IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN RE INTERCLICK, INC. | ) CONSOLIDATED | |
SHAREHOLDERS LITIGATION | ) C.A. No. 7038-VCG |
STIPULATED SCHEDULING ORDER REGARDING EXPEDITED PROCEEDINGS
WHEREAS, on November 17, 2011, plaintiff Ronald Whaley (“Whaley”) moved for the entry of an order expediting certain proceedings inWhaley v. Brauser,C.A. No. 7038-VCG (the “Whaley Action”);
WHEREAS, on November 17, 2011, plaintiff Whaley moved for the entry of an order enjoining preliminarily defendants from taking any action to consummate the transaction in which Interclick, Inc. (“Interclick” or the “Company”) will be acquired by Yahoo! Inc. for approximately $270 million in cash by means of a first-step tender offer, followed by a short-form merger to cash out any Interclick shareholders who do not tender;
WHEREAS, the parties have discussed and come to an agreement regarding the schedule for expedited proceedings and the presentation of the Preliminary Injunction Motion on the terms set forth herein;
IT IS HEREBY STIPULATED AND AGREED, by and among the parties, through their undersigned counsel, subject to the approval of the Court, that the following schedule shall govern the presentation of the Preliminary Injunction Motion:
1. Defendants will undertake good faith efforts to commence their production of documents immediately, which will be conducted on a rolling basis. Defendants shall undertake good faith efforts to complete such production, subject to their objections, no later than November 26, 2011, at 5:00 p.m. (EST).
2. Depositions shall commence on or after November 28, 2011, and shall be completed on or before November 30, 2011. The parties shall work together in good faith on the scheduling of depositions. Notwithstanding any other provision of this Order, any party may depose any person whose affidavit is to be offered at the Preliminary Injunction hearing at any time (including after any otherwise applicable close of discovery) on short notice and in a manner designed to make the deponent’s testimony available for use at the Preliminary Injunction hearing (including through the use of draft or “rush” deposition transcripts).
3. The briefing schedule with respect to the Preliminary Injunction Motion is as follows:
(a) Plaintiffs shall file and serve their Opening Brief and supporting papers by no later than December 1, 2011, at 5:00 p.m. (EST);
(b) Defendants shall file and serve their Answering Brief(s) and supporting papers by no later than December 4, 2011, at 5:00 p.m. (EST); and
(c) Plaintiffs shall file and serve their Reply and supporting papers by no later than December 5, at 11:59 p.m. (EST)
4. A hearing on the Preliminary Injunction Motion shall commence on December 7, 2011, at 10:00 a.m. (EST), in Wilmington, Delaware.
5. With the exception of the deadlines set forth in paragraphs 3(c) and 4 herein, the parties may modify the schedule as set forth herein by agreement, provided, however, that they must promptly notify the Court of any such changes.
November 23, 2011 | RIGRODSKY & LONG, P.A. | |||
/s/ Gina M. Serra | ||||
Seth D. Rigrodsky (#3147) | ||||
Brian D. Long (#4347) | ||||
Gina M. Serra (#5387) | ||||
919 N. Market Street, Suite 980 | ||||
OF COUNSEL: | Wilmington, DE 19801 | |||
(302) 295-5310 | ||||
GLANCY BINKOW & GOLDBERG LLP | ||||
Lionel Z. Glancy | Attorneys for Plaintiffs | |||
Michael Goldberg | ||||
Louis Boyarsky | ||||
1801 Avenue of the Stars, Suite 311 | ||||
Los Angeles, CA 90067 | ||||
(310) 201-9150 | ||||
HARWOOD FEFFER LLP | ||||
Robert I. Harwood | ||||
488 Madison Avenue | ||||
New York, NY 10022 | ||||
(212) 935-7400 | ||||
November 23, 2011 | GREENBERG TRAURIG LLP | |||
/s/ Joseph B. Cicero | ||||
| ||||
Joseph B.Cicero (#4388) | ||||
The Nemours Building | ||||
1007 North Orange Street | ||||
Suite 1200 | ||||
Wilmington, DE 19801 | ||||
(302) 661-7000 | ||||
Attorneys for Defendants interclick, inc., Michael | ||||
Brauser, Michael Katz, Frank Cotroneo, Brett | ||||
Cravatt, Dave Hills, Barry Honig, Michael | ||||
Mathews, and Bill Wise |
November 23, 2011 | YOUNG CONAWAY STARGATT & TAYLOR, LLP | |||
/s/ Elena C. Norman | ||||
Bruce L. Silverstein (#2495) | ||||
Elena C. Norman (#4780) | ||||
The Brandywine Building | ||||
OF COUNSEL: | 1000 West Street, 17th Floor | |||
P.O. Box 391 | ||||
MORRISON FOERSTER | Wilmington, DE 19899 | |||
Jordan Eth | (302) 571-6600 | |||
Anna White | ||||
425 Market Street | Attorneys for Defendants Yahoo! Inc. and | |||
San Francisco, CA 94105 | Innsbruck Acquisition Corp. | |||
(415) 268-7000 |
IT IS SO ORDERED this 23rdday of November, 2011.
Vice Chancellor |