Common use of 2018 Annual Meeting Clause in Contracts

2018 Annual Meeting. The Company agrees that it shall take all actions as are necessary (including, without limitation, calling a special meeting of the Board to approve all actions contemplated hereby), effective immediately following the execution of this Agreement, to (i) cause the Board to increase the size of its membership from six (6) to eight (8) members; and (ii) appoint each of the New Directors to the Board for a term expiring at the 2018 Annual Meeting and until each of their respective successors is duly elected and qualified. The Company also agrees that it shall take all action as is necessary (including, without limitation, calling a special meeting of the Board to approve all actions contemplated hereby), to cause the slate of eight (8) nominees recommended by the Board and standing for election at the 2018 Annual Meeting to include (x) the following six (6) incumbent members of the Board: Xxxxxxxx X. Xxxxx, Xxxxxx X. Xxxxx, Xx., Xxxxx X. Xxxx, Xxxxx X. Xxx, Xxxxx X. Xxxx, and Xxxxx Xxxxxxxxx (the “Incumbent Slate”) and (y) the two (2) New Directors (collectively, with the Incumbent Slate, the “2018 Nominees”), such that a total of eight (8) directors are to be elected at the 2018 Annual Meeting. The Company specifically agrees to: (i) nominate each of the 2018 Nominees for election at the 2018 Annual Meeting as a director of the Company with a term expiring at the 2019 Annual Meeting and until each of their respective successors is duly elected and qualified; (ii) recommend to the Company’s stockholders each of the 2018 Nominees for election as directors of the Company at the 2018 Annual Meeting with a term expiring at the 2019 Annual Meeting and until each of their respective successors is duly elected and qualified; (iii) cause the Company to support, and solicit proxies for, the election of each of the New Directors in substantially the same manner as the Company supports and solicits proxies for the election of each of the members of the Incumbent Slate at the 2018 Annual Meeting; and (iv) cause all proxies received by the Company that provide stockholders with the opportunity to vote for all of the 2018 Nominees to be voted at the 2018 Annual Meeting in the manner specified by such proxies.

2018 Annual Meeting. The Company agrees that it shall take all actions as are necessary (including, without limitation, calling a special meeting of the Board to approve all actions contemplated hereby), effective immediately following the execution of this Agreement, to (i) cause the Board to increase the size of its membership from six seven (67) to eight nine (8) 9) members; and (ii) appoint each of the New Directors to the Board for with a term expiring at the 2018 Annual Meeting and until each of their respective successors is are duly elected and qualified. The Company also agrees that it shall take all action as is necessary (including, without limitation, calling a special meeting of the Board to approve all actions contemplated hereby), to cause the slate of eight five (8) 5) nominees recommended by the Board and standing for election at the 2018 Annual Meeting to include (x) the following six any three (63) incumbent members of the Board: Xxxxxxxx X. Xxxxx, Xxxxxx X. Xxxxx, Xx., Xxxxx X. Xxxx, Xxxxx X. Xxx, Xxxxx X. Xxxx, and Xxxxx Xxxxxxxxx Board who are on the Board prior to the execution of this Agreement (the “Incumbent Slate”) ), provided that the Incumbent Slate shall be selected by the members of the Board who are on the Board prior to the execution of this Agreement, and (y) the two (2) New Directors (collectively, with the Incumbent Slate, the “2018 Nominees”), such that a total of eight five (8) 5) directors are to be elected at the 2018 Annual Meeting. The Company specifically agrees to: (i) nominate each of the 2018 Nominees for election at the 2018 Annual Meeting as a director of the Company with a term expiring at the Company’s 2019 Annual Meeting of Shareholders (the “2019 Annual Meeting”) and until each of their respective successors is are duly elected and qualified; (ii) recommend to the Company’s stockholders shareholders each of the 2018 Nominees for election as directors of the Company at the 2018 Annual Meeting with a term expiring at the 2019 Annual Meeting and until each of their respective successors is duly elected and qualifiedMeeting; (iii) cause the Company to support, and solicit proxies for, the election of each of the New Directors in substantially the same manner as the Company supports and solicits proxies for the election of each of the members of the Incumbent Slate at the 2018 Annual Meeting; and (iv) cause all proxies received by the Company that provide stockholders shareholders with the opportunity to vote for all of the 2018 Nominees to be voted at the 2018 Annual Meeting in the manner specified by such proxies. The Company agrees to convene the 2018 Annual Meeting no later than Friday, June 22, 2018.