Common use of Board Designee Clause in Contracts

Board Designee. For a period of five years from the Effective Date, the Company will appoint a designee of EBC (reasonably acceptable to the Company) as a member of the Board of Directors of the Company. Such designee shall receive no more or less compensation than is paid to other non-management directors of the Company (excluding the Chairman of the Audit Committee) and shall be entitled to be reimbursed for all reasonable out-of-pocket expenses incurred in attending such meetings, including but not limited to food, lodging and transportation. To the extent permitted by law, the Company will agree to indemnify EBC and its designee for the actions of such designee as a director of the Company. In addition, the Company will obtain and maintain a liability insurance policy affording coverage for the acts of its officers and directors in an amount not less than $3,000,000 and will include EBC's designee as an insured under such policy. If EBC has not exercised its option to designate a member of the Company's Board of Directors, EBC shall have the right to send a representative (who need not be the same individual from meeting to meeting) to observe each meeting of the Board of Directors. The Company agrees to give EBC written notice of each such meeting and to provide EBC with an agenda and minutes of the meeting no later than it gives such notice and provides such items to the other directors, and reimburse the representative of EBC for its reasonable out-of-pocket expenses incurred in connection with its attendance at the meeting, including but not limited to, food, lodging and transportation and any fees paid to the directors for attending such meeting.

Board Designee. For a period of not less than five years from the -------------- Effective Date, the Company will appoint recommend and use its best efforts to elect a designee of EBC (reasonably acceptable to the Company) Representative, at the option of the Representative, either as a member of or a non-voting advisor to the Board of Directors of the Company. Such designee designee, if elected or appointed, shall attend meetings of the Board and receive no more or less compensation than is paid to other non-management directors of the Company (excluding the Chairman of the Audit Committee) and shall be entitled to be reimbursed receive reimbursement for all reasonable out-of-pocket expenses costs incurred in attending such meetings, including including, but not limited to to, food, lodging and transportationtransporta tion. To the extent permitted by law, the Company will agree to indemnify EBC the Representative and its designee for the actions of such designee as a director of the Company. In addition, the event the Company will obtain and maintain maintains a liability insurance policy affording coverage for the acts of its officers and directors in an amount not less than $3,000,000 directors, it will, if possible, include each of the Representative and will include EBC's its designee as an insured under such policy. If EBC has the Representative does not exercised exercise its option to designate a member of the Company's Board of Directors, EBC the Representative shall nevertheless have the right to send a representative (who need not be the same individual from meeting to meeting) to observe each meeting of the Board of Directors. The Company agrees to give EBC the Representative written notice of each such meeting and to provide EBC the Representative with an agenda and minutes of the meeting no later than it gives such notice and provides such items to the other directors, and reimburse the representative of EBC for its reasonable out-of-pocket expenses incurred in connection with its attendance at the meeting, including but not limited to, food, lodging and transportation and any fees paid to the directors for attending such meeting.

Board Designee. For a period of five years from the Effective Date, the Company will appoint a designee of EBC the Underwriter (reasonably acceptable to the Company) as a member of the Board of Directors of the Company. Such designee shall receive no more or less compensation than is paid to other non-management directors of the Company (excluding the Chairman of the Audit Committee) and shall be entitled to be reimbursed for all reasonable out-of-pocket expenses incurred in attending such meetings, including but not limited to food, lodging and transportation. To the extent permitted by law, the Company will agree to indemnify EBC the Underwriter and its designee for the actions of such designee as a director of the Company. In addition, the Company will obtain and maintain a liability insurance policy affording coverage for the acts of its officers and directors in an amount not less than $3,000,000 and will include EBCthe Underwriter's designee as an insured under such policy. If EBC Regardless of whether the Underwriter has not exercised its option to designate a member of the Company's Board of Directors, EBC the Underwriter shall nevertheless have the right to send a representative (who need not be the same individual from meeting to meeting) to observe each meeting of the Board of Directors. The Company agrees to give EBC the Underwriter written notice of each such meeting and to provide EBC the Underwriter with an agenda and minutes of the meeting no later than it gives such notice and provides such items to the other directors, and reimburse the representative of EBC the Underwriter for its reasonable out-of-pocket expenses incurred in connection with its attendance at the meeting, including but not limited to, food, lodging and transportation and any fees paid to the directors for attending such meeting.

Board Designee. For a period of five not less than three years from the Effective Date, the Company will appoint recommend and use its best efforts to elect a designee of EBC (reasonably acceptable to the Company) Representatives, at the option of the Representatives, either as a member of or a non-voting advisor to the Board of Directors of the Company. Such designee designee, if elected or appointed, shall attend meetings of the Board and receive no more or less compensation than is paid to other non-management directors of the Company (excluding the Chairman of the Audit Committee) and shall be entitled to be reimbursed receive reimbursement for all reasonable out-of-pocket expenses costs incurred in attending such meetings, including including, but not limited to to, food, lodging and transportation. To the extent permitted by law, the Company will agree to indemnify EBC the Representatives and its their designee for the actions of such designee as a director of the Company. In addition, the event the Company will obtain and maintain maintains a liability insurance policy affording coverage for the acts of its officers and directors in an amount not less than $3,000,000 directors, it will, if possible, include each of the Representatives and will include EBC's their designee as an insured under such policy. If EBC has the Representatives do not exercised its exercise their option to designate a member of the Company's Board of Directors, EBC the Representatives shall nevertheless have the right to send a representative (who need not be the same individual from meeting to meeting) to observe each meeting of the Board of Directors. The Company agrees to give EBC the Representatives written notice of each such meeting and to provide EBC the Representatives with an agenda and minutes of the meeting no later than it gives such notice and provides such items to the other directors, and reimburse the representative of EBC for its reasonable out-of-pocket expenses incurred in connection with its attendance at the meeting, including but not limited to, food, lodging and transportation and any fees paid to the directors for attending such meeting.