Board Elections From First Sell Down Date to Second Sell Down Date Sample Clauses

Board Elections From First Sell Down Date to Second Sell Down Date. (a) The Company shall cause, and the Sponsoring Stockholder shall use its commercially reasonable efforts to cause, the number of members (each, a “Director”) of the Board of Directors (the “Board”) (i) to be reduced or increased, as the case may be, to nine Directors effective immediately following the first Director Election after the First Sell Down Date, and (ii) to remain at such size until the first Director Election following the Third Sell Down Date. (b) From and after the First Sell Down Date until the Third Sell Down Date, the Company shall cause, and the Sponsoring Stockholder shall use its commercially reasonable efforts to cause, the Chief Executive Officer of the Company to be appointed as a director to the Board and to be nominated for election at each Director Election. (c) From and after the First Sell Down Date until the Second Sell Down Date, at each Director Election, the Sponsoring Stockholder shall be entitled to designate three nominees for election to the Board (each, a “Sponsor Nominee”). The Company shall use its best efforts to cause such Sponsor Nominees to be elected as Directors. The Board shall designate five nominees, each of whom satisfy the definition of Independent Director with respect to the remaining vacancies.