Common use of Board Nominations Clause in Contracts

Board Nominations. 4.1 In the event the Investor, together with its Affiliates, holds directly or indirectly 5% or more, but less than 12%, of the Outstanding Shares of LBI, LBI shall use its reasonable best efforts to cause the Board to take all required action to make (a) the appointment by the Board in accordance with article 15.2 of the Articles and (b) the binding nomination by the Board in accordance with article 12.3 of the Articles for the appointment of non-executive members of the Board, each in such a way that at least one of the non-executive members of the Board shall be a person nominated by the Investor. 4.2 In the event the Investor, together with its Affiliates, holds directly or indirectly 12% or more, but less than 18%, of the Outstanding Shares of LBI, LBI shall use its reasonable best efforts to cause the Board to take all required action to make (a) the appointments by the Board in accordance with article 15.2 of the Articles and (b) the binding nominations by the Board in accordance with article 12.3 of the Articles for the appointment of non-executive members of the Board, each in such a way that at least two of the non-executive members of the Board shall be persons nominated by the Investor. 4.3 In the event the Investor, together with its Affiliates, holds directly or indirectly 18% or more of the Outstanding Shares of LBI, LBI shall use its reasonable best efforts to cause the Board to take all required action to make (a) the appointments by the Board in accordance with article 15.2 of the Articles and (b) the binding nominations by the Board in accordance with article 12.3 of the Articles for the appointment of non-executive members of the Board, each in such a way that at least three of the non-executive members of the Board shall be persons nominated by the Investor. 4.4 In the event that the Investor has become entitled to nominate one or more persons pursuant to Clause 4.1(a), 4.2(a) or 4.3(a), and no general meeting at which the appointment of such nominee(s) (notwithstanding an appointment of such nominee(s) by the Board pursuant to article 15.2 of the Articles) could be voted upon is scheduled to take place within 180 days after the right to nominate arises, the Investor may request LBI to convene a general meeting to allow for the appointment of such nominee within such period. If the Investor so requests, LBI shall use its reasonable best efforts to cause, at the shortest period of time reasonably possible, a general meeting to be convened at which the relevant nominee or nominees can be appointed pursuant to a binding nomination in accordance with article 12.3

Board Nominations. 4.1 In (a) The Company agrees that, with respect to any annual meeting or special meeting of stockholders of the event Company at which directors are to be elected to the InvestorBoard (such meeting, together with its Affiliatesany other annual meeting or special meeting of stockholders or any action by written consent of stockholders, holds directly or indirectly 5each a “Stockholder Meeting”), the Company shall: (i) at any time Investor Anchor Beneficially Owns greater than 25.0% or moreof the then-outstanding shares of Common Stock (the “25% Threshold”), designate for nomination three Investor Nominees who are Acceptable Persons to the Board; provided that, one such Investor Nominee shall be an Independent Director; (ii) at any time Investor Anchor Beneficially Owns greater than 17.5% of the then-outstanding shares of Common Stock (the “17.5% Threshold”) but less than 12%or equal to the 25% Threshold, designate for nomination two Investor Nominees who are Acceptable Persons to the Board; and (iii) at any time Investor Anchor Beneficially Owns greater than 5.0% of the Outstanding Shares then-outstanding shares of LBICommon Stock (the “5% Threshold”) but less than or equal to the 17.5% Threshold, LBI designate for nomination one Investor Nominee who is an Acceptable Person to the Board. (b) [Reserved.] (c) From the Closing until the date on which Investor Anchor Beneficially Owns fewer than 5% of the then-outstanding shares of Common Stock (such date, the “Board Designation Expiration Date”), the Company shall use its reasonable best efforts take all Necessary Actions to cause the Board to take all required action reflect the Board composition contemplated by Section 3.1 and Section 3.2, including the following: (i) at or prior to make each Stockholder Meeting, (aA) include any Investor Nominees designated by Investor pursuant to Section 3.1 and Section 3.2(a) in the appointment slate of nominees recommended by the Board in accordance with article 15.2 to the Company’s stockholders for election as directors, (B) solicit proxies seeking to obtain stockholder approval of the Articles election of the Investor Nominees, including causing officers of the Company who hold proxies (unless otherwise directed by the Company stockholder submitting such proxy) to vote such proxies in favor of the election of such Investor Nominees, in each case of clauses (A) and (bB) to the binding nomination extent (x) Investor has complied in all material respects with Section 3.4, (y) Investor is entitled to designate such Investor Nominees pursuant to Section 3.1 and Section 3.2(a), and (z) permitted by applicable Law, and (ii) to take all Necessary Actions to cause the Board in accordance with article 12.3 of the Articles for the appointment of non-executive members of Investor Nominees to be elected to the Board, each including by recommending that the Company’s stockholders vote in such a way that at least one favor of the non-executive members Investor Nominees in any proxy statement used by the Company to solicit the vote of its stockholders in connection with each Stockholder Meeting, including such Investor Nominees in the Company’s proxy statement and in the Company’s slate of nominees for directors for such Stockholder Meeting and otherwise supporting any such Investor Nominees, in each case, in a manner no less rigorous and favorable than the manner in which the Company supports its other nominees. (d) Notwithstanding anything to the contrary contained herein, neither the Company nor the Board shall be a person under any obligation to nominate or appoint to the Board, or solicit votes for, any Person that (i) is not an Acceptable Person, or (ii) to the extent such Person is nominated by the Investor. 4.2 In the event the InvestorInvestor as an Independent Director pursuant to this Section 3.2, together with its Affiliates, holds directly or indirectly 12% or more, but less than 18%, of the Outstanding Shares of LBI, LBI shall use its reasonable best efforts any such Person that is not an Independent Director. If at any time following an Investor Nominee’s appointment to cause the Board to take all required action to make (a) the appointments by the Board in accordance with article 15.2 of the Articles and (b) the binding nominations by the Board in accordance with article 12.3 of the Articles for the appointment of non-executive members of the Board, each in such a way that at least two any of the non-executive members events specified in clause (i) or (ii) of the Board immediately preceding sentence occurs, then Investor shall be persons nominated cause such Investor Nominee to promptly resign from the Board. Without limiting the rights of Investor under this Article III, Investor shall consult in good faith with the chairman of the Governance and Sustainability Committee regarding the Company’s efforts to maintain an overall board composition, including in respect of any minority groups, that complies with any best practices or guidelines contained in the Company Governance Guidelines or issued by the Investorproxy advisor firms of recognized national standing (e.g. Glass Lewis & Co., LLC and Institutional Shareholder Services Inc.). 4.3 In the event the Investor, together with its Affiliates, holds directly or indirectly 18% or more of the Outstanding Shares of LBI, LBI shall use its reasonable best efforts to cause the Board to take all required action to make (ae) the appointments by the Board in accordance with article 15.2 of the Articles and (b) the binding nominations by the Board in accordance with article 12.3 of the Articles for the appointment of non-executive members of the Board, each in such a way that at least three of the non-executive members of the Board shall be persons nominated by the Investor. 4.4 In the event that the Company amends its certificate of incorporation to provide that the Board shall be classified into separate classes of directors, then proper provision shall be made such that the designees of Investor shall be distributed as evenly as possible among such classes of directors in order to preserve the designation rights of the Investor in accordance with this Section 3.2. (f) If the Company increases the size of the Board such that the Board has become greater than eleven directors and Investor Anchor continues to Beneficially Owns shares of Common Stock equal to or greater than the 25% Threshold, the number of Investor Nominees that Investor shall be entitled to nominate one or more persons designate pursuant to Clause 4.1(a), 4.2(aSection 3.2(a)(i) or 4.3(a), and no general meeting at which shall be increased to the appointment of such nominee(s) (notwithstanding an appointment of such nominee(s) by the Board pursuant to article 15.2 minimum extent necessary so that Investor Nominees constitute more than 25% of the Articles) could be voted upon is scheduled to take place within 180 days after total number of directors on the right to nominate arisesBoard; provided, that the Investor may request LBI to convene a general meeting to allow for the appointment of such nominee within such period. If the Investor so requests, LBI Company shall use its commercially reasonable best efforts to cause, at appoint any additional Investor Nominees that Investor shall be entitled to designate as a result of this Section 3.2(f) simultaneously with the shortest period Board size expansion and concurrently with the Company’s appointment of time reasonably possible, a general meeting any other director to be convened at which the relevant nominee or nominees can be appointed pursuant to a binding nomination in accordance with article 12.3Board.