Common use of Certain Governance Matters Clause in Contracts

Certain Governance Matters. (a) Water Pik and ATI intend that until the third annual meeting of stockholders of Water Pik held following the Distribution Date, at least a majority of the members of the Board of Directors of Water Pik will at all times consist of persons who are also members of the Board of Directors of ATI. The initial members of the Board of Directors of Water Pik and the respective initial Classes of the Board in which they will serve are as follows: Class I: Charxxx X. Xxxxxxx, Xx. Jamex X. Xxxx Class II: Michxxx X. Xxxxxx Willxxx X. Xxxxx Class III: Robexx X. Xxxxxxx (Xxairman) W. Craix XxXxxxxxxx (b) Water Pik will, with respect to the first annual meeting of stockholders of Water Pik held following the Distribution Date, nominate for election and recommend to stockholders the election of Charxxx X. Xxxxxxx, Xx. xxx Jamex X. Xxxx (xx, if either such candidate is unable or unwilling to serve, such other candidate as Messrs. Bozzxxx xxx McClxxxxxx xx the survivor of them shall designate) to serve as a continuing Class I directors of Water Pik. (c) Water Pik shall take such action from time to time as ATI requests in order to assure that, until the third annual meeting of stockholders of Water Pik following the Distribution Date, at least a majority of the members of the Board of Directors of Water Pik will at all times consist of persons who are also members of the Board of Directors of ATI. Without limiting the generality of the foregoing, if for any reason (including death, resignation or disqualification) there are no directors of Water Pik who are also directors of ATI, Water Pik will immediately take all action requested by ATI to appoint to the Board of Directors of Water Pik such members of the Board of Directors of ATI as ATI shall designate.

Certain Governance Matters. (a) Water Pik Teledyne Technologies and ATI intend that until the third annual meeting of stockholders of Water Pik Teledyne Technologies held following the Distribution Date, at least a majority of the members of the Board of Directors of Water Pik Teledyne Technologies will at all times consist of persons who are also members of the Board of Directors of ATI. The initial members of the Board of Directors of Water Pik Teledyne Technologies and the respective initial Classes of the Board in which they will serve are as follows: : Class I: Charxxx Thomxx X. Xxxxxxx, Xx. Jamex Xxxxxxxx (Xxairman) Dianx X. Xxxx Xxxxx C. Fred Xxxxxxxxx Class II: Michxxx Paul X. Xxxxxx Willxxx X. Xxxxx Xxxxxxxxxxx Robexx Xxxxxxxxx Class III: Robexx X. Xxxxxxx (Xxairman) W. Craix XxXxxxxxxxFranx X. Xxxxxxx Charxxx X. Xxxxxxx, Xx. (b) Water Pik Teledyne Technologies will, with respect to the first annual meeting of stockholders of Water Pik Teledyne Technologies held following the Distribution Date, nominate for election and recommend to stockholders the election of Charxxx Thomxx X. XxxxxxxXxxxxxxx, Xx. Xxanx X. Xxxxx xxx Jamex X. Xxxx C. Fred Xxxxxxxxx (xx, if either any such candidate is unable or unwilling to serve, such other candidate as Messrs. Bozzxxx Bozzxxx, Xxhoxxx xxx McClxxxxxx Queexxx xx the survivor of them shall designate) to serve as a continuing Class I directors director of Water PikTeledyne Technologies. (c) Water Pik Teledyne Technologies shall take such action from time to time as ATI requests in order to assure that, until the third annual meeting of stockholders of Water Pik Teledyne Technologies following the Distribution Date, at least a majority of the members of the Board of Directors of Water Pik Teledyne Technologies will at all times consist of persons who are also members of the Board of Directors of ATI. Without limiting the generality of the foregoing, if for any reason (including death, resignation or disqualification) there are no directors of Water Pik Teledyne Technologies who are also directors of ATI, Water Pik Teledyne Technologies will immediately take all action requested by ATI to appoint to the Board of Directors of Water Pik Teledyne Technologies such members of the Board of Directors of ATI as ATI shall designate.

Certain Governance Matters. (a) Water Pik and ATI intend that until the third annual meeting of stockholders of Water Pik held following the Distribution Date, at least a majority of the members of the Board of Directors of Water Pik will at all times consist of persons who are also members of the Board of Directors of ATI. The initial members of the Board of Directors of Water Pik and the respective initial Classes of the Board in which they will serve are as follows: Class I: Charxxx Willxxx X. Xxxxxxx, Xx. Jamex X. Xxxx Xxxxx Class II: Michxxx X. Xxxxxx Willxxx X. Xxxxx Class III: Robexx X. Xxxxxxx (Xxairman) W. Craix XxXxxxxxxx (b) Water Pik will, with respect to the first annual meeting of stockholders of Water Pik held following the Distribution Date, nominate for election and recommend to stockholders the election of Charxxx Willxxx X. Xxxxxxx, Xx. xxx Jamex X. Xxxx Xxxxx (xx, if either such candidate he is unable or unwilling to serve, such other candidate as Messrs. Bozzxxx xxx McClxxxxxx xx the their survivor of them shall designate) to serve as a continuing Class I directors director of Water Pik. (c) Water Pik shall take such action from time to time as ATI requests in order to assure that, until the third annual meeting of stockholders of Water Pik following the Distribution Date, at least a majority of the members of the Board of Directors of Water Pik will at all times consist of persons who are also members of the Board of Directors of ATI. Without limiting the generality of the foregoing, if for any reason (including death, resignation or disqualification) there are no directors of Water Pik who are also directors of ATI, Water Pik will immediately take all action requested by ATI to appoint to the Board of Directors of Water Pik such members of the Board of Directors of ATI as ATI shall designate.

Certain Governance Matters. (a) Water Pik and ATI intend that until the third annual meeting of stockholders of Water Pik held following the Distribution Date, at least a majority of the members of the Board of Directors of Water Pik will at all times consist of persons who are also members of the Board of Directors of ATI. The initial members of the Board of Directors of Water Pik and the respective initial Classes of the Board in which they will serve are as follows: Class I: Charxxx X. Xxxxxxx, Xx. Jamex X. Xxxx Class II: Michxxx X. Xxxxxx Willxxx X. Xxxxx Class III: Robexx X. Xxxxxxx (Xxairman) W. Craix XxXxxxxxxx (b) Water Pik will, with respect to the first annual meeting of stockholders of Water Pik held following the Distribution Date, nominate for election and recommend to stockholders the election of Charxxx X. Xxxxxxx, Xx. xxx Jamex X. Xxxx (xx, if either such candidate is unable or unwilling to serve, such other candidate as Messrs. Bozzxxx Bozzxxx, XxClxxxxxx xxx McClxxxxxx Ouchx xx the survivor of them shall designate) to serve as a continuing Class I directors of Water Pik. (c) Water Pik shall take such action from time to time as ATI requests in order to assure that, until the third annual meeting of stockholders of Water Pik following the Distribution Date, at least a majority of the members of the Board of Directors of Water Pik will at all times consist of persons who are also members of the Board of Directors of ATI. Without limiting the generality of the foregoing, if for any reason (including death, resignation or disqualification) there are no directors of Water Pik who are also directors of ATI, Water Pik will immediately take all action requested by ATI to appoint to the Board of Directors of Water Pik such members of the Board of Directors of ATI as ATI shall designate.