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Common use of Change in Board of Directors Clause in Contracts

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 715 contracts

Samples: Indemnification Agreement (Clarus Corp), Indemnification Agreement (Apimeds Pharmaceuticals US, Inc.), Indemnification Agreement (180 Life Sciences Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 583 contracts

Samples: Indemnification Agreement (Roman DBDR Acquisition Corp. II), Indemnification & Liability (Mountain Lake Acquisition Corp.), Director Indemnification Agreement (IGTA Merger Sub LTD)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 432 contracts

Samples: Indemnification Agreement (Tavia Acquisition Corp.), Indemnity Agreement (Range Capital Acquisition Corp.), Indemnification Agreement (GSR III Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 367 contracts

Samples: Indemnity Agreement (Six Flags Entertainment Corporation/New), Indemnity Agreement (Vsee Health, Inc.), Indemnification Agreement (Thunder Power Holdings, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 352 contracts

Samples: Indemnification & Liability (Plum Acquisition Corp, IV), Indemnification Agreement (Jackson Acquisition Co II), Indemnification & Liability (Jackson Acquisition Co II)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 194 contracts

Samples: Indemnity Agreement (Baird Medical Investment Holdings LTD), Indemnification & Liability (Future Health ESG Corp.), Indemnification Agreement (Pinstripes Holdings, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election appointment by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for appointment or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 92 contracts

Samples: Indemnification Agreement (SilverBox Corp III), Indemnification Agreement (SilverBox Corp III), Indemnification Agreement (SilverBox Engaged Corp II)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 72 contracts

Samples: Indemnification Agreement (Plutonian Acquisition Corp.), Indemnification & Liability (Plutonian Acquisition Corp.), Indemnification Agreement (RF Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereofof this Agreement, constitute the Company’s Board of Directors (the “Board”), and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved of this Agreement (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;.

Appears in 57 contracts

Samples: Indemnification Agreement (BiomX Inc.), Indemnification Agreement (BiomX Inc.), Indemnification Agreement (BiomX Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 43 contracts

Samples: Indemnification Agreement (Willow Lane Acquisition Corp.), Indemnification & Liability (Keen Vision Acquisition Corp.), Indemnification Agreement (Oak Woods Acquisition Corp)

Change in Board of Directors. Individuals who, as of the date hereofof this Agreement, constitute the Board, and any new director whose election appointment by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof of this Agreement or whose election for appointment or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 29 contracts

Samples: Indemnification Agreement (KnightSwan Acquisition Corp), Indemnification & Liability (KnightSwan Acquisition Corp), Indemnification Agreement (KnightSwan Acquisition Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose appointment or election by the Board or nomination for election by the Company’s stockholders was approved or recommended by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose appointment, election for or nomination for election was previously so approved or recommended by the directors referred to in this clause (b) (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 23 contracts

Samples: Indemnification Agreement (HireRight Holdings Corp), Indemnification Agreement (European Wax Center, Inc.), Indemnification Agreement (European Wax Center, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election appointment by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for appointment or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 17 contracts

Samples: Indemnification Agreement (Hawks Acquisition Corp), Indemnification Agreement (Hawks Acquisition Corp), Indemnification Agreement (Hawks Acquisition Corp)

Change in Board of Directors. Individuals The date on which the individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 15 contracts

Samples: Employment Agreement (UpHealth, Inc.), Employment Agreement (UpHealth, Inc.), Employment Agreement (UpHealth, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s 's stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the "Continuing Directors"), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 13 contracts

Samples: Indemnity Agreement (Parabellum Acquisition Corp.), Indemnification Agreement (Parabellum Acquisition Corp.), Indemnification Agreement (Parabellum Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two two- thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 12 contracts

Samples: Indemnification Agreement (Worldwide Webb Acquisition Corp.), Indemnification Agreement (Worldwide Webb Acquisition Corp.), Indemnification Agreement (ESM Acquisition Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election appointment by the Board or nomination for election appointment by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election appointment was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 11 contracts

Samples: Indemnity Agreement (Itiquira Acquisition Corp.), Indemnity Agreement (Itiquira Acquisition Corp.), Indemnification Agreement (Itiquira Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election appointment by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for appointment or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 10 contracts

Samples: Indemnification Agreement (Intrepid Acquisition Corp I), Indemnification & Liability (Revelstone Capital Acquisition Corp.), Indemnification Agreement (Cascadia Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;; (iii)

Appears in 10 contracts

Samples: Indemnification Agreement (LDH Growth Corp I), Indemnification & Liability (LDH Growth Corp I), Indemnification Agreement (LDH Growth Corp I)

Change in Board of Directors. Individuals who, as of the date hereofGrant Date, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof Grant Date or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 10 contracts

Samples: Restricted Stock Unit Award Agreement, Restricted Stock Unit Award Agreement, Performance Based Restricted Stock Unit Award Agreement (Mentor Graphics Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;Board;

Appears in 9 contracts

Samples: Indemnification Agreement (Black Spade Acquisition II Co), Indemnification Agreement (Black Spade Acquisition II Co), Indemnity Agreement (Black Spade Acquisition II Co)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;Board;

Appears in 9 contracts

Samples: Indemnity Agreement (Unifund Financial Technologies, Inc.), Indemnity Agreement (VMG Consumer Acquisition Corp.), Indemnification Agreement (VMG Consumer Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds (2/3) of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 7 contracts

Samples: Indemnity Agreement (dMY Squared Technology Group, Inc.), Indemnity Agreement (dMY Squared Technology Group, Inc.), Indemnity Agreement (dMY Squared Technology Group, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election appointment by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for appointment or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 7 contracts

Samples: Indemnification & Liability (Denali Capital Acquisition Corp.), Indemnification & Liability (Aimfinity Investment Corp. I), Indemnification & Liability (Denali Capital Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 6 contracts

Samples: Indemnification Agreement (Eureka Acquisition Corp), Indemnification Agreement (Eureka Acquisition Corp), Indemnification & Liability (Eureka Acquisition Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director subject to the provisions of the Articles, whose election appointment by the Board or nomination for election appointment by the Company’s stockholders shareholders, was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for appointment or nomination for election appointment was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 6 contracts

Samples: Indemnification Agreement (AP Acquisition Corp), Indemnity Agreement (AP Acquisition Corp), Indemnification Agreement (AP Acquisition Corp)

Change in Board of Directors. Individuals who, as of the date hereofof this Agreement, constitute the Company’s Board of Directors (the “Board”), and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved of this Agreement (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;.

Appears in 5 contracts

Samples: Indemnification Agreement (Getaround, Inc), Indemnification Agreement (Getaround, Inc), Indemnification Agreement (Mudrick Capital Management, L.P.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 5 contracts

Samples: Indemnification Agreement (Amc Entertainment Holdings, Inc.), Indemnification Agreement (Global Brass & Copper Holdings, Inc.), Indemnification Agreement (Intermedia Outdoor Holdings, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election appointment by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for appointment or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 4 contracts

Samples: Indemnification & Liability (FACT II Acquisition Corp.), Indemnification Agreement (SilverBox Corp IV), Indemnification Agreement (SilverBox Corp IV)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds (2/3) of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 4 contracts

Samples: Indemnity Agreement (Bullpen Parlay Acquisition Co), Indemnity Agreement (Bullpen Parlay Acquisition Co), Indemnity Agreement (Bullpen Parlay Acquisition Co)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director (other than a director designated by a person who has entered into an agreement with the Corporation to effect a Change in Control) whose election by the Board or nomination for election by the CompanyCorporation’s stockholders was approved by a vote of at least two thirds a majority of the directors then still in office who either were directors on at the date hereof beginning of the period or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 4 contracts

Samples: Indemnification Agreement (Resolute Forest Products Inc.), Indemnification Agreement (Resolute Forest Products Inc.), Indemnification Agreement (AbitibiBowater Inc.)

Change in Board of Directors. Individuals who, as of the date hereofof this Agreement, constitute the Company's Board of Directors (the "Board"), and any new director whose election by the Board or nomination for election by the Company’s 's stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved of this Agreement (collectively, the "Continuing Directors"), cease for any reason to constitute at least a majority of the members of the Board;.

Appears in 4 contracts

Samples: Indemnification Agreement (Sezzle Inc.), Indemnification Agreement (Unico American Corp), Independent Contractor Agreement (Elite Data Services, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved or pursuant to a Director Nomination Agreement (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 3 contracts

Samples: Employment Agreement (HMH Holdings (Delaware), Inc.), Employment Agreement (HMH Holdings (Delaware), Inc.), Indemnification Agreement (HMH Holdings (Delaware), Inc.)

Change in Board of Directors. Individuals who, as of the date hereofOption Date, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof Option Date or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 3 contracts

Samples: Stock Option Agreement, Stock Option Agreement (Mentor Graphics Corp), Stock Option Agreement (Mentor Graphics Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the CompanyCorporation’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 3 contracts

Samples: Investment Agreement (KORE Group Holdings, Inc.), Indemnification Agreement (ARYA Sciences Acquisition Corp IV), Indemnification Agreement (KORE Group Holdings, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 3 contracts

Samples: Indemnification Agreement (Integral Acquisition Corp 1), Indemnity Agreement (AMCI Acquisition Corp. II), Indemnification Agreement (Priveterra Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 3 contracts

Samples: Indemnity Agreement (Infrastructure & Energy Alternatives, Inc.), Indemnity Agreement (Medicines Co /De), Indemnity Agreement (Salix Pharmaceuticals LTD)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 3 contracts

Samples: Indemnification Agreement (Oaktree Acquisition Corp. III Life Sciences), Indemnification Agreement (Intelsat Global Holdings S.A.), Indemnification Agreement (Michael Kors Holdings LTD)

Change in Board of Directors. Individuals who, as of the date hereofEffective Date, constitute the Board, and any new director whose election by the Board or nomination for election by the CompanyCorporation’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof Effective Date or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 3 contracts

Samples: Severance Agreement (Mentor Graphics Corp), Severance Agreement (Mentor Graphics Corp), Severance Agreement (Mentor Graphics Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Indemnification Agreement (Lowes Companies Inc), Indemnification Agreement (Lowes Companies Inc)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved or who was otherwise nominated by THL or any of its affiliates (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Indemnification Agreement (Agiliti, Inc. \De), Indemnification Agreement (Federal Street Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the CompanyCorporation’s stockholders was approved by a vote of at least two thirds (2/3rd) of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Indemnity Agreement (Acxiom Corp), Indemnity Agreement (Acxiom Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election appointment by the Board or nomination for election appointment by the Company’s stockholders shareholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for appointment or nomination for election appointment was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Indemnification Agreement (Peridot Acquisition Corp. III), Indemnification Agreement (Peridot Acquisition Corp. III)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;Board;

Appears in 2 contracts

Samples: Indemnification Agreement (Terrapin 4 Acquisition Corp), Indemnification Agreement (Leisure Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the CompanyCorporation’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Indemnity Agreement (Alpha Healthcare Acquisition Corp Iii), Indemnity Agreement (Amicus Therapeutics, Inc.)

Change in Board of Directors. Individuals who, as of at the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Indemnification Agreement (Americas Technology Acquisition Corp.), Indemnification Agreement (Galileo Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereofof this Agreement, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved of this Agreement (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;.

Appears in 2 contracts

Samples: Indemnification Agreement (VictoryBase Corp), Indemnification Agreement (Wheels Up Experience Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders 's shareholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the "Continuing Directors"), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Indemnity Agreement (Waldencast Acquisition Corp.), Indemnity Agreement (Waldencast Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election appointment by the Board or nomination for election appointment by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for appointment on or nomination for election appointment was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Indemnification Agreement (Sculptor Acquisition Corp I), Indemnity Agreement (Sculptor Acquisition Corp I)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s Corporation's stockholders was approved by a vote of at least two thirds of the directors Directors then still in office who were directors Directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the "Continuing Directors"), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Officer Indemnification Agreement (SCOLR Pharma, Inc.), Director Indemnification Agreement (SCOLR Pharma, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s Corporation's stockholders was approved by a vote of at least two thirds (2/3rd) of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the "Continuing Directors"), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnity Agreement (Acxiom Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;; ​

Appears in 1 contract

Samples: Indemnity Agreement (Nu Ride Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;Board; ​

Appears in 1 contract

Samples: Indemnification Agreement (Everest Consolidator Acquisition Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors weredirectors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (FinTech Acquisition Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (CC Neuberger Principal Holdings II)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose appointment or election by the Board or nomination for election by the Company’s stockholders was approved or recommended by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose appointment, election for or nomination for election was previously so approved or recommended by the directors referred to in this clause (b) (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;; ​

Appears in 1 contract

Samples: Indemnification Agreement (Latham Group, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Baiya International Group Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders 's shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the "Continuing Directors"), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Hunter Maritime Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;; ​

Appears in 1 contract

Samples: Indemnity Agreement (ITHAX Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the BoardBoard at any time after the date hereof;

Appears in 1 contract

Samples: Indemnification Agreement (Medicis Pharmaceutical Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s 's stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the "Continuing Directors"), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnity Agreement (Cascade Acquisition Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved either (i) by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so (ii) approved by an ordinary resolution of the holders of the Class B ordinary shares of the Company (prior to the closing of an initial business combination) (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (TenX Keane Acquisition)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds fifths of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Colicity Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;; (c)

Appears in 1 contract

Samples: Indemnification Agreement (Waldencast Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereofof this Agreement, constitute the Board, and any new director whose appointment or election by the Board or nomination for election by the Company’s stockholders was approved or recommended by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof of this Agreement or whose appointment, election for or nomination for election was previously so approved or recommended by the directors referred to in this clause (b) (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Savers Value Village, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnity Agreement (TPB Acquisition Corp I)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds three fifths (3/5) of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Tivic Health Systems, Inc.)

Change in Board of Directors. Individuals who, as of the date hereofEffective Date, constitute the BoardBoard of Directors, and any new director whose election by the Board of Directors or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof Effective Date or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the BoardBoard of Directors;

Appears in 1 contract

Samples: Indemnification Agreement (Realty Income Corp)

Change in Board of Directors. Individuals who, as of the date hereofof this Agreement, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”)of this Agreement, cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Axonics Modulation Technologies, Inc.)

Change in Board of Directors. Individuals who, as of the date hereofEffective date, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof Effective Date or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), ) cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Kimco Realty OP, LLC)

Change in Board of Directors. Individuals who, as of the date hereofInitial Business Combination, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Cazador Acquisition Corp Ltd.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the CompanyParent’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”)approved, cease for any reason to constitute at least a majority of the members of the Board;.

Appears in 1 contract

Samples: Indemnification Agreement (Mercadolibre Inc)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (but excluding for this purpose any individual who becomes a director in settlement of an actual or threatened proxy contest) (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Sunlight Financial Holdings Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election appointment by the Board or nomination for election appointment by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for appointment or nomination for election appointment was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Excelsa Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose appointment or election by the Board or nomination for election by the Company’s 's stockholders was approved or recommended by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose appointment, election for or nomination for election was previously so approved or recommended by the directors referred to in this clause (b) (collectively, the "Continuing Directors"), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Separation Agreement (vTv Therapeutics Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the voting power of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Hemisphere Media Group, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the CompanyCorporation’s stockholders was approved by a vote of at least two thirds of the directors Directors then still in office who were directors Directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Director Indemnification Agreement (Infocus Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (TMT Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), ) cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Kimco Realty Corp)

Change in Board of Directors. Individuals who, as of the date hereofof this Agreement, constitute the Company’s Board of Directors (the “Board”), and any new director whose election appointment by the Board or nomination for election appointment by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved of this Agreement (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;.

Appears in 1 contract

Samples: Indemnification Agreement (Mynd.ai, Inc.)

Change in Board of Directors. Individuals who, as of the date hereofEffective Date, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof Effective Date or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Bitcoin Depot Inc.)