Change in Board of Directors. During any period of two (2) consecutive years (not including any period prior to the execution of this Agreement), individuals who at the beginning of such period constitute the Board (together with any new directors whose election to the Board or whose nomination for election by the stockholders of the Company was approved by a vote of a majority of the directors then still in office who were either directors at the beginning of such period or whose election or nomination for election was previously so approved) cease for any reason to constitute at least a majority of the members of the Board;
Appears in 12 contracts
Samples: Indemnification Agreement (Pzena Investment Management, Inc.), Indemnification Agreement (Pzena Investment Management, Inc.), Indemnification Agreement (Pzena Investment Management, Inc.)
Change in Board of Directors. During any period of two (2) consecutive years (not including any period prior to the execution of this Agreement)) individuals who, individuals who as at the beginning of such period period, constitute the Board (together with Board, and any new directors director whose election to appointment by the Board or whose nomination for election by the Company’s stockholders of the Company was approved by a vote of a majority at least two-thirds of the directors then still in office who were either directors at on the beginning of such period date hereof or whose election appointment or nomination for election was previously so approved) , cease for any reason to constitute at least a majority of the members of the Board;
Appears in 11 contracts
Samples: Indemnification & Liability (Skillsoft Corp.), Indemnification & Liability (ATI Physical Therapy, Inc.), Indemnification Agreement (Skillsoft Corp.)
Change in Board of Directors. During any period of two (2) consecutive years (not including any period prior to the execution of this Agreement)12 months, individuals who at the beginning of such period constitute the Board (together with Board, and any new directors director whose election to by the Board or whose nomination for election by the stockholders of the Company Corporation’s shareholders was approved by a vote of at least a majority of the directors then still in office who either were either directors at the beginning of such the period or whose election or nomination for election was previously so approved) , cease for any reason to constitute at least a majority of the members of the Board;
Appears in 5 contracts
Samples: Executive Employment Agreement, Executive Employment Agreement (Hi Tech Pharmacal Co Inc), Executive Employment Agreement (Hi Tech Pharmacal Co Inc)
Change in Board of Directors. During any period of two (2) consecutive years (not including any period prior to the execution of this Agreement), individuals who at the beginning of such period constitute the Board (together with Board, and any new directors director whose election to by the Board or whose nomination for election by the Company’s stockholders of the Company was approved by a vote of at least a majority of the directors then still in office who either were either directors at the beginning of such the period or whose election or nomination for election was previously so approved) , cease for any reason to constitute at least a majority of the members of the Board;
Appears in 3 contracts
Samples: Indemnification Agreement (AdaptHealth Corp.), Indemnification Agreement (Venture Lending & Leasing Iv Inc), Indemnification Agreement (Venture Lending & Leasing V, Inc.)
Change in Board of Directors. During any period of two (2) consecutive years (not including any period prior to the execution of this Agreement), individuals who at the beginning of such period constitute the Board (together with Board, and any new directors director whose election to by the Board or whose nomination for election by the Company's stockholders of the Company was approved by a vote of at least a majority of the directors then still in office who either were either directors at the beginning of such the period or whose election or nomination for election was previously so approved) , cease for any reason to constitute at least a majority of the members of the Board;
Appears in 2 contracts
Samples: Indemnification Agreement (Venture Lending & Leasing V, Inc.), Indemnification Agreement (Venture Lending & Leasing Iv Inc)
Change in Board of Directors. During any period of two (2) consecutive years (not including any period prior to the execution of this Agreement)years, individuals who at the beginning of such period constitute the Board (together with and any new directors director whose election to by the Board or whose nomination for election by the Company’s stockholders of the Company was approved by a vote of a majority at least two-thirds (2/3) of the directors then still in office who either were either directors at the beginning of such the period or whose election or nomination for election was previously so approved) , cease for any reason to constitute at least a majority of the members of the Boardthereof;
Appears in 1 contract
Samples: Indemnity Agreement (Interwoven Inc)
Change in Board of Directors. During any 24 month period of two (2) consecutive years (not including any period prior to the execution of this Agreement), individuals who at the beginning of such period constitute the Board (together with Board, and any new directors director whose election to by the Board or whose nomination for election by the Company’s stockholders of the Company was approved by a vote of a majority at least two-thirds of the directors then still in office who were either directors at the beginning of such period or whose election or nomination for election was previously so approved) office, cease for any reason to constitute at a least a majority of the members of the Board;
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Change in Board of Directors. During any period of two (2) consecutive years (not including any period prior to the execution of this Agreement)years, individuals who at the beginning of such period constitute the Board (together with and any new directors director whose election to by the Board or whose nomination for election by the Company’s stockholders of the Company was approved by a vote of a majority at least two-thirds of the directors then still in office who either were either directors at the beginning of such the period or whose election or nomination for election was previously so approved) 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 (Nivalis Therapeutics, Inc.)
Change in Board of Directors. During any period of two (2) consecutive years (not including any period prior to the execution of this Agreement), individuals who at the beginning of such period constitute constituted the Board (together with and any new directors director (other than a director designated by a person who has entered into an agreement with the Company to effect a transaction described in Sections 18(c)(i), 18(c)(iii) or 18(c)(iv)) whose election to by the Board or whose nomination for election by the stockholders of the Company Company’s shareholders was approved by a vote of a majority at least two-thirds of the directors then still in office who were either directors at the beginning of such period or whose election or nomination for election was previously so approved) Incumbent Board, cease for any reason to constitute at least a majority of the members of the Board;; or
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Change in Board of Directors. During any period of two (2) three consecutive years (years, not including any period prior to the execution of this Agreement), individuals who at the beginning of such period constitute the Board (together with Board, and any new directors whose election to by the Board or whose nomination for election by the Company’s stockholders of the Company was approved by a vote of a majority at least two-thirds of the directors then still in office who were either directors at on the beginning of such period date hereof or whose election or for nomination for election was previously so approved) approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;
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Change in Board of Directors. During any period of two (2) consecutive years (not including any period prior to the execution of this Agreement)12 months, individuals who at the beginning of such period constitute the Board (together with Board, and any new directors director whose election to by the Board or whose nomination for election by the stockholders of the Company Corporation's shareholders was approved by a vote of at least a majority of the directors then still in office who either were either directors at the beginning of such the period or whose election or nomination for election was previously so approved) , cease for any reason to constitute at least a majority of the members of the Board;
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Change in Board of Directors. During any period of two (2) consecutive years (not including any period prior to the execution of this Agreement), individuals who at the beginning of such period constitute the Board (together with any new directors whose election to the Board or whose nomination for election by the stockholders of the Company was approved by a vote of a majority of the directors then still in office who were either directors at the beginning of such period or whose election or nomination for election was previously so approved) cease for any reason to constitute at least a majority of the members of the Board;
Appears in 1 contract
Samples: Indemnification Agreement (Storage Technology Corp)
Change in Board of Directors. During any period of two (2) consecutive years (not including any period prior to the execution of this Agreement)12 months, individuals who at the beginning of such period constitute the Board (together with Board, and any new directors director whose election to by the Board or whose nomination for election by the Corporation's stockholders of the Company was approved by a vote of at least a majority of the directors then still in office who either were either directors at the beginning of such the period or whose election or nomination for election was previously so approved) , cease for any reason to constitute at least a majority of the members of the Board;
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Change in Board of Directors. During any period of two (2) consecutive years (not including any period prior to the execution of this Agreement)years, individuals who at the beginning of such period constitute the Board (together with Board, and any new directors director whose election to by the Board or whose nomination for election by the stockholders of the Company Company’s shareholders was approved by a vote of at least a majority of the directors then still in office who either were either directors at the beginning of such the period or whose election or nomination for election was previously so approved) , cease for any reason to constitute at least a majority of the members of the Board;
Appears in 1 contract
Samples: Indemnification Agreement (Philip Morris International Inc.)
Change in Board of Directors. During any period of two (2) consecutive years (not including any period prior to the execution of this Agreement), individuals who at the beginning of such period constitute the Board constitute the Company’s Board of Directors (together with the “Board”), and any new directors director whose election to by the Board or whose nomination for election by the Company’s stockholders of the Company was approved by a vote of a majority at least two thirds of the directors then still in office who either were either directors at the beginning of such the period or whose election or nomination for election was previously so approved) approved (“Continuing Directors”), cease for any reason to constitute at a least a majority of the members of the Board;
Appears in 1 contract
Samples: Indemnification Agreement (Brag House Holdings, Inc.)
Change in Board of Directors. During When the individuals who, at the beginning of any period of two (2) consecutive years (not including any period prior to the execution of this Agreement)or less, individuals who at the beginning of such period constitute constituted the Board (together with any new directors whose election to the Board or whose nomination for election by the stockholders of the Company was approved by a vote of a majority of the directors then still in office who were either directors at the beginning of such period or whose election or nomination for election was previously so approved) cease cease, for any reason reason, to constitute at least a majority of the members of the Board, unless the election or nomination for election of each new director was approved by the vote of at least two-thirds of the directors who were directors at the beginning of such period;
Appears in 1 contract
Samples: Indemnification Agreement (White Electronic Designs Corp)
Change in Board of Directors. During any period of two (2) consecutive years (not including any period prior to the execution of this Agreement)12 months, individuals who at the beginning of such period constitute the Board (together with Board, and any new directors director whose election to by the Board or whose nomination for election by the Corporation’s stockholders of the Company was approved by a vote of at least a majority of the directors then still in office who either were either directors at the beginning of such the period or whose election or nomination for election was previously so approved) , cease for any reason to constitute at least a majority of the members of the Board;
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