Common use of Changes in Designees Clause in Contracts

Changes in Designees. From time to time during the term of this Agreement, Chicago Investor or New York Investor may, in their sole discretion: (a) notify the Company in writing of an intention to remove from the Company’s Board of Directors any then incumbent Designee who occupies a Board of Directors seat for which Chicago Investor or New York Investor, respectively, are entitled to choose the Designee; or (b) notify the Company in writing of an intention to select a new Designee for election to a Board seat for which Chicago Investor or New York Investor, respectively, are entitled to choose the Designee (whether to replace a prior Designee or to fill a vacancy in such Board of Directors seat); In the event of such an initiation of a removal or selection of a Designee under this section, the Company shall take such actions as are necessary to facilitate such removals or elections, including soliciting the votes of the appropriate stockholders, and the Holders shall vote their Shares to cause: (y) the removal from the Company’s Board of Directors of the Designee or Designees so designated for removal; and (z) the election to the Company’s Board of Directors of any new Designee or Designees so designated. Notwithstanding the foregoing sentence, the Company shall not be required to hold a special meeting of stockholders to replace a Designee.

Changes in Designees. From time to time during the term of this Agreement, Chicago Investor or New York Investor Voting Parties who hold sufficient Shares to select a Designee pursuant to this Agreement may, in their sole discretion: (a) notify the Company in writing of an intention to remove from the Company’s Board of Directors any then incumbent Designee who occupies a seat on the Board of Directors seat for which Chicago Investor or New York Investor, respectively, such Voting Parties are entitled to choose designate the Designee; or (b) notify the Company in writing of an intention to select a new Designee for election to a seat on the Board seat for which Chicago Investor or New York Investor, respectively, such Voting Parties are entitled to choose designate the Designee (whether to replace a prior Designee or to fill a vacancy in such Board of Directors seatseat on the Board); . In the event of such an initiation of a removal or selection of a Designee under this section, the Company shall take such reasonable actions as are necessary to facilitate such removals or elections, including including, without limitation, soliciting the votes of the appropriate stockholders, and the Holders Voting Parties shall vote their Shares to cause: (ya) the removal from the Company’s Board of Directors of the Designee or Designees so designated for removal; and (zb) the election to the Company’s Board of Directors of any new Designee or Designees so designated. Notwithstanding the foregoing sentence, the Company shall not be required to hold a special meeting of stockholders to replace a Designee.

Changes in Designees. From time to time during the term of this Agreement, Chicago Investor or New York Investor may, in their sole discretion: (a) notify the Company in writing of an intention to remove from the Company’s 's Board of Directors any then incumbent Designee who occupies a Board of Directors seat for which Chicago Investor or New York Investor, respectively, are entitled to choose the Designee; or (b) notify the Company in writing of an intention to select a new Designee for election to a Board seat for which Chicago Investor or New York Investor, respectively, are entitled to choose the Designee (whether to replace a prior Designee or to fill a vacancy in such Board of Directors seat); In the event of such an initiation of a removal or selection of a Designee under this section, the Company shall take such actions as are necessary to facilitate such removals or elections, including soliciting the votes of the appropriate stockholders, and the Holders shall vote their Shares to cause: (y) the removal from the Company’s 's Board of Directors of the Designee or Designees so designated for removal; and (z) the election to the Company’s 's Board of Directors of any new Designee or Designees so designated. Notwithstanding the foregoing sentence, the Company shall not be required to hold a special meeting of stockholders to replace a Designee.

Changes in Designees. From time to time during the term of this Agreement, Chicago Investor or New York Investor Shareholders who hold sufficient Shares to select a Designee may, in their sole discretion: (ai) notify the Company in writing of an intention to remove from the Company’s Board of Directors any then incumbent Designee who occupies a Board of Directors seat for which Chicago Investor or New York Investor, respectively, such Shareholders are entitled to choose designate the Designee; or (bii) notify the Company in writing of an intention to select a new Designee for election to a Board seat for which Chicago Investor or New York Investor, respectively, such Shareholders are entitled to choose designate the Designee (whether to replace a prior Designee or to fill a vacancy in such Board of Directors seat); . In the event of such an initiation of a removal or selection of a Designee under this sectionSection 5(c), the Company shall take such reasonable actions as are necessary to facilitate such removals or elections, including including, without limitation, soliciting the votes of the appropriate stockholdersShareholders, and the Holders Shareholders shall vote their Shares to cause: (yx) the removal from the Company’s Board of Directors of the Designee or Designees so designated for removal; and (zy) the election to the Company’s Board of Directors of any new Designee or Designees so designated. Notwithstanding the foregoing sentence, the Company shall not be required to hold a special meeting of stockholders to replace a Designee.

Changes in Designees. From time to time during the term of this Agreement, Chicago Investor or New York Investor Founders may select a change to the Designee pursuant to this Agreement may, in their sole discretion: (a) notify the Company in writing of an intention to remove from the Company’s Board board of Directors directors any then incumbent Designee who occupies a Board of Directors board seat for which Chicago Investor or New York Investor, respectively, such Voting Parties are entitled to choose designate the Designee; or (b) notify the Company in writing of an intention to select a new Designee for election to a Board board seat for which Chicago Investor or New York Investor, respectively, such Voting Parties are entitled to choose designate the Designee (whether to replace a prior Designee or to fill a vacancy in such Board of Directors board seat); . In the event of such an initiation of a removal or selection of a Designee under this section, the Company shall take such reasonable actions as are necessary to facilitate such removals or elections, including including, without limitation, soliciting the votes of the appropriate stockholders, and the Holders Voting Parties shall vote their Shares to cause: (ya) the removal from the Company’s Board board of Directors directors of the Designee or Designees so designated for removal; and (zb) the election to the Company’s Board board of Directors directors of any new Designee or Designees so designated. Notwithstanding the foregoing sentence, the Company shall not be required to hold a special meeting of stockholders to replace a Designee.

Changes in Designees. From time to time during the term of this Agreement, Chicago Investor or New York Investor Investors who hold sufficient Shares to select a Designee pursuant to this Agreement may, in their sole discretion: : (ai) notify the Company in writing of an intention to remove from the Company’s 's Board of Directors any then incumbent Designee who occupies a Board of Directors seat for which Chicago Investor or New York Investor, respectively, such Investors are entitled to choose designate the Designee; or or (bii) notify the Company in writing of an intention to select a new Designee for election to a Board seat for which Chicago Investor or New York Investor, respectively, such Voting Parties are entitled to choose designate the Designee (whether to replace a prior Designee or to fill a vacancy in such Board of Directors seat); . In the event of such an initiation of a removal or selection of a Designee under this section, the Company shall take such reasonable actions as are necessary to facilitate such removals or elections, including including, without limitation, soliciting the votes of the appropriate stockholders, and the Holders Investors shall vote their Shares to cause: (yi) the removal from the Company’s 's Board of Directors of the Designee or Designees so designated for removal; and (zii) the election to the Company’s 's Board of Directors of any new Designee or Designees so designated. Notwithstanding the foregoing sentence, the Company shall not be required to hold a special meeting of stockholders to replace a Designee.”