Common use of Election Not to Exercise Designation Rights Clause in Contracts

Election Not to Exercise Designation Rights. Notwithstanding the foregoing, this Article II confers upon the Sponsor Stockholders the right, but not the obligation, to designate members of the Board of Directors, and any Sponsor Stockholder may, at its option, elect not to exercise any such right to designate a member or members of the Board of Directors; provided, however, that if a Sponsor Stockholder elects not to exercise any such right, the Board of Directors shall have the right to designate a nominee to fill the Initial Board Seat or the Additional Board Seat, as applicable, that such Sponsor Stockholder elected not to fill. Any director appointed or nominated by the Board of Directors pursuant to this Section 2.9 shall serve until the next annual meeting of stockholders at which directors are to be elected, at which time the Sponsor Stockholder that elected not to designate a nominee to fill the applicable board seat shall, subject to Sections 2.2 and 2.3 of this Agreement, again have the right to designate a nominee to fill the applicable board seat. The Board of Directors shall cause one director designated by the Board of Directors pursuant to this Section 2.9 not to stand for reelection at such annual meeting of stockholders for each board seat with respect to which a Sponsor Stockholder has regained designation rights pursuant to this Section 2.9 and has designated a nominee pursuant to such rights.

Election Not to Exercise Designation Rights. Notwithstanding anything in this Agreement to the foregoingcontrary, this Article II Agreement confers upon the Sponsor Stockholders Holder the right, but not the obligation, to designate members a member of the Board of Directors, Directors and any Sponsor Stockholder the Holder may, at its option, elect not to exercise any such right to designate a member or members of the Board of Directors; provided, however, that if a Sponsor Stockholder the Holder elects not to exercise any such right, the Board of Directors shall have the right to designate a nominee to fill the Initial Board Seat or board seat that the Additional Board Seat, as applicable, that such Sponsor Stockholder Holder elected not to fill. Any director appointed or nominated by the Board of Directors pursuant to this Section 2.9 2(d) shall serve until the next annual meeting of stockholders at which directors are to be elected, at which time the Sponsor Stockholder Holder that elected not to designate a nominee to fill the applicable board seat shall, subject to Sections 2.2 and 2.3 the terms of this Agreement, again have the right to designate a nominee to fill the applicable board seat. The Board of Directors shall cause one director designated by the Board of Directors pursuant to this Section 2.9 not to stand for reelection at such annual meeting of stockholders for each the board seat with respect to which a Sponsor Stockholder the Holder has regained designation rights pursuant to this Section 2.9 2(d) and has designated a nominee pursuant to such rights.