Common use of Election of Board of Directors Clause in Contracts

Election of Board of Directors. The authorized number of members on the Corporation's Board of Directors shall be five (5). For so long as at least one million (1,000,000) shares of Series A Preferred remain outstanding (subject to adjustment for any stock split, reverse stock split or similar event affecting the Series A Preferred) the holders of Series A Preferred, voting as a separate class, shall be entitled to elect two (2) members of the Board of Directors (also referred to as the "Board") at each meeting or pursuant to each consent of the Corporation's shareholders for the election of directors, and to remove from office such directors and to fill any vacancy caused by the resignation, death or removal of such directors. Notwithstanding the foregoing, in the event of a change in control, dissolution or liquidation of either Oryx Ventures or Oryx Technologies Corp. (collectively referred to as "Oryx") or both, thereafter the holders of Series A shall be entitled to elect only one (1) member of the Board. For so long as at least one million (1,000,000) shares of Series B Preferred and/or Series B-1 Preferred, in the aggregate, remain outstanding (subject to adjustment for any stock split, reverse stock split or similar event affecting the Series B Preferred and/or Series B-1 Preferred) the holders of Series B Preferred and Series B-1 Preferred, voting together as a single class, shall be entitled to elect one (1) member of the Corporation's Board of Directors at each meeting or pursuant to each consent of the Corporation's shareholders for the election of directors, and to remove from office such director and to fill any vacancy caused by the resignation, death or removal of such director. The holders of Common Stock, voting as a separate class, shall be entitled to elect all remaining members of the Board of Directors at each meeting or pursuant to each consent of the Corporation's shareholders for the election of directors, and to remove from office such directors and to fill any vacancy caused by the resignation, death or removal of such directors. For the purposes of this Section 2(c) only, a change of control shall mean:

Election of Board of Directors. The authorized number members of members on the CorporationCompany's Board of Directors shall be five elected as follows: (5). For so long as at least one million (1,000,000i) shares of Series A Preferred remain outstanding (subject to adjustment for any stock split, reverse stock split or similar event affecting the Series A Preferred) the holders of the Series A Preferred, voting as a separate class, shall be entitled to elect two (2) members one member of the Board of Directors (also referred to as the "Board") at each meeting or pursuant to each meeting or consent of the CorporationCompany's shareholders for the election of directors, and to remove from office such directors director and to fill any vacancy vacancies caused by the resignation, death or removal of such directors. Notwithstanding the foregoing, in the event director; (ii) holder of a change in control, dissolution or liquidation of either Oryx Ventures or Oryx Technologies Corp. (collectively referred to as "Oryx") or both, thereafter the holders of Series A shall be entitled to elect only one (1) member of the Board. For so long as at least one million (1,000,000) shares of Series B Preferred and/or Series B-1 Preferred, in the aggregate, remain outstanding (subject to adjustment for any stock split, reverse stock split or similar event affecting the Series B Preferred and/or Series B-1 Preferred) the holders of Series B Preferred and Series B-1 Preferred, voting together as a single separate class, shall be entitled to elect one (1) member of the Corporation's Board of Directors at each meeting or pursuant to each meeting or consent of the CorporationCompany's shareholders for the election of directors, and to remove from office such director and to fill any vacancy caused by the resignation, death or removal of such director. The ; (iii) holders of Common Stockthe Series C Preferred, voting as a separate class, shall be entitled to elect all remaining members one member of the Board of Directors at each meeting or pursuant to each meeting or consent of the CorporationCompany's shareholders for the election of directors, and to remove from office such directors director and to fill any vacancy caused by the resignation, death or removal of such director; (iv) holders of the Series D Preferred, voting as a separate class, shall be entitled to elect one member of the Board of Directors at or pursuant to each meeting or consent of the Company's shareholders for the election of directors. For , and to remove from office such director and to fill any vacancy caused by the purposes resignation, death or removal of this such director; and (v) all remaining directors authorized for election at such election of directors shall be elected by the holders of outstanding shares of Common Stock and Series Preferred in accordance with Section 2(c2(a) only, a change of control shall mean:above.

Election of Board of Directors. The authorized number of members on the Corporation's Board of Directors shall be five (5). For so long as at least one ten million (1,000,00010,000,000) shares of Series A Preferred remain outstanding (subject to adjustment for any stock split, reverse stock split or similar event affecting the Series A Preferred) (i) the holders of Series A PreferredPreferred Stock, voting as a separate class, shall be entitled to elect two (2) members of the Company's Board of Directors (also referred to as the "Board") at each meeting or pursuant to each consent of the CorporationCompany's shareholders stockholders for the election of directors, and to remove from office such directors and to fill any vacancy caused by the resignation, death or removal of such directors. Notwithstanding the foregoing, in the event of a change in control, dissolution or liquidation of either Oryx Ventures or Oryx Technologies Corp. ; (collectively referred to as "Oryx") or both, thereafter the holders of Series A shall be entitled to elect only one (1) member of the Board. For so long as at least one million (1,000,000) shares of Series B Preferred and/or Series B-1 Preferred, in the aggregate, remain outstanding (subject to adjustment for any stock split, reverse stock split or similar event affecting the Series B Preferred and/or Series B-1 Preferredii) the holders of Series B Preferred and Series B-1 PreferredStock, voting together as a single separate class, shall be entitled to elect one (1) member of the CorporationCompany's Board of Directors at each meeting or pursuant to each consent of the CorporationCompany's shareholders stockholders for the election of directors, and to remove from office such director and to fill any vacancy caused by the resignationregistration, death or removal of such director. The ; (iii) the holders of Common Stock, voting as a separate class, shall be entitled to elect all remaining two (2) members of the Board of Directors at each meeting or pursuant to each consent of the CorporationCompany's shareholders stockholders for the election of directors, and to remove from office such directors and to fill any vacancy caused by the resignation, death or removal of such directors. For ; and (iv) the purposes holders of this Section 2(c) onlyCommon Stock and Series Preferred, voting together as a change single class on an as-if-converted basis, shall be entitled to elect all remaining members of control shall mean:the Board of Directors at each meeting or pursuant to each consent of the Company's stockholders for the election of directors, and to remove from

Election of Board of Directors. The authorized number of members on the CorporationCompany's Board of Directors shall be five (5). For so long as at least one million (1,000,000) shares of Series A Preferred remain outstanding (subject to adjustment for any stock split, reverse stock split or similar event affecting the Series A Preferred) the holders of Series A Preferred, voting as a separate class, shall be entitled to elect two (2) members of the Board of Directors (also referred to as the "Board") at each meeting or pursuant to each consent of the Corporation's shareholders for the election of directors, and to remove from office such directors and to fill any vacancy caused by the resignation, death or removal of such directors. Notwithstanding the foregoing, in the event of a change in control, dissolution or liquidation of either Oryx Ventures or Oryx Technologies Corp. (collectively referred to as "Oryx") or both, thereafter the holders of Series A shall be entitled to elect only one (1) member of the Board. For so long as at least one million (1,000,000) shares of Series B Preferred and/or Series B-1 Preferred, in the aggregate, remain outstanding (subject to adjustment for any stock split, reverse stock split or similar event affecting the Series B Preferred and/or Series B-1 Preferred) the holders of Series B Preferred and Series B-1 Preferred, voting together as a single separate class, shall be entitled to elect one (1) member of the Corporation's Board of Directors at each meeting or pursuant to each consent of the Corporation's shareholders for the election of directors, and to remove from office such director and to fill any vacancy caused by the resignation, death or removal of such director. The holders of Common Stock, voting as a separate class, shall be entitled to elect all remaining members of the Board of Directors at each meeting or pursuant to each consent of the Corporation's shareholders for the election of directors, and to remove from office such directors and to fill any vacancy caused by the resignation, death or removal of such directors. For the purposes of this Section section 2(c) only, a change of control shall mean: