Common use of Matters Requiring Investor Director Approval Clause in Contracts

Matters Requiring Investor Director Approval. So long as either Versant or Samsara is entitled to designate a Preferred Director pursuant to the Voting Agreement, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors (including, in any event, each Preferred Director): (a) make any loan or advance to, or own any stock or other securities of, any subsidiary or other corporation, partnership, or other entity unless it is wholly owned by the Company; (b) make any loan or advance to any person, including, any employee or director, except advances and similar expenditures in the ordinary course of business or under the terms of an employee stock or option plan approved by the Board of Directors; (c) guarantee, any indebtedness except for trade accounts of the Company or any subsidiary arising in the ordinary course of business; (d) implement (or change) a cash investment policy; (e) incur any aggregate indebtedness or make any aggregate expenditures in excess of $1,000,000 that is not already included in a Budget approved by the Board of Directors, other than trade credit; (f) hire, fire, or change the compensation of the executive officers, including approving any equity compensation; (g) change the principal business of the Company, enter new lines of business, or exit the current line of business; or (h) enter into any transaction that exclusively licenses, pledges or encumbers material technology or intellectual property of the Company.

Matters Requiring Investor Director Approval. So long as either Versant or Samsara is the holders of Preferred Stock are entitled to designate elect a Preferred Director pursuant to the Voting AgreementDirector, the Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors (includingDirectors, in any eventwhich approval must include the affirmative vote of a majority of the Preferred Directors, each Preferred including at least one Series A Director):: (a) make make, or permit any subsidiary to make, any loan or advance to, or own any stock or other securities of, any subsidiary or other corporation, partnership, or other entity unless it is wholly owned by the Company; (b) make make, or permit any subsidiary to make, any loan or advance to any personPerson, including, without limitation, any employee or directordirector of the Company or any subsidiary, except advances and similar expenditures in the ordinary course of business or under the terms of an employee stock or option plan approved by the Board of Directors; (c) guarantee, directly or indirectly, or permit any subsidiary to guarantee, directly or indirectly, any indebtedness except for trade accounts of the Company or any subsidiary arising in the ordinary course of business; (d) implement (or change) a cash make any investment policyinconsistent with any investment policy approved by the Board of Directors; (e) incur any aggregate indebtedness or make any aggregate expenditures in excess of $1,000,000 that is not already included in a Budget budget approved by the Board of Directors, other than trade creditcredit incurred in the ordinary course of business; (f) hire, fireterminate, or change the compensation of the executive officers, including approving any equity compensationoption grants or stock awards to executive officers; (g) change the principal business of the Company, enter new lines of business, or exit the current line of business; (h) sell, assign, license, pledge, or encumber material technology or intellectual property, other than licenses granted in the ordinary course of business; or (hi) enter into any transaction that exclusively licensescorporate strategic relationship involving the payment, pledges contribution, or encumbers material technology assignment by the Company or intellectual property to the Company of the Companymoney or assets greater than $2,500,000.

Matters Requiring Investor Director Approval. So long as either Versant or Samsara is entitled to designate a Preferred Director pursuant to the Voting Agreement, the The Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors, which approval must include the affirmative vote of at least a majority of the Preferred Directors (including, as defined in any event, each Preferred Directorthe Voting Agreement): (a) make any loan or advance to, or own any stock or other securities of, any subsidiary or other corporation, partnership, or other entity unless it is wholly owned by the Company; (b) make any loan or advance to any person, including, including any employee or director, except advances and similar expenditures in the ordinary course of business or under the terms of an employee stock or option plan approved by the Board of Directors; (c) guarantee, guarantee any indebtedness except for trade accounts of the Company or any subsidiary arising in the ordinary course of business; (d) implement (or change) make any investment other than investments made in accordance with a cash Board of Directors-approved investment policy; (e) incur any aggregate indebtedness or make any aggregate expenditures in excess of $1,000,000 that is not already included in a Budget approved by the Board of Directors-approved budget, other than trade creditcredit incurred in the ordinary course of business; (f) hire, fire, or change the compensation of the executive officersCompany’s Key Employees, including approving any equity compensationoption grants to any such persons; (g) change the principal business of the Company, enter new lines of business, or exit the current line of business; (h) sell, assign, license, pledge or encumber material technology or intellectual property, other than licenses granted in the ordinary course of business; or (hi) enter into any transaction that exclusively licensescorporate strategic relationship involving the payment, pledges contribution or encumbers material technology assignment by the Company or intellectual property to the Company of the Companyassets greater than $2,500,000.

Matters Requiring Investor Director Approval. So long as either Versant or Samsara is entitled to designate a Preferred Director pursuant to the Voting Agreement, the The Company hereby covenants and agrees with each of the Investors that it shall not, without approval of the Board of Directors (including, in any event, each Preferred Director):Directors: (a) make make, or permit any subsidiary to make, any loan or advance to, or own any stock or other securities of, any subsidiary or other corporation, partnership, or other entity unless it is wholly owned by the Company; (b) make make, or permit any subsidiary to make, any loan or advance to any personPerson, including, without limitation, any employee or directordirector of the Company or any subsidiary, except advances and similar expenditures in the ordinary course of business or under the terms of an employee stock or option plan approved by the Board of Directors; (c) guarantee, directly or indirectly, or permit any subsidiary to guarantee, directly or indirectly, any indebtedness except for trade accounts of the Company or any subsidiary arising in the ordinary course of business; (d) implement (or change) a cash make any investment policyinconsistent with any investment policy approved by the Board of Directors; (e) incur any aggregate indebtedness or make any aggregate expenditures in excess of $1,000,000 that is not already included in a Budget budget approved by the Board of Directors, other than trade creditcredit incurred in the ordinary course of business; (f) hire, fireterminate, or change the compensation of the executive officers, including approving any equity compensation;option grants or stock awards to executive officers; or (g) change the principal business of the Company, enter new lines of business, or exit the current line of business; or (h) enter into any transaction that exclusively licenses, pledges or encumbers material technology or intellectual property of the Company.