No Liability for Election of Recommended Directors 17 3.6 No “Bad Actor” Designees 17 4. Information. 17 4.1 Delivery of Financial Statements 17 4.2 Inspection Rights 18 4.3 Observer Rights 18 4.4 Termination of Information Rights 19 4.5 Confidentiality 19
No Liability for Election of Recommended Directors 4 1.6 No “Bad Actor” Designees 4 2. Vote to Increase Authorized Common Stock 4
No Liability for Election of Recommended Directors 3
No Liability for Election of Designated Directors 4 2.5 Committees 4 2.6 Reimbursement of Director Expenses 4 3. Vote to Increase Authorized Common Stock 4 4. General Restrictions on Transfers; Involuntary Transfers; Drag-Along Rights 5 4.1 Transfer of Company Securities 5 4.2 Involuntary Transfers 5 4.3 Drag-Along Right 6 4.4 Tag-Along Rights 7 4.5 Proposed Sale Terms 7 4.6 Restrictions on Sales of Control of the Company 8 5. Remedies 8 5.1 Covenants of the Company 8 5.2 Irrevocable Proxy and Power of Attorney 8 5.3 Specific Performance 9 5.4 Remedies Cumulative 9 6. Term 9 7. Miscellaneous 9 7.1 Additional Parties 9 7.2 Transfers 9 7.3 Relationship with Affiliates 10 7.4 Successors and Assigns 10 7.5 Governing Law 10 7.6 Counterparts 10 7.7 Titles and Subtitles 10 7.8 Notices 11 7.9 Consent Required to Amend, Terminate or Waive 11 7.10 Delays or Omissions 11 7.11 Severability 11 7.12 Entire Agreement 11 7.13 Legend on Share Certificates 12 7.14 Stock Splits, Stock Dividends, etc. 12 7.15 Manner of Voting 12 7.16 Further Assurances 12 7.17 Venue 13 7.18 WAIVER OF JURY TRIAL 13 7.19 Costs of Enforcement 13 7.20 Spousal Consent 13
