Common use of PPG Representation on UDC Board Clause in Contracts

PPG Representation on UDC Board. If, at any time during the term of this Agreement, PPG's ownership of UDC Common Stock equals or exceeds five percent (5%) of the total number of issued and outstanding shares of UDC Common Stock, then PPG shall be entitled to designate one (1) individual for election to UDC's Board of Directors and UDC shall use all commercially reasonable efforts to cause such designee to be elected to UDC's Board of Directors within thirty (30) days of PPG's designation, including but not limited to recommending such designee for election, causing any shares for which UDC has or can control voting rights with respect thereto to be voted in favor of such designee, causing broker votes to be cast in favor of such designee and amending its articles of incorporation and/or by-laws and/or adopting any resolutions for increasing the number of directors on the UDC Board, if necessary to accommodate the designee. If, at any time during the term of this Agreement, PPG's ownership of UDC Common Stock equals or exceeds twenty-five percent (25%) of the total number of issued and outstanding shared of UDC Common Stock, then PPG shall be entitled to designate one quarter of the total members of UDC's Board of Directors, with any fraction rounded up to the nearest whole number and UDC shall use all commercially reasonable efforts to cause such designees to be elected to UDC's Board of Directors within thirty (30) days of PPG's designation, all as set forth in the preceding sentence. UDC will support PPG's acquisition of up to twenty-five percent (25%) of UDC's Common Stock, either through open market purchases or UDC treasury shares, at UDC's discretion.

PPG Representation on UDC Board. If, at any time during the term of this Agreement, PPG's ownership of UDC Common Stock equals or exceeds five percent (5%) [The confidential material contained herein has been omitted and has been separately filed with the Commission.] of the total number of issued and outstanding shares of UDC Common Stock, then PPG shall be entitled to designate one (1) individual for election to UDC's Board of Directors and UDC shall use all commercially reasonable efforts to cause such designee to be elected to UDC's Board of Directors within thirty (30) days of PPG's designation, including but not limited to recommending such designee for election, causing any shares for which UDC has or can control voting rights with respect thereto to be voted in favor of such designee, causing broker votes to be cast in favor of such designee and amending its articles of incorporation and/or by-laws and/or adopting any resolutions for increasing the number of directors on the UDC Board, if necessary to accommodate the designee. If, at any time during the term of this Agreement, PPG's ownership of UDC Common Stock equals or exceeds twenty-five percent (25%) [The confidential material contained herein has been omitted and has been separately filed with the Commission.] of the total number of issued and outstanding shared of UDC Common Stock, then PPG shall be entitled to designate one quarter of the total members of UDC's Board of Directors, with any fraction rounded up to the nearest whole number and UDC shall use all commercially reasonable efforts to cause such designees to be elected to UDC's Board of Directors within thirty (30) days of PPG's designation, all as set forth in the preceding sentence. UDC will support PPG's acquisition of up to twenty-five percent (25%) [The confidential material contained herein has been omitted and has been separately filed with the Commission.] of UDC's Common Stock, either through open market purchases or UDC treasury shares, at UDC's discretion.

PPG Representation on UDC Board. If, at any time during the term of this Agreement, PPG's ownership of UDC Common Stock equals or exceeds five percent (5%) [The confidential material contained herein has been omitted and has been separately filed with the Commission.] of the total number of issued and outstanding shares of UDC Common Stock, then PPG shall be entitled to designate one (1) individual for election to UDC's Board of Directors and UDC shall use all commercially reasonable efforts to cause such designee to be elected to UDC's Board of Directors within thirty (30) days of PPG's designation, including but not limited to recommending such designee for election, causing any shares for which UDC has or can control voting rights with respect thereto to be voted in favor of such designee, causing broker votes to be cast in favor of such designee and amending its articles of incorporation and/or by-laws and/or adopting any resolutions for increasing the number of directors on the UDC Board, if necessary to accommodate the designee. If, at any time during the term of this Agreement, PPG's ownership of UDC Common Stock equals or exceeds twenty-five percent (25%) [The confidential material contained herein has been omitted and has been separately filed with the Commission.] of the total number of issued and outstanding shared of UDC Common Stock, then PPG shall be entitled to designate one quarter of the total members of UDC's Board of Directors, with any fraction rounded up to the nearest whole number and UDC shall use all commercially reasonable efforts to cause such designees to be elected to UDC's Board of Directors within thirty (30) days of PPG's designation, all as set forth in the preceding sentence. UDC will support PPG's acquisition of up to twenty-five percent (25%) of UDC's Common Stock, either through open market purchases or UDC treasury shares, at UDC's discretion.