Common use of Replacement Nominees Clause in Contracts

Replacement Nominees. If at any time during the Bxxxxxx Investor Representation Period either of the Bxxxxxx Nominees is or becomes unwilling or unable to serve as a nominee or, following such person’s appointment or election, as a director of the Company, the Bxxxxxx Investors shall be entitled to appoint a replacement nominee or director, as the case may be; provided that no breach of the terms hereof on the part of the Bxxxxxx Investors has occurred and is continuing; provided further that, such replacement nominee or director, as the case may be, shall be subject to the director candidate processes of, and shall be reasonably acceptable to, the Compensation and Corporate Governance Committee; and provided further that at the time of the appointment of such replacement nominee, the Bxxxxxx Investors are beneficial owners of at least five percent (5%) of the Company’s outstanding shares of Common Stock. Any such replacement nominee or director, as the case may be, shall be deemed to be a Bxxxxxx Nominee for the purposes of this Agreement and shall execute a supplement in the same form and substance as this Agreement.

Replacement Nominees. If at any time during the Bxxxxxx Breeden Investor Representation Period either of the Bxxxxxx Nominees Breeden Nxxxxxxx is or becomes unwilling or unable to serve as a nominee x xxxxnee or, following such person’s 's appointment or election, as a director of the Company, the Bxxxxxx Breeden Investors shall be entitled to appoint a replacement nominee xxxxxee or director, as the case may be; provided that no breach of the terms hereof on the part of the Bxxxxxx Breeden Investors has occurred hxx xxxxrred and is continuing; provided further that, unless such proposed replacement is one of the four individuals nominated by the Breeden Investors in the Nomination Letter (each of wxxx xxall be deemed acceptable), such replacement nominee or director, as the case may be, shall be subject reasonably acceptable to the director candidate processes of, and shall be reasonably acceptable to, the Compensation and Corporate Governance Governance/Nominating Committee; and provided further that at the time of the appointment of such replacement nominee, the Bxxxxxx Investors are beneficial owners of at least five percent (5%) of the Company’s outstanding shares of Common Stock. Any such replacement nominee or director, as the case may be, shall be deemed to be a Bxxxxxx Breeden Nominee for the purposes of this Agreement and shall execute a supplement in the same form and substance as this Agreement.

Replacement Nominees. If at any time during the Bxxxxxx Investor Representation Period either of the Bxxxxxx Nominees is or becomes unwilling or unable to serve as a nominee or, following such person’s appointment or election, as a director of the Company, the Bxxxxxx Investors shall be entitled to appoint a replacement nominee or director, as the case may be; provided that no breach of the terms hereof on the part of the Bxxxxxx Investors has occurred and is continuing; provided further that, unless such proposed replacement is one of the four individuals nominated by the Bxxxxxx Investors in the Nomination Letter (each of whom shall be deemed acceptable), such replacement nominee or director, as the case may be, shall be subject reasonably acceptable to the director candidate processes of, and shall be reasonably acceptable to, the Compensation and Corporate Governance Governance/Nominating Committee; and provided further that at the time of the appointment of such replacement nominee, the Bxxxxxx Investors are beneficial owners of at least five percent (5%) of the Company’s outstanding shares of Common Stock. Any such replacement nominee or director, as the case may be, shall be deemed to be a Bxxxxxx Nominee for the purposes of this Agreement and shall execute a supplement in the same form and substance as this Agreement.

Replacement Nominees. If at any time during the Bxxxxxx Xxxxxxx Investor Representation Period either of the Bxxxxxx Xxxxxxx Nominees is or becomes unwilling or unable to serve as a nominee or, following such person’s appointment or election, as a director of the Company, the Bxxxxxx Xxxxxxx Investors shall be entitled to appoint a replacement nominee or director, as the case may be; provided that no breach of the terms hereof on the part of the Bxxxxxx Xxxxxxx Investors has occurred and is continuing; provided further that, such replacement nominee or director, as the case may be, shall be subject to the director candidate processes of, and shall be reasonably acceptable to, the Compensation and Corporate Governance Committee; and provided further that at the time of the appointment of such replacement nominee, the Bxxxxxx Xxxxxxx Investors are beneficial owners of at least five percent (5%) of the Company’s outstanding shares of Common Stock. Any such replacement nominee or director, as the case may be, shall be deemed to be a Bxxxxxx Xxxxxxx Nominee for the purposes of this Agreement and shall execute a supplement in the same form and substance as this Agreement.