Common use of Right to Appoint Directors Clause in Contracts

Right to Appoint Directors. During the Term (as defined below), Vitus shall have the right, but not the obligation, to appoint two (2) persons for election as directors of Xxxxxx (each a “Vitus Nominee” and collectively, the “Vitus Nominees”). In this regard, Vitus shall each year, not more than forty-five (45) days after the end of Xxxxxx’ fiscal year, give written notice to the corporate secretary of Xxxxxx as to the names of the Vitus Nominees to be proposed for election at the next meeting of shareholders of Xxxxxx at which directors are to be elected (the “Notice”). In the event that Vitus fails to provide the Notice in the manner set out above, the two persons named by Vitus in the previous Notice or pursuant to section 2 of this Agreement, as the case may be, shall be deemed to be the Vitus Nominees. Vitus shall provide Xxxxxx with any additional information with respect to the Vitus Nominees that Xxxxxx may reasonably request, including information that may be required for a management information circular of Xxxxxx or corporate or regulatory filings by Xxxxxx. Vitus may give written notice to the corporate secretary of Xxxxxx, not more than forty-five (45) days after the end of Xxxxxx’ fiscal year, that it does not wish to designate one or both of the Vitus Nominees, in which circumstance Xxxxxx will not be required to propose one or both of the Vitus Nominees, as the case may be, for election at the next meeting of shareholders of Xxxxxx at which directors are to be elected. Any such decision by Vitus to not designate one or both of the Vitus Nominees shall not negate any other provision of this Agreement and shall not be construed or interpreted as a waiver by Vitus of its right to designate Vitus Nominees under this Agreement in respect of future fiscal years.

Right to Appoint Directors. During the Term (as defined below), Vitus VSVI shall have the right, but not the obligation, to appoint two (2) persons for election as directors of Xxxxxx (each a “Vitus VSVI Nominee” and collectively, the “Vitus VSVI Nominees”). In this regard, Vitus VSVI shall each year, not more than forty-five (45) days after the end of Xxxxxx’ fiscal year, give written notice to the corporate secretary of Xxxxxx as to the names of the Vitus VSVI Nominees to be proposed for election at the next meeting of shareholders of Xxxxxx at which directors are to be elected (the “Notice”). In the event that Vitus VSVI fails to provide the Notice in the manner set out above, the two persons named by Vitus VSVI in the previous Notice or pursuant to section 2 of this Agreement, as the case may be, shall be deemed to be the Vitus VSVI Nominees. Vitus VSVI shall provide Xxxxxx with any additional information with respect to the Vitus VSVI Nominees that Xxxxxx may reasonably request, including information that may be required for a management information circular of Xxxxxx or corporate or regulatory filings by Xxxxxx. Vitus VSVI may give written notice to the corporate secretary of Xxxxxx, not more than forty-five (45) days after the end of Xxxxxx’ fiscal year, that it does not wish to designate one or both of the Vitus VSVI Nominees, in which circumstance Xxxxxx will not be required to propose one or both of the Vitus VSVI Nominees, as the case may be, for election at the next meeting of shareholders of Xxxxxx at which directors are to be elected. Any such decision by Vitus VSVI to not designate one or both of the Vitus VSVI Nominees shall not negate any other provision of this Agreement and shall not be construed or interpreted as a waiver by Vitus VSVI of its right to designate Vitus VSVI Nominees under this Agreement in respect of future fiscal years.