Size of the Board of Directors. During the term of this Agreement, each Preferred Shareholder agrees to vote all Shares to maintain the authorized numbers of members of the Board so that the Board shall consist of nine (9) members unless otherwise agreed to in writing by the shareholders of the Company in accordance with the Amended Articles.
Size of the Board of Directors. The authorized number of directors on the Company's Board of Directors shall be not less than five and not more than eleven; provided, however, that such number may be increased or decreased by vote of the Board.
Size of the Board of Directors. During the term of this Agreement, each Voting Party agrees to vote all Shares to maintain the authorized number of members of the Board at three directors; provided, however, that authorized number of members of the Board may be subsequently increased or decreased by amending or restating the Restated Certificate in accordance with Delaware General Corporation Law and pursuant to an amendment of this Agreement in accordance with Section 8.11.
Size of the Board of Directors. Subject to the provisions of Section 1.1, the Company shall take all necessary action, from time to time and at all times, so as to (i) maintain the total size of the Board of Directors (including vacancies) to permit the Note Holder Nominee to be appointed to the Board of Directors and (ii) ensure that the total size of the Board of Directors does not exceed seven (7) members at any time.
Size of the Board of Directors. Each Stockholder agrees to vote, or cause to be voted, all Shares owned by such Stockholder, or over which such Stockholder has voting control, from time to time and at all times, in whatever manner as shall be necessary to ensure that the size of the Board of Directors shall be set and remain at nine (9) directors.
Size of the Board of Directors. 2.4.1. The Company shall recommend to the Board of Directors to take such actions as are necessary so as to (i) increase the number of the Board of Directors from seven (7) to nine (9) directors in accordance with the Charter Documents, (ii) elect and thereafter continue in office as directors of the Company such individuals who may be nominated by the Investor and the Investor shall have the exclusive right to make two (2) nominations of directorships for the newly created Board seats and each director so designated shall sit in Class II which shall be established at the Special Meeting and shall sit for a term expiring at the second succeeding annual meeting of the shareholders of the Company held following the Special Meeting. The Company shall use its best efforts to ensure that within 120 days of the date hereof all such actions are taken and that any actions are proposed to the shareholders of the Company for their approval, if required, by the expiration of such 120 day period.
2.4.2. Immediately following modification to the Board size pursuant to Section 2.4.1, the Company shall recommend to the Board of Directors to propose an amendment to the Company Charter Documents such that the Board size cannot thereafter be modified except by the vote of at least 60% of the then outstanding shares Common Stock; provided however, that the required percentage vote shall be increased appropriately to counteract any future option exercises, stock issuances, stock dividends or other events that would have a dilutive effect on the shares held by Investor at such time.
2.4.3. If, at the end of the initial term of the directors elected pursuant to Section 2.4.1 above, the Lender beneficially owns (which ownership shall include shares issuable under the Warrant) at least 40% of the total issued and outstanding shares of Common Stock, such individuals or such other individuals as Investor designates shall then be nominated for a two-year term and the Company shall recommend such nomination to the Board of Directors; provided; however, if the Company fails to make such recommendation Investor, as a shareholder, may nominate its designees in accordance with the Charter Documents.
Size of the Board of Directors. Subject to the terms of Section 3.7, each Holder agrees to vote all shares of Common Stock in such manner as may be necessary to ensure that the size of the Board shall be no less than three (3) directors, including any Chairperson thereof.
Size of the Board of Directors. For a period of one (1) year after the date hereof, the parties hereto agree that they will vote to, and that they will cause the Board of Directors to, maintain the size of the Board of Directors at eight (8) persons, unless the Board of Directors unanimously (with all directors voting) votes to increase the number of directors on the Board of Directors.
Size of the Board of Directors. 2.4.1. The Company shall recommend to the Board of Directors to take such actions as are necessary so as to (i) increase the number of the Board of Directors from seven (7) to nine (9) directors in accordance with the Charter Documents, (ii) elect and thereafter continue in office as directors of the Company such individuals who may be nominated by the Investor and the Investor shall have the exclusive right to make two (2) nominations of directorships for the newly created Board seats and each director so designated shall sit in Class II which shall be established at the Special Meeting and shall sit for a term expiring at the second succeeding annual meeting of the shareholders of the Company held following the Special Meeting. The Company shall use its best efforts to ensure that within 120 days of the date hereof all such actions are taken and that any actions are proposed to the shareholders of the Company for their approval, if required, by the expiration of such 120 day period.
2.4.2. Immediately following modification to the Board size pursuant to Section 2.4.1, the Company shall recommend to the Board of Directors to propose
Size of the Board of Directors. Each of the parties hereto agrees to vote all shares of capital stock now owned or hereafter acquired by him, her or it to fix and maintain the number of directors on the Board of Directors of the Company at not less than six (6) nor more than nine (9) members, except as otherwise provided in Article Fourth of the Company's Restated Certificate of Incorporation, as amended.
