EXECUTION VERSION Motorola Mobility Holdings, Inc. 600 North US Highway 45 Libertyville, Illinois 60048 November 30, 2010 To: Each of the Persons and entities listed on Schedule A (the "Icahn Group") Ladies and Gentlemen: This letter agreement shall...Board Representation Agreement • January 12th, 2011 • Icahn Carl C • Delaware
EX-99.3 3 dex993.htm BOARD REPRESENTATION AGREEMENT BOARD REPRESENTATION AGREEMENTBoard Representation Agreement • May 5th, 2020 • Delaware
This BOARD REPRESENTATION AGREEMENT (this “Agreement”), dated as of January 19, 2010, is entered into by and among Crosstex Energy GP, LLC, a Delaware limited liability company (the “GP LLC”), Crosstex Energy GP, L.P., a Delaware limited partnership (the “GP LP”), Crosstex Energy, L.P., a Delaware limited partnership (the “Partnership”), Crosstex Energy, Inc., a Delaware corporation (“CEI” and, together with GP LLC, GP LP and the Partnership, the “Crosstex Entities”), and GSO Crosstex Holdings LLC, a Delaware limited liability company (the “Purchaser”). Capitalized terms used but not defined herein are used as defined in the Series A Convertible Preferred Unit Purchase Agreement dated as of January 6, 2010 by and among the Partnership and the Purchaser (the “Purchase Agreement”).
Board Representation AgreementBoard Representation Agreement • August 10th, 2017 • Pacific Grove Capital LP • Transportation services • New York
This agreement (the “Agreement”) is made as of July 31, 2017, by Monaker Group, Inc., a Nevada corporation (the “Company”), and Pacific Grove Capital LP (the “Investor”).
AGREEMENTBoard Representation Agreement • February 25th, 2009 • Credit Suisse/ • Air transportation, scheduled • Delaware
This AGREEMENT, dated as of February 23, 2009 (the “Agreement”), is made by and between ExpressJet Holdings, Inc., a Delaware corporation (the “Company”), and Credit Suisse Securities (USA) LLC, a Delaware limited liability company (“Credit Suisse”).
EX-10.4 7 d236362dex104.htm EX-10.4 BOARD REPRESENTATION AGREEMENTBoard Representation Agreement • May 5th, 2020 • Delaware
THIS BOARD REPRESENTATION AGREEMENT (this “Agreement”) is made and entered into as of August 1, 2016, by and among Seventy Seven Energy Inc., (the “Company”) and (a) Anchorage Capital Master Offshore, Ltd., (b) Citadel Equity Fund Ltd., and (c) ValueWorks Limited Partners LP, (each, a “Holder” and collectively, the “Holders”). The Company and the Holders are herein referred to as the “Parties.” Capitalized terms used but not defined herein shall have the meaning assigned to such term in the Amended Joint Prepackaged Chapter 11 Plan of Reorganization of Seventy Seven Finance Inc. and its Affiliated Debtors, dated July 8, 2016 (the “Plan”).
RFMD BOARD REPRESENTATION AGREEMENTBoard Representation Agreement • April 24th, 2006 • Jazz Semiconductor Inc • Semiconductors & related devices • Delaware
THIS RFMD BOARD REPRESENTATION AGREEMENT (this "Agreement") is effective as of October 15, 2002, by and among Carlyle Partners III, L.P., a Delaware limited partnership ("CP III"), CP III Coinvestment, L.P., a Delaware limited partnership ("Coinvestment"), Carlyle High Yield Partners, L.P., a Delaware limited partnership ("High Yield Partners" and, collectively with CP III and Coinvestment, "Carlyle"), Conexant Systems, Inc., a Delaware corporation ("Conexant" and, collectively with Carlyle, the "Original Stockholders"), RF Micro Devices, Inc., a North Carolina corporation ("RFMD" and, together with the Original Stockholders, the "Stockholders"), Jazz Semiconductor, Inc., a Delaware corporation formerly known as Specialtysemi, Inc. (the "Company") and Newport Fab, LLC, a Delaware limited liability company ("Newport Fab").
BOARD REPRESENTATION AGREEMENT Macatawa Bank CorporationBoard Representation Agreement • February 19th, 2015 • Macatawa Bank Corp • State commercial banks • Michigan
This BOARD REPRESENTATION AGREEMENT (“Agreement”) is made this 5th day of November, 2008, by and among Macatawa Bank Corporation, a Michigan corporation and registered financial holding company (“Macatawa”), and White Bay Capital, LLC, a Michigan limited liability company (“White Bay”). Macatawa and White Bay are each referred to herein as a “Party” and, collectively, as the “Parties.”
AMENDED AND RESTATED BOARD REPRESENTATION AGREEMENTBoard Representation Agreement • January 29th, 2019 • Enfield Holdings Advisors, Inc. • Natural gas transmission
BOARD REPRESENTATION AGREEMENTBoard Representation Agreement • April 30th, 2009 • BELLUS Health Inc. • Pharmaceutical preparations • Quebec
WHEREAS in connection with such subscription of the Notes, Bellus and VSVI wish to formalize their understanding with respect to the right of VSVI to nominate two (2) representatives to the Board of Directors of Bellus;
EX-4.3 5 a18-9616_1ex4d3.htm EX-4.3 BOARD REPRESENTATION AGREEMENTBoard Representation Agreement • May 5th, 2020 • Delaware
THIS BOARD REPRESENTATION AGREEMENT, dated as of April 2, 2018 (this “Agreement”), is entered into by and among Energy Transfer Equity, L.P., a Delaware limited partnership (“ETE”), USA Compression Partners, LP, a Delaware limited partnership (the “Partnership”), USA Compression GP, LLC, a Delaware limited liability company (the “General Partner” and collectively with the Partnership, the “Partnership Entities”) and EIG Veteran Equity Aggregator, L.P. (together with any assignee permitted hereunder, the “EIG Purchaser”). ETE, the Partnership Entities and the EIG Purchaser are herein referred to as the “Parties.” Capitalized terms used but not defined herein shall have the meaning assigned to such term in the Second Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of the date hereof (the “Partnership Agreement”).
SECOND AMENDED AND RESTATED CARLYLE BOARD REPRESENTATION AGREEMENTBoard Representation Agreement • April 24th, 2006 • Jazz Semiconductor Inc • Semiconductors & related devices • Delaware
THIS SECOND AMENDED AND RESTATED CARLYLE BOARD REPRESENTATION AGREEMENT (this "Agreement") is effective as of October 15, 2002, by and among Carlyle Partners III, L.P., a Delaware limited partnership ("CP III"), CP III Coinvestment, L.P., a Delaware limited partnership ("Coinvestment"), Carlyle High Yield Partners, L.P., a Delaware limited partnership ("High Yield Partners" and, collectively with CP III and Coinvestment, "Carlyle"), Conexant Systems, Inc., a Delaware corporation ("Conexant" and, collectively with Carlyle, the "Original Stockholders"), RF Micro Devices, Inc., a North Carolina corporation ("RFMD" and, together with the Original Stockholders, the "Stockholders"), Jazz Semiconductor, Inc., a Delaware corporation formerly known as Specialtysemi, Inc. (the "Company") and Newport Fab, LLC, a Delaware limited liability company ("Newport Fab").
BOARD REPRESENTATION AGREEMENTBoard Representation Agreement • April 30th, 2009 • BELLUS Health Inc. • Pharmaceutical preparations • Quebec
WHEREAS in connection with such subscription of the Notes, Bellus and Vitus wish to formalize their understanding with respect to the right of Vitus to nominate two (2) representatives to the Board of Directors of Bellus;
SECOND AMENDED AND RESTATED CONEXANT BOARD REPRESENTATION AGREEMENTBoard Representation Agreement • April 24th, 2006 • Jazz Semiconductor Inc • Semiconductors & related devices • Delaware
THIS SECOND AMENDED AND RESTATED CONEXANT BOARD REPRESENTATION AGREEMENT (this "Agreement") is effective as of October 15, 2002, by and among Carlyle Partners III, L.P., a Delaware limited partnership ("CP III"), CP III Coinvestment, L.P., a Delaware limited partnership ("Coinvestment"), Carlyle High Yield Partners, L.P., a Delaware limited partnership ("High Yield Partners" and, collectively with CP III and Coinvestment, "Carlyle"), Conexant Systems, Inc., a Delaware corporation ("Conexant" and, collectively with Carlyle, the "Original Stockholders"), RF Micro Devices, Inc., a North Carolina corporation ("RFMD" and, together with the Original Stockholders, the "Stockholders"), Jazz Semiconductor, Inc., a Delaware corporation formerly known as Specialtysemi, Inc. (the "Company") and Newport Fab, LLC, a Delaware limited liability company ("Newport Fab").
EXHIBIT 10.4 BOARD REPRESENTATION AGREEMENT This Board Representation Agreement, dated as of May 25, 1998 (this "Agreement"), is by and among Hearst- Argyle Television, Inc., a Delaware corporation ("Acquiror"), Hearst Broadcasting, Inc. (the...Board Representation Agreement • May 27th, 1998 • Hearst Argyle Television Inc • Television broadcasting stations • Delaware
CONEXANT BOARD REPRESENTATION AGREEMENTBoard Representation Agreement • January 21st, 2004 • Jazz Semiconductor Inc • Delaware
THIS CONEXANT BOARD REPRESENTATION AGREEMENT (this "Agreement") is effective as of March 12, 2002, by and among Carlyle Partners III, L.P., a Delaware limited partnership ("CP III"), CP III Coinvestment, L.P., a Delaware limited partnership ("Coinvestment"), Carlyle High Yield Partners, L.P., a Delaware limited partnership ("High Yield Partners" and, collectively with CP III and Coinvestment, "Carlyle"), Conexant Systems, Inc., a Delaware corporation ("Conexant" and, collectively with Carlyle, the "Stockholders"), Specialtysemi, Inc., a Delaware corporation ("Specialtysemi"), and Newport Fab, LLC, a Delaware limited liability company ("Newport Fab").
December 12, 2000 Mortimer B. Fuller III c/o Genesee & Wyoming Inc. 66 Field Point Road Greenwich, CT 06830 The 1818 Fund III, L.P. c/o Brown Brother Harriman & Co. 59 Wall Street New York, NY 10005 Attention: Mr. T. Michael Long Dear Sirs: Reference...Board Representation Agreement • December 20th, 2000 • Genesee & Wyoming Inc • Railroads, line-haul operating • New York
AGREEMENTBoard Representation Agreement • March 18th, 2013 • Dolphin Limited Partnership Iii, L.P. • Computer peripheral equipment, nec • Minnesota
This Agreement (this “Agreement”) is made and entered into as of March 18, 2013, by and among Rimage Corporation (the “Company”) and Dolphin Limited Partnership III, L.P. (“Dolphin III”), Dolphin Associates III, LLC, and Dolphin Holdings Corp. III (collectively, “Dolphin”) (each of the Company and Dolphin, a “Party” to this Agreement, and collectively, the “Parties”).
MOTOROLA, INC. 1303 East Algonquin Road Schaumburg, Illinois 60196Board Representation Agreement • April 8th, 2008 • Motorola Inc • Radio & tv broadcasting & communications equipment • Delaware
This letter agreement shall become effective upon the appointment or election of Keith A. Meister (the “Designee”) to the Board of Directors (the “Board”) of Motorola, Inc. (the “Company”). The Company understands and agrees that, subject to the terms of, and in accordance with, this letter agreement, each of the Icahn Designees (as defined in the Agreement dated the date hereof between the Company, Carl Icahn, Icahn Partners LP, Icahn Partners Master Fund LP and High River Limited Partnership) may, if and to the extent he desires to do so, disclose information he obtains while a member of the Board to the Representatives (as hereinafter defined) and may discuss such information with any and all such persons. As a result, you may receive certain non-public information regarding the Company. You acknowledge that this information is proprietary to the Company and may include trade secrets or other business information the disclosure of which could harm the Company. In consideration for,
AGREEMENTBoard Representation Agreement • February 13th, 2012 • Wausau Paper Corp. • Paper mills • Wisconsin
This Agreement (this “Agreement”) is made and entered into as of February 10, 2012, by and among Wausau Paper Corp. (the “Company”) and the entities and natural persons listed on Exhibit A hereto and their respective Affiliates (collectively, “Starboard”) (each of the Company and Starboard, a “Party” to this Agreement, and collectively, the “Parties”).
AGREEMENTBoard Representation Agreement • April 16th, 2010 • Alloy Inc • Services-advertising agencies • Delaware
This Agreement, dated as of April 15, 2010, is by and among Alloy, Inc., a Delaware corporation (the “Company”), and Matthew A. Drapkin, an individual resident of New York (“Drapkin”), and the other individuals and entities signatories hereto (collectively with Drapkin, the “Drapkin Group”).
H POWER CORP. 1373 Broad Street Clifton, New Jersey 07013Board Representation Agreement • June 2nd, 2000 • H Power Corp • Motors & generators
BOARD REPRESENTATION AGREEMENTBoard Representation Agreement • August 1st, 2019 • Archrock, Inc. • Natural gas transmission • Delaware
THIS BOARD REPRESENTATION AGREEMENT, dated as of August 1, 2019 (this “Agreement”), is entered into by and between Archrock, Inc., a Delaware corporation (the “Company”), and JDH Capital Holdings, L.P., a Texas limited partnership (“JDH”). The Company and JDH are herein referred to as the “Parties.” Capitalized terms used but not defined herein shall have the meaning assigned to such terms in that certain Asset Purchase Agreement, dated as of June 23, 2019, by and between Archrock Services, L.P., a Delaware limited partnership and a wholly owned subsidiary of the Company (“ASLP”), the Company and Elite Compression Services, LLC, a Delaware limited liability company (“Elite”) (the “Purchase Agreement”).
BOARD REPRESENTATION AGREEMENTBoard Representation Agreement • November 1st, 2016 • Lonestar Resources US Inc. • Crude petroleum & natural gas • Delaware
This BOARD REPRESENTATION AGREEMENT (this “Agreement”) is made and entered into as of October 26, 2016, between LONESTAR RESOURCES US INC., a Delaware corporation (the “Company”) and EF REALISATION COMPANY LIMITED, a Guernsey company (the “Stockholder”).
ContractBoard Representation Agreement • April 14th, 2014
The Agreement defines the ‘‘Covered Period’’ as the period beginning on the date the Agreement was executed and ending upon the earliest to occur of:
BOARD REPRESENTATION AGREEMENTBoard Representation Agreement • April 29th, 2019 • South Plains Financial, Inc. • State commercial banks • Texas
This BOARD REPRESENTATION AGREEMENT (this “Agreement”) is made and entered into as of March 7, 2019, by and among Henry TAW LP and James C. Henry (individually, the “Shareholder” and collectively, the “Shareholders”), South Plains Financial, Inc., a Texas corporation and registered bank holding company (the “Company”), and for the limited purposes set forth herein, the Board Representative (as defined below).
Universal American Corp. Six International Drive, Suite 190 Rye Brook, New York 10573Board Representation Agreement • March 8th, 2012 • Universal American Corp. • Hospital & medical service plans • New York
Reference is made to the Agreement and Plan of Merger, dated as of January 11, 2012 (the “Merger Agreement”), by and among the Universal American Corp., a Delaware corporation (the “Company”), APS Merger Sub, Inc., a Delaware corporation, Partners Healthcare Solutions, Inc., a Delaware corporation (“APS”), and Partners Healthcare Solutions Holding, L.P., a Delaware limited partnership (“APSLP”), pursuant to which the Company agreed to acquire all of the issued and outstanding capital stock of APS and, as consideration therefor, agreed to issue to APSLP, shares of Parent Common Stock (the “APS Acquisition”). Capitalized terms used but not otherwise defined in this letter (this “Letter Agreement”) shall have the meanings ascribed to such terms in the Merger Agreement.
AGREEMENTBoard Representation Agreement • January 11th, 2010 • Tier Technologies Inc • Services-computer integrated systems design • Delaware
This Agreement dated this 8th day of January, 2010 (this “Agreement”), is made by and among Giant Investment, LLC, a Delaware limited liability company (“Giant”), Parthenon Investors II, L.P., a Delaware limited partnership (“Parthenon”), PCap Partners II, LLC, a Delaware limited liability company (“PCap Partners”), PCap II, LLC, a Delaware limited liability company (“PCap II”), and John C. Rutherford (the foregoing individuals and entities being collectively referred to herein as the “Parthenon Group”), and Tier Technologies, Inc., a Delaware corporation (the “Company”).
AGREEMENTBoard Representation Agreement • February 5th, 2015 • Brightcove Inc • Services-computer processing & data preparation • Delaware
This Agreement is made as of February 5, 2015 (this “Agreement”) between Brightcove Inc., a Delaware corporation (the “Company”), and each of the parties listed on Exhibit A hereto (collectively, “Tenzing Global”). The Company and Tenzing Global are referred to herein as the “Parties.” Certain capitalized terms used in this Agreement have the meanings ascribed to them in Section 3(b) below.
AGREEMENTBoard Representation Agreement • September 26th, 2002 • Clorox Co /De/ • Specialty cleaning, polishing and sanitation preparations
AGREEMENT, dated as of July 16, 1986 between HENKEL KgaA, organized under the laws of the Federal Republic of Germany (“Henkel”), and THE CLOROX COMPANY, a California corporation on its own behalf and on behalf of a Delaware corporation to be organized to succeed to its business (“Clorox”).
CARLYLE BOARD REPRESENTATION AGREEMENTBoard Representation Agreement • January 21st, 2004 • Jazz Semiconductor Inc • Delaware
THIS CARLYLE BOARD REPRESENTATION AGREEMENT (this "Agreement") is effective as of March 12, 2002, by and among Carlyle Partners III, L.P., a Delaware limited partnership ("CP III"), CP III Coinvestment, L.P., a Delaware limited partnership ("Coinvestment"), Carlyle High Yield Partners, L.P., a Delaware limited partnership ("High Yield Partners" and, collectively with CP III and Coinvestment, "Carlyle"), Conexant Systems, Inc., a Delaware corporation ("Conexant" and, collectively with Carlyle, the "Stockholders"), Specialtysemi, Inc., a Delaware corporation ("Specialtysemi") and Newport Fab, LLC, a Delaware limited liability company ("Newport Fab").
CHESAPEAKE ENERGY CORPORATIONBoard Representation Agreement • July 6th, 2012 • Icahn Carl C • New York
This letter agreement shall become effective upon its execution following the appointment or election of Vincent J. Intrieri to the Board of Directors (the “Board”) of Chesapeake Energy Corporation (the “Company”). In consideration of and reliance upon the mutual covenants and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Company and you hereby agree as follows:
BOARD REPRESENTATION AGREEMENTBoard Representation Agreement • March 9th, 2022 • PureCycle Technologies, Inc. • Plastic materials, synth resins & nonvulcan elastomers • New York
This agreement (the “Agreement”) is made as of March 7, 2022, by PureCycle Technologies, Inc., a Delaware corporation (the “Company”), and Sylebra Capital Management (the “Investor”), and shall take effect on date of the closing of the transactions contemplated by the Subscription Agreement (defined below) (the “Effective Date”).
April 22, 2003Board Representation Agreement • May 5th, 2003 • Hancock Park Capital Ii Lp • Retail-catalog & mail-order houses
This letter agreement constitutes the agreement of FAO, Inc. (“FAO”) that, so long as Hancock Park Capital II LP (“Hancock”) and its affiliates own not less than 3,000 Shares or the shares of FAO Common Stock into which such Shares have been converted, Hancock shall have the right to designate one person for election to FAO’s Board of Directors (the “Designee”). FAO agrees that it shall (A) nominate the Designee for election to FAO’s Board of Directors, and take all related actions as may reasonably be necessary to cause such nomination, on the same basis as FAO nominates all other directors for election and (B) use its best efforts to cause FAO shareholders to elect the Designee to FAO’s Board of Directors. It shall constitute best efforts if FAO (1) includes the Designee in its annual proxy statement and proxy card for the election of directors; provided that Hancock has delivered the information necessary for such inclusion as required under the Securities Exchange Act of 1934, as a
EXHIBIT 10.15 BOARD REPRESENTATION AGREEMENT AGREEMENT dated as of __________ among Ingram Micro Inc., a Delaware corporation ("Micro"), and each Person listed on the signature pages hereof. WHEREAS, Micro believes it is in the best interest of Micro...Board Representation Agreement • October 25th, 1996 • Ingram Micro Inc • Wholesale-computers & peripheral equipment & software • Delaware
BOARD REPRESENTATION AGREEMENTBoard Representation Agreement • July 6th, 2016 • Professional Diversity Network, Inc. • Services-computer programming, data processing, etc. • Delaware
This Board Representation Agreement (this “Agreement”) is made as of June 30, 2016, between Professional Diversity Network, Inc., a Delaware corporation (the “Company”), and White Winston Select Asset Funds, LLC, a Delaware limited liability company (the “Investor”).
