Agreement Regarding Directors. Until Acquisition purchases all the shares of Common Stock which are properly tendered in response to the Tender Offer and not withdrawn or this Agreement terminates, neither of the Three Cities Funds nor Acquisition will vote any Common Stock or take any other action to cause (i) anyone other than J. Willxxx Xxxxx xxx Wm. Robexx Xxxxxx XXX (or replacements for them designated by Acquisition) to be elected to the Board (except by voting at an annual meeting of stockholders in favor of the Board's nominees for election to the Board), (ii) the number of directors constituting the entire Board to be increased or decreased, or (iii) any director to be removed from the Board other than for cause.
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Samples: Plan and Agreement (Cohr Inc), Plan and Agreement of Merger (Three Cities Fund Ii Lp), Plan and Agreement of Merger (TCF Acquisition Corp)
Agreement Regarding Directors. Until Acquisition purchases all the shares of Common Stock which are properly tendered in response to the Amended Tender Offer and not withdrawn or this Agreement terminates, neither of the Three Cities Funds nor Acquisition will vote any Common Stock or take any other action to cause (i) anyone other than J. Willxxx Xxxxx xxx Wm. Robexx Xxxxxx XXX XX (or replacements for them designated by Acquisition) to be elected to 36 the Board (except by voting at an annual meeting of stockholders in favor of the Board's nominees for election to the Board), (ii) the number of directors constituting the entire Board to be increased or decreased, or (iii) any director to be removed from the Board other than for cause.
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