Common use of Board Membership Clause in Contracts

Board Membership. Executive shall be nominated for election as a director of the Company by the shareholders at each annual meeting during the term of this Agreement (or at each annual meeting at which his then current term as a director would otherwise expire), and if so elected by the shareholders, Executive shall serve as a member of the Board. The Executive acknowledges that the election of directors is the prerogative of the shareholders, acting in their sole discretion and, accordingly, that the failure of the shareholders to approve his nomination to membership on the Board for any term does not constitute a violation of this Agreement. In the event the Executive is elected as a member of the Board, any determination or action required of or permitted to the Board under this Agreement shall exclude the vote of the Executive. In addition, in the event the Executive is elected as a member of the Board, the Executive shall recuse himself from any such Board’s discussion pertaining to the terms and conditions of his employment by the Company, whether pursuant to this Agreement or otherwise.

Board Membership. Executive shall be nominated for election as a director of the Company Parent by the shareholders at each annual meeting during duration the term of this Agreement (or at each annual meeting at which his then current term as a director would otherwise expire), and if so elected by the shareholders, Executive shall serve as a member of the Board. The Executive acknowledges that the election of directors is the prerogative of the shareholders, acting in their sole discretion and, accordingly, that the failure of the shareholders to approve his nomination to membership on the Board for any term does not constitute a violation of this Agreement. In the event the Executive is elected as a member of the Board, any determination or action required of or permitted to the Board under this Agreement shall exclude the vote of the Executive. In addition, in the event the Executive is elected as a member of the Board, the Executive shall recuse himself from any such Board’s 's discussion pertaining to the terms and conditions of his employment by the Company, whether pursuant to this Agreement or otherwise.

Board Membership. Executive shall be nominated for election as a director of the Company by the shareholders at each annual meeting during the term of this Agreement (or at each annual meeting at which his then current term as a director would otherwise expire), and if so elected by the shareholders, Executive shall serve as a member of the Board. The Executive acknowledges that the election of directors is the prerogative of the shareholders, acting in their sole discretion and, accordingly, that the failure of the shareholders to approve his nomination to membership on the Board for any term does not constitute a violation of this Agreement. In the event the that Executive is elected as a member of the Board, any determination or action required of or permitted to the Board under this Agreement shall exclude the vote of the Executive. In addition, in the event the Executive is elected as a member of the Board, the Executive shall recuse himself from any such Board’s discussion pertaining to the terms and conditions of his employment by the Company, whether pursuant to this Agreement or otherwise.

Board Membership. Executive shall be nominated for election as a director of the Company by the shareholders at each annual meeting during the term of this Agreement (or at each annual meeting at which his then current term as a director would otherwise expire), and if so elected by the shareholders, Executive shall serve as a member of the Board. The Executive acknowledges that the election of directors is the prerogative of the shareholders, acting in their sole discretion and, accordingly, that the failure of the shareholders to approve his nomination to membership on the Board for any term does not constitute a violation of this Agreement. In the event the Executive is elected as a member of the Board, any determination or action required of or permitted to the Board under this Agreement shall exclude the vote of the Executive. In addition, in the event the Executive is elected as a member of the Board, the Executive shall recuse himself from any such Board’s discussion pertaining to the terms and conditions of his employment by the Company, whether pursuant to this Agreement or otherwise.. EXECUTION VERSION

Board Membership. Executive shall be nominated for election as a director of the Company Parent by the shareholders at each annual meeting during the term of this Agreement (or at each annual meeting at which his then current term as a director would otherwise expire), and if so elected by the shareholders, Executive shall serve as a member of the Board. The Executive acknowledges that the election of directors is the prerogative of the shareholders, acting in their sole discretion and, accordingly, that the failure of the shareholders to approve his nomination to membership on the Board for any term does not constitute a violation of this Agreement. In the event the Executive is elected as a member of the Board, any determination or action required of or permitted to the Board under this Agreement shall exclude the vote of the Executive. In addition, in the event the Executive is elected as a member of the Board, the Executive shall recuse himself from any such Board’s discussion pertaining to the terms and conditions of his employment by the Company, whether pursuant to this Agreement or otherwise.