Common use of Change in Board of Directors Clause in Contracts

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 708 contracts

Samples: Indemnity Agreement (DiamondHead Holdings Corp.), Indemnity Agreement (Motor City Acquisition Corp.), Indemnity Agreement (CIIG Capital Partners II, Inc.)

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Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 530 contracts

Samples: Indemnity Agreement (DT Asia Investments LTD), Indemnity Agreement (One Madison Corp), Form of Indemnity Agreement (Silver Spike Acquisition Corp II)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 406 contracts

Samples: Indemnity Agreement (POEMA Global Holdings Corp.), Indemnity Agreement (SVF Investment Corp.), Indemnity Agreement (Spring Valley Acquisition Corp. II)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 362 contracts

Samples: Indemnity Agreement (TLG Acquisition One Corp.), Indemnity Agreement (Aequi Acquisition Corp.), Form of Indemnity Agreement (Seaport Global Acquisition Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 331 contracts

Samples: Indemnity Agreement (GP-Act III Acquisition Corp.), Indemnity Agreement (Social Capital Suvretta Holdings Corp. IV), Indemnity Agreement (Social Capital Hedosophia Holdings Corp. III)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 193 contracts

Samples: Indemnity Agreement (Tech & Energy Transition Corp), Indemnity Agreement (FirstMark Horizon Acquisition Corp.), Indemnity Agreement (Supernova Partners Acquisition Company, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election appointment by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for appointment or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 92 contracts

Samples: Indemnity Agreement (Churchill Capital Corp VII), Indemnity Agreement (North Mountain Merger Corp.), Indemnity Agreement (Silverman Acquisition Corp I)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 72 contracts

Samples: Indemnity Agreement (DFB Healthcare Acquisitions Corp.), Indemnity Agreement (ROI Acquisition Corp.), Indemnity Agreement (Iron Spark I Inc.)

Change in Board of Directors. Individuals who, as of the date hereofof this Agreement, constitute the Company’s Board of Directors (the “Board”), and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved of this Agreement (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;.

Appears in 56 contracts

Samples: Indemnification Agreement (Asta Funding Inc), Indemnification Agreement (BiomX Inc.), Board of Directors Services Agreement (Elite Data Services, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 42 contracts

Samples: Indemnity Agreement (New Frontier Corp), Indemnity Agreement (SCVX Corp.), Form of Indemnity Agreement (Crown PropTech Acquisitions)

Change in Board of Directors. Individuals who, as of the date hereofof this Agreement, constitute the Board, and any new director whose election appointment by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof of this Agreement or whose election for appointment or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 29 contracts

Samples: Indemnity Agreement (KnightSwan Acquisition Corp), Indemnity Agreement (KnightSwan Acquisition Corp), Indemnity Agreement (C5 Acquisition Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose appointment or election by the Board or nomination for election by the Company’s stockholders was approved or recommended by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose appointment, election for or nomination for election was previously so approved or recommended by the directors referred to in this clause (b) (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 23 contracts

Samples: Indemnification Agreement (Rackspace Technology, Inc.), Indemnification Agreement (Driven Brands Holdings Inc.), Indemnification Agreement (Teladoc Health, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election appointment by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for appointment or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 17 contracts

Samples: Indemnification Agreement (Hawks Acquisition Corp), Indemnification Agreement (Hawks Acquisition Corp), Indemnification Agreement (Hawks Acquisition Corp)

Change in Board of Directors. Individuals The date on which the individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 15 contracts

Samples: Indemnity Agreement (GigCapital, Inc.), Indemnity Agreement (GigCapital, Inc.), Indemnity Agreement (Lightning eMotors, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s 's stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the "Continuing Directors"), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 13 contracts

Samples: Indemnity Agreement (Parabellum Acquisition Corp.), Indemnity Agreement (Tegal Corp /De/), Indemnity Agreement (Parabellum Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two two- thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 12 contracts

Samples: Indemnity Agreement (ESM Acquisition Corp), Indemnity Agreement (Ibere Pharmaceuticals), Indemnity Agreement (Worldwide Webb Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election appointment by the Board or nomination for election appointment by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election appointment was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 11 contracts

Samples: Indemnity Agreement (Itiquira Acquisition Corp.), Indemnity Agreement (Itiquira Acquisition Corp.), Indemnity Agreement (Itiquira Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;; (iii)

Appears in 10 contracts

Samples: Indemnity Agreement (LDH Growth Corp I), Indemnity Agreement (Deep Lake Capital Acquisition Corp.), Indemnity Agreement (LDH Growth Corp I)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election appointment by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for appointment or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 10 contracts

Samples: Form of Indemnity Agreement (Intrepid Acquisition Corp I), Form of Indemnity Agreement (Cascadia Acquisition Corp.), Indemnity Agreement (Anzu Special Acquisition Corp I)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;Board;

Appears in 9 contracts

Samples: Indemnity Agreement (VMG Consumer Acquisition Corp.), Indemnity Agreement (VMG Consumer Acquisition Corp.), Indemnity Agreement (VMG Consumer Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereofGrant Date, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof Grant Date or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 8 contracts

Samples: Restricted Stock Unit Award Agreement (Mentor Graphics Corp), Restricted Stock Unit Award Agreement (Mentor Graphics Corp), Restricted Stock Unit Award Agreement (Mentor Graphics Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds (2/3) of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 7 contracts

Samples: Indemnity Agreement (dMY Squared Technology Group, Inc.), Indemnity Agreement (dMY Squared Technology Group, Inc.), Indemnity Agreement (dMY Squared Technology Group, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election appointment by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for appointment or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 7 contracts

Samples: Form of Indemnity Agreement (Denali Capital Acquisition Corp.), Form of Indemnity Agreement (Blockchain Coinvestors Acquisition Corp. I), Indemnity Agreement (Pegasus Digital Mobility Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director subject to the provisions of the Articles, whose election appointment by the Board or nomination for election appointment by the Company’s stockholders shareholders, was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for appointment or nomination for election appointment was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 6 contracts

Samples: Indemnity Agreement (AP Acquisition Corp), Indemnity Agreement (AP Acquisition Corp), Indemnity Agreement (AP Acquisition Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 5 contracts

Samples: Indemnification Agreement (Global Brass & Copper Holdings, Inc.), Indemnification Agreement (China XD Plastics Co LTD), Indemnification Agreement (Amc Entertainment Holdings, Inc.)

Change in Board of Directors. Individuals who, as of the date hereofof this Agreement, constitute the Company's Board of Directors (the "Board"), and any new director whose election by the Board or nomination for election by the Company’s 's stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved of this Agreement (collectively, the "Continuing Directors"), cease for any reason to constitute at least a majority of the members of the Board;.

Appears in 4 contracts

Samples: Unico American Corporation Indemnification Agreement (Unico American Corp), Independent Contractor Agreement (Elite Data Services, Inc.), Independent Contractor Agreement (Elite Data Services, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director (other than a director designated by a person who has entered into an agreement with the Corporation to effect a Change in Control) whose election by the Board or nomination for election by the CompanyCorporation’s stockholders was approved by a vote of at least two thirds a majority of the directors then still in office who either were directors on at the date hereof beginning of the period or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 4 contracts

Samples: Indemnification Agreement (Resolute Forest Products Inc.), Form of Indemnification Agreement (AbitibiBowater Inc.), Indemnification Agreement (AbitibiBowater Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds (2/3) of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 4 contracts

Samples: Indemnity Agreement (Bullpen Parlay Acquisition Co), Indemnity Agreement (Bullpen Parlay Acquisition Co), Indemnity Agreement (Bullpen Parlay Acquisition Co)

Change in Board of Directors. Individuals who, as of the date hereofof this Agreement, constitute the Company’s Board of Directors (the “Board”), and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved of this Agreement (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;.

Appears in 4 contracts

Samples: Indemnification Agreement (SOC Telemed, Inc.), Indemnification Agreement (Mudrick Capital Management, L.P.), Indemnification Agreement (Getaround, Inc)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 4 contracts

Samples: Form of Indemnity Agreement (Eureka Acquisition Corp), Form of Indemnity Agreement (Eureka Acquisition Corp), Form of Indemnity Agreement (TenX Keane Acquisition)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 3 contracts

Samples: Form of Indemnity Agreement (Integral Acquisition Corp 1), Indemnity Agreement (AMCI Acquisition Corp. II), Indemnity Agreement (Priveterra Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 3 contracts

Samples: Indemnity Agreement (Infrastructure & Energy Alternatives, Inc.), Indemnity Agreement (Salix Pharmaceuticals LTD), Indemnity Agreement (Medicines Co /De)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved or pursuant to a Director Nomination Agreement (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 3 contracts

Samples: Employment Agreement (HMH Holdings (Delaware), Inc.), Indemnification Agreement (HMH Holdings (Delaware), Inc.), Employment Agreement (HMH Holdings (Delaware), Inc.)

Change in Board of Directors. Individuals who, as of the date hereofEffective Date, constitute the Board, and any new director whose election by the Board or nomination for election by the CompanyCorporation’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof Effective Date or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 3 contracts

Samples: Severance Agreement (Mentor Graphics Corp), Severance Agreement (Mentor Graphics Corp), Severance Agreement (Mentor Graphics Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the CompanyCorporation’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 3 contracts

Samples: Indemnity Agreement (ARYA Sciences Acquisition Corp IV), Investor Rights Agreement (KORE Group Holdings, Inc.), Indemnity Agreement (KORE Group Holdings, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders 's shareholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the "Continuing Directors"), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Indemnity Agreement (Waldencast Acquisition Corp.), Indemnity Agreement (Waldencast Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Indemnity Agreement (Lowes Companies Inc), Indemnity Agreement (Lowes Companies Inc)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Indemnification Agreement (Michael Kors Holdings LTD), Indemnification Agreement (Intelsat Global Holdings S.A.)

Change in Board of Directors. Individuals who, as of the date hereofOption Date, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof Option Date or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Stock Option Agreement (Mentor Graphics Corp), Stock Option Agreement (Mentor Graphics Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved or who was otherwise nominated by THL or any of its affiliates (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Indemnity Agreement (Federal Street Acquisition Corp.), Indemnity Agreement (Agiliti, Inc. \De)

Change in Board of Directors. Individuals who, as of the date hereofof this Agreement, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved of this Agreement (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;.

Appears in 2 contracts

Samples: Indemnification Agreement (VictoryBase Corp), Indemnification Agreement (Wheels Up Experience Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election appointment by the Board or nomination for election appointment by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for appointment on or nomination for election appointment was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Indemnity Agreement (Sculptor Acquisition Corp I), Indemnity Agreement (Sculptor Acquisition Corp I)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s Corporation's stockholders was approved by a vote of at least two thirds of the directors Directors then still in office who were directors Directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the "Continuing Directors"), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Director Indemnification Agreement (SCOLR Pharma, Inc.), Officer Indemnification Agreement (SCOLR Pharma, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the CompanyCorporation’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Indemnity Agreement (Alpha Healthcare Acquisition Corp Iii), Indemnity Agreement (Amicus Therapeutics, Inc.)

Change in Board of Directors. Individuals who, as of at the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Form of Indemnity Agreement (Galileo Acquisition Corp.), Form of Indemnity Agreement (Americas Technology Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;Board;

Appears in 2 contracts

Samples: Indemnity Agreement (Terrapin 4 Acquisition Corp), Form of Indemnity Agreement (Leisure Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the CompanyCorporation’s stockholders was approved by a vote of at least two thirds (2/3rd) of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Indemnity Agreement (Acxiom Corp), Indemnity Agreement (Acxiom Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election appointment by the Board or nomination for election appointment by the Company’s stockholders shareholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for appointment or nomination for election appointment was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 2 contracts

Samples: Indemnification Agreement (Peridot Acquisition Corp. III), Indemnification Agreement (Peridot Acquisition Corp. III)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Baiya International Group Inc.)

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Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds three fifths (3/5) of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Tivic Health Systems, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds fifths of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnity Agreement (Colicity Inc.)

Change in Board of Directors. Individuals who, as of the date hereofof this Agreement, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”)of this Agreement, cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Axonics Modulation Technologies, Inc.)

Change in Board of Directors. Individuals who, as of the date hereofof this Agreement, constitute the Company’s Board of Directors (the “Board”), and any new director whose election appointment by the Board or nomination for election appointment by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved of this Agreement (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;.

Appears in 1 contract

Samples: Indemnification Agreement (Mynd.ai, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the voting power of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Hemisphere Media Group, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;; (c)

Appears in 1 contract

Samples: Indemnity Agreement (Waldencast Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved either (i) by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so (ii) approved by an ordinary resolution of the holders of the Class B ordinary shares of the Company (prior to the closing of an initial business combination) (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Form of Indemnity Agreement (TenX Keane Acquisition)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;Board;

Appears in 1 contract

Samples: Indemnity Agreement (ION Acquisition Corp 3 Ltd.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the CompanyCorporation’s stockholders was approved by a vote of at least two thirds of the directors Directors then still in office who were directors Directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Director Indemnification Agreement (Infocus Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders 's shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the "Continuing Directors"), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Form of Indemnity Agreement (Hunter Maritime Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Form of Indemnity Agreement (TMT Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose appointment or election by the Board or nomination for election by the Company’s stockholders was approved or recommended by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose appointment, election for or nomination for election was previously so approved or recommended by the directors referred to in this clause (b) (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;; ​

Appears in 1 contract

Samples: Indemnification Agreement (Latham Group, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors weredirectors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnity Agreement (FinTech Acquisition Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: 1indemnity Agreement (Six Flags Entertainment Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose appointment or election by the Board or nomination for election by the Company’s 's stockholders was approved or recommended by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof or whose appointment, election for or nomination for election was previously so approved or recommended by the directors referred to in this clause (b) (collectively, the "Continuing Directors"), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (vTv Therapeutics Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;Board; ​

Appears in 1 contract

Samples: Indemnity Agreement (Everest Consolidator Acquisition Corp)

Change in Board of Directors. Individuals who, as of the date hereofEffective Date, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof Effective Date or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Bitcoin Depot Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s Corporation's stockholders was approved by a vote of at least two thirds (2/3rd) of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the "Continuing Directors"), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnity Agreement (Acxiom Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;; ​

Appears in 1 contract

Samples: Indemnity Agreement (ITHAX Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (but excluding for this purpose any individual who becomes a director in settlement of an actual or threatened proxy contest) (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnity Agreement (Sunlight Financial Holdings Inc.)

Change in Board of Directors. Individuals who, as of the date hereofof this Agreement, constitute the Board, and any new director whose appointment or election by the Board or nomination for election by the Company’s stockholders was approved or recommended by a vote of at least two thirds a majority of the directors then still in office who were directors on the date hereof of this Agreement or whose appointment, election for or nomination for election was previously so approved or recommended by the directors referred to in this clause (b) (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Savers Value Village, Inc.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), ) cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Kimco Realty Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s 's stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the "Continuing Directors"), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnity Agreement (Cascade Acquisition Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the CompanyParent’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”)approved, cease for any reason to constitute at least a majority of the members of the Board;.

Appears in 1 contract

Samples: Indemnification Agreement (Mercadolibre Inc)

Change in Board of Directors. Individuals who, as of the date hereofEffective date, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof Effective Date or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), ) cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Kimco Realty OP, LLC)

Change in Board of Directors. Individuals who, as of the date hereofInitial Business Combination, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnification Agreement (Cazador Acquisition Corp Ltd.)

Change in Board of Directors. Individuals who, as of the date hereofEffective Date, constitute the BoardBoard of Directors, and any new director whose election by the Board of Directors or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof Effective Date or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the BoardBoard of Directors;

Appears in 1 contract

Samples: Indemnification Agreement (Realty Income Corp)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election appointment by the Board or nomination for election appointment by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for appointment or nomination for election appointment was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnity Agreement (Excelsa Acquisition Corp.)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnity Agreement (TPB Acquisition Corp I)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders shareholders was approved by a vote of at least two two-thirds of the directors then still in office who were directors on the date hereof or whose election for or nomination for election was previously so approved (collectively, the “Continuing ​ ​ Directors”), cease for any reason to constitute at least a majority of the members of the Board;

Appears in 1 contract

Samples: Indemnity Agreement (CC Neuberger Principal Holdings II)

Change in Board of Directors. Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the BoardBoard at any time after the date hereof;

Appears in 1 contract

Samples: Indemnification Agreement (Medicis Pharmaceutical Corp)

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