Common use of CHANGES IN DIRECTORS Clause in Contracts

CHANGES IN DIRECTORS. From time to time during the term of this Agreement, Voting Parties who hold sufficient Shares to designate a director pursuant to Section 2(a) of this Agreement (or, in the case of the Common Director, the CEO) may, in their sole discretion: (i) notify the Company in writing of an intention to remove from the Company’s Board of Directors any incumbent director who occupies a Board seat for which such Voting Parties are (or, in the case of the Common Director, the CEO is) entitled to designate the director; or (ii) notify the Company in writing of an intention to select a new director for election to a Board seat for which such Voting Parties are (or, in the case of the Common Director, the CEO is) entitled to designate the director (whether to replace a prior director or to fill a vacancy in such Board seat). In the event of the removal or selection of a director under this Section 2(d), the Company shall take such reasonable actions as are necessary to facilitate such removals or elections, including, without limitation, soliciting the votes of the appropriate stockholders, and the Voting Parties shall vote their Shares to cause: (a) the removal from the Company’s Board of Directors of the director or directors so designated for removal and (b) the election to the Company’s Board Directors of any new director or directors so designated.