Common use of Designees Clause in Contracts

Designees. (a) Upon the closing of the IPO, the Board shall initially consist of seven directors, including Xxxxxxxx Xxxxx, Rajini Xxxxxx Xxxxxxxx, Xxxxx X. Xxxxxxxx, Xxxxxxxxxxx X. Xxxxxxxxxx, Xxxxx X. Xxxxx, Xxxxxxx X. XxXxxxxxx and Xxxx Xxxxxxxxxx (the “Initial Directors”). The audit committee of the Board shall initially consist of three directors, including Xxxxx X. Xxxxxxxx, Xxxxxxx X. XxXxxxxxx and Xxxx Xxxxxxxxxx, the compensation committee of the Board shall initially consist of three directors, including Xxxxx X. Xxxxxxxx, Xxxxx X. Xxxxx and Xxxx Xxxxxxxxxx, and the nominating and governance committee of the Board shall initially consist of three directors, including Xxxxxxxxxxx X. Xxxxxxxxxx, Xxxxx X. Xxxxxxxx and Xxxxxxx X. XxXxxxxxx. Of the Initial Directors, Xxxxxxxxxxx X. Xxxxxxxxxx is deemed to be a KKR Director. The Board will be divided into three classes serving staggered three-year terms. Class I, Class II and Class III directors will serve until the Company’s annual meetings of shareholders in 2019, 2020 and 2021, respectively. Xxxxxxxx Xxxxx, Xxxxx X. Xxxxx and Xxxxxxxxxxx X. Xxxxxxxxxx will be assigned to Class I, Rajini Xxxxxx Xxxxxxxx and Xxxx Xxxxxxxxxx will be assigned to Class II, and Xxxxxxx X. XxXxxxxxx and Xxxxx X. Xxxxxxxx will be assigned to Class III. From and after the closing of the IPO, the rights of the Principal Stockholders to designate directors to the Board and its committees shall be as set forth in the remainder of this Section 2.1. At the completion of the IPO, the Board shall include the applicable KKR Director referred to in this paragraph (a), and such other individuals as shall be nominated and elected to the Board from time to time by the Board or the Company’s stockholders consistent herewith and with applicable law.

Designees. (a) Upon the closing of the IPO, the Board shall initially consist of seven directors, including Xxxxxxxx Xxxxx, Rajini Xxxxxx Xxxxxxxx, Xxxxx X. Xxxxxxxx, Xxxxxxxxxxx X. Xxxxxxxxxx, Xxxxx X. Xxxxx, Xxxxxxx X. XxXxxxxxx and Xxxx Xxxxxxxxxx (the “Initial Directors”). The audit committee of the Board shall initially consist of three directors, including Xxxxx X. Xxxxxxxx, Xxxxxxx X. XxXxxxxxx and Xxxx Xxxxxxxxxx, the compensation committee of the Board shall initially consist of three directors, including Xxxxx X. Xxxxxxxx, Xxxxx X. Xxxxx and Xxxx Xxxxxxxxxx, and the nominating and governance committee of the Board shall initially consist of three directors, including Xxxxxxxxxxx X. Xxxxxxxxxx, Xxxxx X. Xxxxxxxx and Xxxxxxx X. XxXxxxxxx. Of the Initial Directors, Xxxxxxxxxxx Xxxxx X. Xxxxxxxxxx is Xxxxxxxx and Xxxxx X. Xxxxx are each deemed to be a KKR DirectorStone Point Directors. The Board will be divided into three classes serving staggered three-year terms. Class I, Class II and Class III directors will serve until the Company’s annual meetings of shareholders in 2019, 2020 and 2021, respectively. Xxxxxxxx Xxxxx, Xxxxx X. Xxxxx and Xxxxxxxxxxx X. Xxxxxxxxxx will be assigned to Class I, Rajini Xxxxxx Xxxxxxxx and Xxxx Xxxxxxxxxx will be assigned to Class II, and Xxxxxxx X. XxXxxxxxx and Xxxxx X. Xxxxxxxx will be assigned to Class III. From and after the closing of the IPO, the rights of the Principal Stockholders to designate directors to the Board and its committees shall be as set forth in the remainder of this Section 2.1. At the completion of the IPO, the Board shall include the applicable KKR Director Stone Point Directors referred to in this paragraph (a), and such other individuals as shall be nominated and elected to the Board from time to time by the Board or the Company’s stockholders consistent herewith and with applicable law.

Designees. (a) Upon the closing of the IPOBusiness Combination, the Board shall initially consist of seven nine directors, including Xxxxxxxx Cxxxx Xxx, Exxxxxxxx Xxxxxxxx, Rxxxxx Xxxxxx, Pxxxxxxx X. Xxxxxxx, Dxxxx Xxxxx, Rajini Jxxxxx Xxxxxxx, Dxxxxx Xxxxxxx, Jxxx Xxxx and Kxxx Xxxxxx Xxxxxxxx, Xxxxx X. Xxxxxxxx, Xxxxxxxxxxx X. Xxxxxxxxxx, Xxxxx X. Xxxxx, Xxxxxxx X. XxXxxxxxx and Xxxx Xxxxxxxxxx (the “Initial Directors”). The audit committee of the Board shall initially consist of three directors, including Xxxxx Pxxxxxxx X. Xxxxxxx, Rxxxxx Xxxxxx and Exxxxxxxx Xxxxxxxx, Xxxxxxx X. XxXxxxxxx and Xxxx Xxxxxxxxxx, the compensation committee of the Board shall initially consist of three directors, including Xxxxx X. Xxxxxxxx, Xxxxx X. Xxxxx and Xxxx Xxxxxxxxxx, and the nominating and governance committee of the Board shall initially consist of three directors, including Xxxxxxxxxxx X. Xxxxxxxxxx, Xxxxx X. Xxxxxxxx and Xxxxxxx X. XxXxxxxxx. Of the Initial Directors, Xxxxxxxxxxx X. Xxxxxxxxxx is Dxxxx Xxxxx, Jxxxxx Xxxxxxx, Dxxxxx Xxxxxxx, Jxxx Xxxx and Kxxx Xxxxxx are each deemed to be a KKR DirectorLS Directors. The Board will be divided into three classes serving staggered three-year terms. Class I, Class II and Class III directors will serve until the Company’s annual meetings of shareholders in 20192022, 2020 2023 and 20212024, respectively. Xxxxxxxx XxxxxExxxxxxxx Xxxxxxxx, Xxxxx X. Xxxxx Jxxxxx Xxxxxxx and Xxxxxxxxxxx X. Xxxxxxxxxx Jxxx Xxxx will be assigned to Class I, Rajini Dxxxxx Xxxxxxx, Rxxxxx Xxxxxx Xxxxxxxx and Xxxx Xxxxxxxxxx Kxxx Xxxxxx will be assigned to Class II, and Cxxxx Xxx, Dxxxx Xxxxx and Pxxxxxxx X. Xxxxxxx X. XxXxxxxxx and Xxxxx X. Xxxxxxxx will be assigned to Class III. From and after the closing of the IPOBusiness Combination, the rights of the Principal Stockholders to designate directors to the Board and its committees shall be as set forth in the remainder of this Section 2.1. At the completion Upon consummation of the IPOBusiness Combination, the Board shall include the applicable KKR Director LS Directors referred to in this paragraph (a), and such other individuals as shall be nominated and elected to the Board from time to time by the Board or the Company’s stockholders consistent herewith and with applicable law.

Designees. (a) Upon The Company shall take all necessary action to ensure that, immediately after the closing of the IPOTransactions, (i) the Board of Directors of the Company (the “Board”) shall initially consist of seven the following ten (10) directors, including Xxxxxxxx Xxxxx, Rajini Xxxxxx : Xxxx Xxxxxxxx, Xxxxx X. XxxxxxxxXxxxxxx Xxxxxx, Xxxxxxxxxxx X. XxxxxxxxxxXxxxxx Xxxxxx, Xxxxx X. Xxxxxxx, Xxxxx Xxxxx, Xxxxxxx X. XxXxxxxxx Xxxxx, Xxxxxxxx Love, Xxxxx Xxxxxxxxx, Xxxxx Xxxxxxxxx, and Xxxx Xxxxxxxxxx Xxxxx Xxxxxxxx (the “Initial Directors”). The , (ii) the audit committee of the Board shall initially consist of the following three directors, including Xxxxx X. : Nana Xxxxxxxx, Xxxxxxx X. XxXxxxxxx Xxxxxxxx Love and Xxxx XxxxxxxxxxXxxxx Xxxxxxxxx, (iii) the compensation committee of the Board shall initially consist of three the following four directors, including Xxxxx X. : Xxxx Xxxxxxxx, Xxxxx X. Xxxxx, Xxxxxxxx Love and Xxxxx and Xxxx XxxxxxxxxxXxxxxxxx, and (iv) the nominating and governance committee of the Board shall initially consist of three the following four directors: Xxxxxxx Xxxxxx, including Xxxxxxxxxxx X. XxxxxxxxxxXxxxxx Xxxxxx, Xxxxx X. Xxxxxxxx Xxxxxxxxx and Xxxxxxx X. XxXxxxxxxXxxxx Xxxxxxxxx. Of the Initial Directors, Xxxxxxxxxxx X. Xxxxxxxxxx is Xxxxxxx Xxxxxx and Xxxxx Xxxxx are deemed to be a KKR DirectorCharter Directors, Xxxxx Xxxxxxxx and Xxxxx Xxxxxxxxx are deemed to be Qurate Directors, and Xxxx Xxxxxxxx and Xxxxxx Xxxxxx are deemed to be Cerberus Directors. Xxxx Xxxxxxxx, Xxxxx Xxxxx, Xxxxxxxx Love and Xxxxx Xxxxxxxx will serve as Class I directors, Xxxxx Xxxxxxx, Xxxxxxx Xxxxx and Xxxxx Xxxxxxxxx will serve as Class II directors, and Xxxxxxx Xxxxxx, Xxxxxx Xxxxxx and Xxxxx Xxxxxxxxx will serve as Class III directors. The Company shall take all necessary action (to the extent not prohibited by applicable law) to cause the Board will be divided into three classes serving staggered three-year terms. Class I, Class II and Class III directors will serve until to nominate for election at the Company’s 2021 annual meetings meeting of shareholders stockholders the Class II directors listed in 2019the immediately preceding sentence, 2020 and 2021, respectively. Xxxxxxxx Xxxxx, Xxxxx X. Xxxxx and Xxxxxxxxxxx X. Xxxxxxxxxx will be assigned to Class I, Rajini Xxxxxx Xxxxxxxx and Xxxx Xxxxxxxxxx will be assigned to Class II, and Xxxxxxx X. XxXxxxxxx and Xxxxx X. Xxxxxxxx will be assigned to Class IIIthe extent such directors are serving as directors on the Board at the time nominations are made. From and after the closing of the IPOClosing Date, the rights of the Principal Stockholders to designate directors to the Board and its committees shall be as set forth in the remainder of this Section 2.1. At the completion of the IPO, the Board shall include the applicable KKR Director referred to in this paragraph (a), and such other individuals as shall be nominated and elected to the Board from time to time by the Board or the Company’s stockholders consistent herewith and with applicable law.