Common use of Director Designation Rights Clause in Contracts

Director Designation Rights. (a) Subject to (i) review and approval by the Company’s Board of Directors and its Nominating and Corporate Governance Committee, (ii) the terms of Company’s certificate of incorporation and bylaws, as amended from time to time, (iii) compliance with applicable law or regulation or the rules of the principal market on which the Common Stock is traded, and (iv) satisfaction of eligibility, independence and other criteria applicable to members of the Company’s Board of Directors established by the Company from time to time (the “Appointment Criteria”), the Company agrees to appoint one individual selected by the AIGH Holder (the “Appointed Director”) to the Company’s Board of Directors initially as a Class II director (which class’s current term ends at the Company’s annual meeting of stockholders to be held in 2025), at or promptly following the Closing by taking all necessary action by the Company or its Board of Directors to effect such appointment. Upon the conclusion of the Appointed Director’s term(s) on the Company’s Board of Directors, subject to the satisfaction of the Appointment Criteria, the Company agrees to include the Appointed Director as a nominee in the Company’s slate of nominees for election as directors of the Company at the Company’s annual meeting of stockholders for the applicable year(s), and to use its best efforts to cause the election of the Appointed Director. For the avoidance of doubt, the Company shall use substantially the same level of effort and provide substantially the same level of support as is used and/or provided for the other director nominees of the Company with respect to the applicable meeting of stockholders. Furthermore, for the avoidance of doubt, failure of the stockholders of the Company to elect the Appointed Director for one or more additional terms shall not be deemed a breach of the Company’s obligations hereunder. In such case, and in the event any designated Appointed Director or serving Appointed Director is not approved or ceases to serve as a director, the AIGH Holder may designate each such occasion a substitute Appointed Director subject to the Appointment Criteria and the same Company obligations set forth above with respect to the initial Appointed Director. The Company’s Board of Directors and/or its Nominating and Corporate Governance Committee may (but is not obligated to) request that the Appointed Director serve on one or more of the standing committees of the Company’s Board of Directors, subject to the Appointed Director’s satisfaction of independence and other qualifications required to serve on such committee(s).

Director Designation Rights. (a) Subject The Company agrees to, subject to approval by the Board of Directors (which approval shall not be unreasonably withheld), appoint (i) review and approval by one individual to the Company’s Board of Directors within thirty (30) calendar days of the Closing Date and its Nominating and Corporate Governance Committee, (ii) an additional individual to the terms of Company’s certificate of incorporation and bylaws, as amended from time to time, (iii) compliance with applicable law or regulation or the rules of the principal market on which the Common Stock is traded, and (iv) satisfaction of eligibility, independence and other criteria applicable to members of the Company’s Board of Directors established if an existing director on the Board of Directors is not removed on or before the annual meeting of the Company immediately following the Closing Date, in each case designated by the Company from time to time (Purchasers purchasing a majority of the “Appointment Criteria”), the Company agrees to appoint one individual selected by the AIGH Holder Shares hereunder (the “Appointed DirectorDirector(s)”) to the Company’s Board of Directors initially as a Class II director (which class’s current term ends at the Company’s annual meeting of stockholders to be held in 2025), at or promptly following the Closing by taking all necessary action by the Company or its Board of Directors to effect such appointmentappointment(s). The Appointed Director(s) must at the time of nomination be eligible under the Delaware General Corporation Law and the rules and policies of the Principal Trading Market (or any other stock exchange upon which the Common Stock is listed) to serve as a director of the Company. Upon the conclusion of the Appointed Director’s Director(s)’ term(s) on the Company’s Board of Directors, subject to the satisfaction of the Appointment Criteria, the Company agrees to include the Appointed Director Director(s) as a nominee nominee(s) in the Company’s slate of nominees for election as directors of the Company at the Company’s annual meeting of stockholders for the applicable year(s), and to use its commercially best efforts to cause the election of the Appointed DirectorDirector(s). For the avoidance of doubt, the Company shall use substantially the same level of effort and provide substantially the same level of support as is used and/or provided for the other director nominees of the Company with respect to the applicable meeting of stockholders. Furthermore, for the avoidance of doubt, failure of the stockholders of the Company to elect the Appointed Director Director(s) for one or more additional terms shall not be deemed a breach of the Company’s obligations hereunder. In such case, and in the event any designated Appointed Director Director(s) or serving Appointed Director Director(s) is not approved or ceases to serve as a director, the AIGH Holder Purchasers may designate on each such occasion a substitute Appointed Director subject to the Appointment Criteria Director(s) and the same Company obligations set forth above with respect to the initial Appointed Director. The Company’s Board of Directors and/or its Nominating and Corporate Governance Committee may (but is not obligated to) request that the Appointed Director serve on one or more of the standing committees of the Company’s Board of Directors, subject to the Appointed Director’s satisfaction of independence and other qualifications required to serve on such committee(sDirector(s).

Director Designation Rights. (a) Subject to (i) review and approval by the Company’s Board of Directors and its Nominating and Corporate Governance Committee, (ii) the terms of Company’s certificate of incorporation and bylaws, as amended from time to time, (iii) compliance with applicable law or regulation or the rules of the principal market on which the Common Stock is traded, and (iv) satisfaction of eligibility, independence and other criteria applicable to members of the Company’s Board of Directors established by the Company from time to time (the “Appointment Criteria”), the The Company agrees to appoint one individual selected by up to two independent directors in consultation with, and subject to the AIGH Holder approval of, Rxxxxxxx Advisors, Inc. (the “Appointed DirectorDirectors”) to the Company’s Board of Directors initially effective as a Class II director (which class’s current term ends at the Company’s annual meeting of stockholders to be held in 2025), at or promptly soon as practicable following the Closing receipt of Stockholder Approval by taking all necessary action by the Company or its Board of Directors to effect such appointment. The Appointed Directors will be classified, so long as the Company has a classified Board of Directors, in a manner consistent with the Company’s organizational documents and in consultation with Rxxxxxxx Advisors, Inc. Upon the conclusion of the Appointed Director’s Directors’ term(s) on the Company’s Board of Directors, subject to the satisfaction of the Appointment Criteria, the Company agrees to include the Appointed Director Directors as a nominee nominees in the Company’s slate of nominees for election as directors of the Company at the Company’s annual meeting of stockholders for the applicable year(s), and to use its commercially best efforts to cause the election of the Appointed DirectorDirectors. For the avoidance of doubt, the Company shall use substantially the same level of effort and provide substantially the same level of support as is used and/or provided for the other director nominees of the Company with respect to the applicable meeting of stockholders. Furthermore, for the avoidance of doubt, failure of the stockholders of the Company to elect the Appointed Director Directors for one or more additional terms shall not be deemed a breach of the Company’s obligations hereunder. In such case, and in the event any designated Appointed Director or serving Appointed Director is not approved or ceases to serve as a director, the AIGH Holder Rxxxxxxx Advisors, Inc. may designate on each such occasion a substitute Appointed Director subject to the Appointment Criteria and the same Company obligations set forth above with respect to the initial Appointed Director. The Company’s Board of Directors and/or its Nominating and Corporate Governance Committee may (but is not obligated to) request that the Appointed Director serve on one or more of the standing committees of the Company’s Board of Directors, subject to the Appointed Director’s satisfaction of independence and other qualifications required to serve on such committee(s)shall apply.