Common use of Equal to Clause in Contracts

Equal to. (A) up to a majority of the total number of directors comprising the Board of Directors (the “Total Number of Directors”), so long as the Shareholder beneficially owns, directly or indirectly, more than 50% of the then outstanding shares of Common Stock; (B) up to 40% of the Total Number of Directors, in the event that the Shareholder beneficially owns, directly or indirectly, more than 40%, but less than or equal to 50%, of the then outstanding shares of Common Stock; (C) up to 30% of the Total Number of Directors, in the event that the Shareholder beneficially owns, directly or indirectly, more than 30%, but less than or equal to 40%, of the then outstanding shares of Common Stock; (D) up to 20% of the Total Number of Directors, in the event that the Shareholder beneficially owns, directly or indirectly, more than 20%, but less than or equal to 30%, of the then outstanding shares of Common Stock; (E) up to 10% of the Total Number of Directors, in the event that the Shareholder beneficially owns, directly or indirectly, at least 5% of the then outstanding shares of Common Stock; and (F) no directors in the event that the Shareholder beneficially owns, directly or indirectly, less than 5% of the then outstanding shares of Common Stock. For purposes of calculating the number of directors that the Shareholder is entitled to designate pursuant to the immediately preceding sentence, any fractional amounts shall automatically be rounded up to the nearest whole number (e.g., 1 1⁄4 Directors shall equate to two Directors) and any such calculations shall be made on a pro forma basis, including, for the avoidance of doubt, taking into account any increase in the size of the Board of Directors. In the event that the Shareholders has nominated less than the total number of designees the Shareholder shall be entitled to nominate pursuant to this Section 3.1(a), the Shareholder shall have the right, at any time, to nominate such additional designees to which it is entitled, in which case, the Board of Directors shall take all Necessary Action to (x) increase the size of the Board of Directors as required to enable the Shareholder to so nominate such additional designees and (y) designate such additional designees nominated by the Shareholder to fill such newly-created vacancies. Each such designee whom the Shareholder shall actually nominate pursuant to this Section 3.1(a) and is thereafter elected to the Board of Directors to serve as a Director shall be referred to herein as a “Shareholder Designee”;

Equal to. (A) up to a majority of the total number of directors comprising the Board of Directors (the “Total Number of Directors”), so long as the Shareholder beneficially owns, directly or indirectly, more than 50% of the then outstanding shares of Common Stock; (B) up to 40% of the Total Number of Directors, in the event that the Shareholder beneficially owns, directly or indirectly, more than 40%, but less than or equal to 50%, of the then outstanding shares of Common Stock; (C) up to 30% of the Total Number of Directors, in the event that the Shareholder beneficially owns, directly or indirectly, more than 30%, but less than or equal to 40%, of the then outstanding shares of Common Stock; (D) up to 20% of the Total Number of Directors, in the event that the Shareholder beneficially owns, directly or indirectly, more than 20%, but less than or equal to 30%, of the then outstanding shares of Common Stock; (E) up to 10% of the Total Number of Directors, in the event that the Shareholder beneficially owns, directly or indirectly, at least 5% of the then outstanding shares of Common Stock; and (F) no directors in the event that the Shareholder beneficially owns, directly or indirectly, less than 5% of the then outstanding shares of Common Stock. For purposes of calculating the number of directors that the Shareholder is entitled to designate pursuant to the immediately preceding sentence, any fractional amounts shall automatically be rounded up to the nearest whole number (e.g., 1 1⁄4 1¼ Directors shall equate to two Directors) and any such calculations shall be made on a pro forma basis, including, for the avoidance of doubt, taking into account any increase in the size of the Board of Directors. In the event that the Shareholders has nominated less than the total number of designees the Shareholder shall be entitled to nominate pursuant to this Section 3.1(a), the Shareholder shall have the right, at any time, to nominate such additional designees to which it is entitled, in which case, the Board of Directors shall take all Necessary Action to (x) increase the size of the Board of Directors as required to enable the Shareholder to so nominate such additional designees and (y) designate such additional designees nominated by the Shareholder to fill such newly-created vacancies. Each such designee whom the Shareholder shall actually nominate pursuant to this Section 3.1(a) and is thereafter elected to the Board of Directors to serve as a Director shall be referred to herein as a “Shareholder Designee”;