Preferred Stock Directors. Notwithstanding anything else contained herein, whenever the holders of one or more classes or series of preferred stock shall have the right, voting separately as a class or series, to elect directors, the election, term of office, filling of vacancies, removal and other features of such directorships shall be governed by the terms of the resolution or resolutions applicable thereto adopted by the Board of Directors pursuant to the Certificate of Incorporation, and such directors so elected shall not be subject to the provisions of Sections 3.02, 3.12 and 3.13 of this Article 3 unless otherwise provided therein.
Appears in 2 contracts
Preferred Stock Directors. Notwithstanding anything else contained herein, whenever the holders of one or more classes or series of preferred stock Preferred Stock shall have the right, voting separately as a class or series, to elect directors, the election, term of office, filling of vacancies, removal and other features of such directorships shall be governed by the terms of the such class or series of Preferred Stock adopted by resolution or resolutions applicable thereto adopted by the Board of Directors pursuant to the Certificate of IncorporationSection 4.02 hereto, and such directors so elected shall not be subject to the provisions of Sections 3.02, 3.12 and 3.13 of this Article 3 6 unless otherwise provided therein.
Appears in 2 contracts
Samples: Business Combination Agreement (GS Acquisition Holdings Corp II), Director Nomination Agreement (GS Acquisition Holdings Corp II)
Preferred Stock Directors. Notwithstanding anything else contained herein, whenever the holders of one or more classes or series of preferred stock shall have the right, voting separately as a class or series, to elect directors, the election, term of office, filling of vacancies, removal and other features of such directorships shall be governed by the terms of the resolution or resolutions applicable thereto adopted by the Board of Directors pursuant to the Certificate of Incorporation, and such directors so elected shall not be subject to the provisions of Sections 3.023.02, 3.12 3.12 and 3.13 3.13 of this Article Article 3 unless otherwise provided therein.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Fusion Acquisition Corp.), Agreement and Plan of Reorganization (FTAC Olympus Acquisition Corp.)
Preferred Stock Directors. Notwithstanding anything else contained hereinany other provision of this Article V, and except as otherwise required by law, whenever the holders of one or more classes or series of preferred stock the Preferred Stock shall have the right, voting separately as a by class or series, to elect one or more directors, the election, term of office, the filling of vacancies, the removal from office and other features of such directorships shall be governed by the terms of such series of the resolution or resolutions applicable thereto adopted by the Board of Directors pursuant to the Preferred Stock as set forth in this Fourth Amended and Restated Certificate of Incorporation, and such directors so elected shall not be subject to the provisions of Sections 3.02, 3.12 and 3.13 of this Article 3 unless otherwise provided therein(including any Preferred Stock Designation).
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Landcadia Holdings II, Inc.), Purchase Agreement (Landcadia Holdings II, Inc.)
Preferred Stock Directors. Notwithstanding anything else contained hereinany other provision of this Article V, and except as otherwise required by law, whenever the holders of one or more classes or series of preferred stock the Preferred Stock shall have the right, voting separately as a by class or series, to elect one or more directors, the election, term of office, the filling of vacancies, the removal from office and other features of such directorships shall be governed by the terms of such series of the resolution or resolutions applicable thereto adopted by the Board of Directors pursuant to the Preferred Stock as set forth in this Second Amended and Restated Certificate of Incorporation, and such directors so elected shall not be subject to the provisions of Sections 3.02, 3.12 and 3.13 of this Article 3 unless otherwise provided therein(including any Preferred Stock Designation).
Appears in 2 contracts
Samples: Merger Agreement (Logiq, Inc.), Merger Agreement (Abri SPAC I, Inc.)
Preferred Stock Directors. Notwithstanding anything else contained hereinthe foregoing, whenever the holders of one or more classes or series of preferred stock Preferred Stock shall have the right, voting separately as a class or series, ; to elect directors, the election, term of office, filling of vacancies, removal and other features of such directorships shall be governed by the terms of the resolution or resolutions applicable thereto adopted by the Board of Directors pursuant to ARTICLE FOURTH of the Certificate of IncorporationArticles applicable thereto, and such directors each director so elected shall not be subject to the provisions of Sections 3.02, 3.12 and 3.13 of this Article 3 ARTICLE III unless otherwise provided therein.
Appears in 2 contracts
Samples: ASTROTECH Corp, ASTROTECH Corp
Preferred Stock Directors. Notwithstanding anything else contained herein, whenever the holders of one or more classes or series of preferred stock shall have the right, voting separately as a class or series, to elect directors, the election, term of office, filling of vacancies, removal and other features of such directorships shall be governed by the terms of the resolution or resolutions applicable thereto adopted by the Board of Directors pursuant to the Certificate of Incorporation, and such directors so elected shall not be subject to the provisions of Sections 3.02, 3.12 and 3.13 of this Article 3 unless otherwise provided therein.
Appears in 2 contracts
Samples: Director Nomination Agreement (GS Acquisition Holdings Corp II), Agreement and Plan of Merger (D8 Holdings Corp.)
Preferred Stock Directors. Notwithstanding anything else contained hereinany other provision of this Article V, and except as otherwise required by law, whenever the holders of one or more classes or series of preferred stock the Preferred Stock shall have the right, voting separately as a by class or series, to elect one or more directors, the election, term of office, the filling of vacancies, the removal from office and other features of such directorships shall be governed by the terms of such series of the resolution or resolutions applicable thereto adopted by the Board of Directors pursuant to the Preferred Stock as set forth in this Third Amended and Restated Certificate of Incorporation, and such directors so elected shall not be subject to the provisions of Sections 3.02, 3.12 and 3.13 of this Article 3 unless otherwise provided therein(including any Preferred Stock Designation).
Appears in 1 contract
Samples: Transaction Support Agreement (ATI Physical Therapy, Inc.)
Preferred Stock Directors. Notwithstanding anything else contained herein, whenever the holders of one or more classes or series of preferred stock Preferred Stock shall have the right, voting separately as a class or series, to elect directors, the election, term of office, filling of vacancies, removal and other features of such directorships shall be governed by the terms of the such class or series of Preferred Stock adopted by resolution or resolutions applicable thereto adopted by the Board of Directors pursuant to the Certificate of IncorporationArticle 4(A) hereto, and such directors so elected shall not be subject to the provisions of Sections 3.02, 3.12 and 3.13 of this Article 3 6 unless otherwise provided therein.
Appears in 1 contract
Preferred Stock Directors. Notwithstanding anything else contained hereinthe foregoing, whenever the holders of any one or more classes or series of preferred stock Preferred Stock shall have the right, voting separately as a by class or series, to elect directorsone or more directors at an annual or special meeting of shareholders, the election, term terms of office, filling of vacancies, removal of directors and other features of such the directorships shall be governed by the terms of the this Amended and Restated Certificate of Incorporation or in any resolution or resolutions applicable thereto adopted by the Board of Directors pursuant to providing for the Certificate issuance of Incorporationany class or series of Preferred Stock, and such directors so elected shall not be subject divided into classes pursuant to the provisions of Sections 3.02, 3.12 and 3.13 of this Article 3 SEVENTH unless otherwise expressly provided thereinby such terms.
Appears in 1 contract
Samples: Agreement (Kaman Corp)
Preferred Stock Directors. Notwithstanding anything else contained hereinany other provision of this Article V, and except as otherwise required by law, whenever the holders of one or more classes or series of preferred stock the Preferred Stock shall have the right, voting separately as a by class or series, to elect one or more directors, the election, term of office, the filling of vacancies, the removal from office and other features of such directorships shall be governed by the terms of such series of the resolution or resolutions applicable thereto adopted by the Board of Directors pursuant to the Certificate of Incorporation, Preferred Stock as set forth in this Second Amended and such directors so elected shall not be subject to the provisions of Sections 3.02, 3.12 and 3.13 of this Article 3 unless otherwise provided thereinRestated Certificate.
Appears in 1 contract
Samples: Merger Agreement (Abri SPAC I, Inc.)
Preferred Stock Directors. Notwithstanding anything else contained hereinthe foregoing, whenever the holders of one or more classes or series of preferred stock Preferred Stock shall have the right, voting separately as a class or series, to elect directors, the election, term of office, filling of vacancies, removal and other features of such directorships shall be governed by the terms of the resolution or resolutions applicable thereto adopted by the Board of Directors pursuant to ARTICLE FOURTH of the Certificate of Incorporationapplicable thereto, and such directors each director so elected shall not be subject to the provisions of Sections 3.02, 3.12 and 3.13 of this Article 3 ARTICLE III unless otherwise provided therein.
Appears in 1 contract
Samples: ASTROTECH Corp
Preferred Stock Directors. Notwithstanding anything else contained hereinthe foregoing, whenever the ------------------------- holders of one or more classes or series of preferred stock Preferred Stock shall have the right, voting separately as a class or series, to elect directors, the election, term of office, filling filing of vacancies, removal and other features of such directorships shall be governed by the terms of the resolution or resolutions applicable thereto adopted by the Board of Directors pursuant to the Certificate of IncorporationARTICLE FOURTH applicable thereto, and such directors each director so elected shall not be subject to the provisions of Sections 3.02, 3.12 and 3.13 of this Article 3 ARTICLE SIXTH unless otherwise provided therein.
Appears in 1 contract
Preferred Stock Directors. Notwithstanding anything else contained herein, whenever the holders of one or more classes or series of preferred stock Preferred Stock shall have the right, voting separately as a class or series, to elect directors, the election, term of office, filling of vacancies, removal and other features of such directorships shall be governed by the terms of the such class or series of Preferred Stock adopted by resolution or resolutions applicable thereto adopted by the Board of Directors pursuant to the Certificate of IncorporationArticle 4(A) hereto, and such directors so elected shall not be subject to the provisions of Sections 3.02, 3.12 and 3.13 of this Article 3 6 unless otherwise provided therein.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Fusion Acquisition Corp.)
Preferred Stock Directors. Notwithstanding anything else contained hereinany other provision of this Article V, and except as otherwise required by law, whenever the holders of one or more classes or series of preferred stock the Preferred Stock shall have the right, voting separately as a by class or series, to elect one or more directors, the election, term of office, the filling of vacancies, the removal from office and other features of such directorships shall be governed by the terms of such series of the resolution or resolutions applicable thereto adopted by the Board of Directors pursuant to the Preferred Stock as set forth in this Amended and Restated Certificate of Incorporation, and such directors so elected shall not be subject to the provisions of Sections 3.02, 3.12 and 3.13 of this Article 3 unless otherwise provided therein(including any Preferred Stock Designation).
Appears in 1 contract
Samples: Forward Purchase Agreement (Lionheart Acquisition Corp. II)
Preferred Stock Directors. Notwithstanding anything else contained hereinthe foregoing, ------------------------- whenever the holders of one or more classes or series of preferred stock shall have the right, voting separately as a class or series, to elect directors, the election, term of office, filling of vacancies, removal and other features of such directorships shall be governed by the terms of the resolution or resolutions applicable thereto adopted by the Board of Directors pursuant to ARTICLE FOURTH of the Certificate of Incorporationapplicable thereto, and such directors each director so elected shall not be subject to the provisions of Sections 3.02, 3.12 and 3.13 of this Article 3 ARTICLE III unless otherwise provided therein.
Appears in 1 contract
Samples: Broadview Networks Holdings Inc
Preferred Stock Directors. Notwithstanding anything else contained hereinany other provision of this Article V, and except as otherwise required by law, whenever the holders of one or more classes or series of preferred stock the Preferred Stock shall have the right, voting separately as a by class or series, to elect one or more directors, the election, term of office, the filling of vacancies, the removal from office and other features of such directorships shall be governed by the terms of such series of the resolution or resolutions applicable thereto adopted by the Board of Directors pursuant to the Preferred Stock as set forth in this Amended & Restated Certificate of Incorporation, and such directors so elected shall not be subject to the provisions of Sections 3.02, 3.12 and 3.13 of this Article 3 unless otherwise provided therein(including any Preferred Stock Designation).
Appears in 1 contract