NOMINATION AGREEMENT THIS NOMINATION AGREEMENT ("AGREEMENT") is made as of March 31, 2004, by and between NATIONWIDE HEALTH PROPERTIES, INC., a Maryland corporation ("NHP"), and EMERITUS CORPORATION, a Washington corporation ("EMERITUS"). RECITALS...Nomination Agreement • April 12th, 2004 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • California
Nomination Agreement, dated June 26, 2019, between Atlas and Timothy LoweNomination Agreement • September 20th, 2019 • Lapetus Capital II LLC • Paper mills • New York
Thank you for agreeing to serve as a nominee for election to the board of directors (the “Board”) of Verso Corporation (the “Company”) in connection with a proxy solicitation our affiliate, Lapetus Capital II LLC, and/or one or more affiliates thereof (“Atlas”) is considering undertaking for the purpose of nominating and electing directors at the 2019 annual meeting of stockholders of the Company, or special meeting of stockholders of the Company at which directors are to be elected, or any other meeting of stockholders held in lieu thereof, and at any and all adjournments, postponements, reschedulings or continuations thereof (the “Solicitation”). This letter will set forth the terms of our agreement (the “Agreement”).
NOMINATION AGREEMENT between AI INTERNATIONAL CHEMICALS S.À R.L. and LYONDELLBASELL INDUSTRIES N.V. In relation to the nomination of the members of the Supervisory BoardNomination Agreement • July 26th, 2010 • LyondellBasell Industries N.V. • Industrial organic chemicals
NOMINATION AGREEMENTNomination Agreement • July 31st, 2018 • Focus Financial Partners Inc. • Investment advice • Delaware
This NOMINATION AGREEMENT (this “Agreement”), dated as of July 30, 2018, is entered into by and between Focus Financial Partners Inc., a Delaware corporation (the “Company”), and each of the stockholders of the Company whose name appears on the signature pages hereto (each a “Principal Stockholder,” and collectively, the “Principal Stockholders”).
NOMINATION AGREEMENTNomination Agreement • February 11th, 2016 • American International Group Inc • Fire, marine & casualty insurance • Delaware
This Nomination Agreement, dated February 11, 2016 (this “Agreement”), is by and among (i) High River Limited Partnership, Icahn Partners Master Fund LP, Icahn Partners LP and Carl C. Icahn (collectively, the “Shareholder Parties” and each individually, a “member” of the Shareholder Parties) and (ii) American International Group, Inc. (the “Company”).
NOMINATION AGREEMENTNomination Agreement • May 20th, 2020 • Eventbrite, Inc. • Services-computer programming, data processing, etc.
This Nomination Agreement (this “Agreement”) is made and entered into as of May 19, 2020 by and among Eventbrite, Inc., a Delaware corporation (the “Company”), FP EB Aggregator, L.P., a Cayman Islands limited partnership (“FP”) and Francisco Partners Management, L.P., a Delaware limited partnership (“FP Parent”) (each of the Company, FP and FP Parent, a “Party” to this Agreement, and collectively, the “Parties”).
NOMINATION AGREEMENTNomination Agreement • March 5th, 2013 • PW Partners Atlas Fund LP • Retail-eating places • Minnesota
This Nomination Agreement (this “Agreement”) dated March 1, 2013, is by and among the persons and entities listed on Schedule A (collectively, the “PW Group”, and individually a “member” of the PW Group), Famous Dave’s of America, Inc. (the “Company”) and Patrick Walsh, in his individual capacity and as a member of the PW Group (the “PW Designee”).
NOMINATION AGREEMENTNomination Agreement • May 15th, 2009 • Peerless Systems Corp • Services-prepackaged software • Delaware
This Nomination Agreement, dated the 14th day of May, 2009 (this “Agreement”), by and among Peerless Systems Corporation, a Delaware corporation (the “Company”), on the one hand, and (i) Bandera Partners LLC (“Bandera Partners” or “BP”), (ii) Bandera Master Fund L.P. (“Bandera Master Fund” or “BMF”), (iii) Bandera Partners Management LLC (“BPM”), (iv) Gregory Bylinsky (“Bylinsky”), (v) Jefferson Gramm (“Gramm”) and (vi) any other Affiliates of BP, BMF, BPM, Bylinsky or Gramm (together with BP, BMF, BPM, Bylinsky and Gramm, the “Bandera Parties” and, each, a “Bandera Party”), on the other hand.
Nomination Agreement, dated March 10, 2016 by and among the certain Reporting Persons and Johannes Roth Spear Point Capital Management LLC New Orleans, LA 70130Nomination Agreement • March 11th, 2016 • Spear Point Capital Management LLC • Newspapers: publishing or publishing & printing • Delaware
This letter agreement (this “Agreement”) is with reference to your agreement to be nominated by Spear Point Capital Fund LP, Spear Point Condor LP, FiveMore Special Situations Fund Ltd, and FiveT Investment Management Ltd (each a “Stockholder” and collectively, the “Stockholders”) for election to the Board of Directors (the “Board”) of TheStreet, Inc., a Delaware corporation (“TST”), at the 2016 Annual Meeting of TST Stockholders (together with any adjournments, postponements or stockholder meetings held in lieu thereof, the “2016 Annual Meeting”). The Stockholders hold shares of TST Common Stock and currently intend to nominate you and another person (each a “Nominee” and together, the “Nominees”) for election to the Board at the 2016 Annual Meeting. You desire to be nominated and, if elected, wish to serve, as a director of TST.
Exchange Program Nomination AgreementNomination Agreement • July 23rd, 2020
Legal Name: UCID: Major/ Minor: Host Institution: Exchange Term: ⃝ Fall 20……… ⃝ Winter 20…….. ⃝ Summer 20……..⃝ Academic Year 20…../20….. ⃝ Southern Hemisphere Academic Year 20………
NOMINATION AGREEMENTNomination Agreement • April 22nd, 2013 • Bandera Partners LLC • Retail-eating places • Ohio
This NOMINATION AGREEMENT (this “Agreement”) is made as of April 12, 2013, by and between Morgan’s Foods, Inc., an Ohio corporation (the “Company”) and Bandera Master Fund L.P., a Cayman Islands exempted limited partnership (“Bandera”). Unless otherwise specified herein, all of the capitalized terms used herein are defined in Section 4 hereof.
Nomination Agreement [LETTERHEAD]Nomination Agreement • February 9th, 2018 • Monarch Alternative Capital LP • Crude petroleum & natural gas • New York
Thank you for agreeing to serve as a nominee for election to the board of directors (the “Board”) of Resolute Energy Corporation (the “Company”) in connection with a proxy solicitation that Monarch Energy Holdings LLC (“Monarch”) (and/or one or more affiliates thereof) is considering undertaking for the purpose of nominating and electing directors at the Company’s 2018 annual meeting of stockholders, or any other meeting of stockholders held in lieu thereof, and any adjournments, postponements, reschedulings or continuations thereof (the “Solicitation”). This letter will set forth the terms of our agreement (the “Agreement”).
WINDSOR & DISTRICT HOUSING ASSOCIATION LIMITED (1)Nomination Agreement • March 18th, 2010
Nomination Agreement betweenNomination Agreement • December 3rd, 2015
NOMINATION AGREEMENTNomination Agreement • July 3rd, 2017 • Jana Partners LLC • Crude petroleum & natural gas • New York
CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN REDACTED AND MARKED WITH “[***].” SUCH INFORMATION IS IMMATERIAL AND IS CUSTOMARILY AND ACTUALLY TREATED AS PRIVATE OR CONFIDENTIAL.Nomination Agreement • March 9th, 2023 • Innoviz Technologies Ltd. • Motor vehicle parts & accessories
the supplier has submitted quotations and conducted the corresponding negotiations with CARIAD. Based on the latest Status of the negotiations, which is documented in the most recent quotation and/or fax relating to the negotiations for the respective component, CARIAD commissions the supplier to develop, manufacture and deliver the following components for production (delivery item).
AMENDED AND RESTATED NOMINATION AGREEMENT between AI INTERNATIONAL CHEMICALS S.A R.L. and LYONDELLBASELL INDUSTRIES N.V. In relation to the nomination of the members of the Supervisory BoardNomination Agreement • March 16th, 2015 • LyondellBasell Industries N.V. • Industrial organic chemicals
NOMINATION AGREEMENTNomination Agreement • April 26th, 2023 • BT Brands, Inc. • Retail-eating places
This letter agreement (this “Agreement”) is with reference to your agreement to be nominated by BT Brands, Inc., a Wyoming (“BT Brands”), for election as a director (a “Nominee”) of Noble Roman’s, Inc., an Indiana corporation (the “Company”). In connection with the Company’s 2023 annual meeting of shareholders (the “NR 2023 Annual Meeting”), BT Brands desires to commence a proxy solicitation of voting equity holders of the Company (the “Proxy Solicitation”), among other things, to cause your election to the Company’s Board of Directors (the “Board”) at the NR 2023 Annual Meeting.
THE COUNTY OF HEREFORDSHIRE DISTRICT COUNCIL AND NOMINATION AGREEMENTNomination Agreement • September 7th, 2018
NOMINATION AGREEMENTNomination Agreement • February 24th, 2010 • Derma Sciences, Inc. • Surgical & medical instruments & apparatus • New Jersey
THIS NOMINATION AGREEMENT (this “Agreement”) is made, entered into, and effective as of February 23, 2010, by and among Derma Sciences, Inc., a Pennsylvania corporation with its principal place of business at 214 Carnegie Center, Suite 300, Princeton, New Jersey 08540 (the “Company”) and Comvita New Zealand Limited (“Comvita”).
NOMINATION AGREEMENTNomination Agreement • March 21st, 2016 • Douglas Kevin • Engines & turbines • British Columbia
AND WHEREAS Westport, the Douglas Group and Fuel Systems Solutions, Inc. entered into a Voting Agreement dated as of September 1, 2015 and, concurrently with the execution of this Agreement, Westport, Fuel Systems and the Douglas Group are entering into certain amendments to the Voting Agreement;
NOMINATION AGREEMENTNomination Agreement • April 16th, 2021 • Prescience Investment Group LLC • Surgical & medical instruments & apparatus • New York
ContractNomination Agreement • May 17th, 2010 • Mmi Investments, L.P. • Marshall Islands
NOMINATION AGREEMENT dated as of May 14, 2010 (this “Agreement”) by and among certain individuals and entities listed on Schedule I hereto (collectively, the “MMI Group”, and each individually a “member” of the MMI Group) and DHT Holdings, Inc., a Marshall Islands corporation (the “Company”).
AMENDED AND RESTATED NOMINATION AGREEMENTNomination Agreement • March 24th, 2022 • EVgo Inc. • Retail-retail stores, nec • Delaware
This AMENDED AND RESTATED NOMINATION AGREEMENT (this “Agreement”), dated as of March 18, 2022, is entered into by and between EVgo Inc., a Delaware corporation f/k/a Climate Change Crisis Real Impact I Acquisition Corporation (the “Company”), and each of the stockholders of the Company whose name appears on the signature pages hereto (each a “Principal Stockholder,” and collectively, the “Principal Stockholders”).
NOMINATION AGREEMENTNomination Agreement • March 7th, 2016 • England
PARAGRAPH S PAGE 1. DEFINITIONS AND INTERPRETATION 3 2. AGREEMENT AND TERM 4 3. THE NOMINATION PROCEDURE 5 4. MANAGEMENT OF VOIDS 8 5. CARE SERVICES 8 6. REVIEW OF THE SCHEME 9 7. DISPUTE RESOLUTION 9 8. NOTICES 10 9. EXCLUSION OF THIRD PARTY RIGHTS 11 10. ASSIGNMENT AND SUB-CONTRACTING 11 11. WAIVER 11 12. SEVERANCE 12 13. GOVERNING LAW 12
NOMINATION AGREEMENTNomination Agreement • April 8th, 2010
TAWARRUQ TRANSACTIONS AGENT NOMINATION AGREEMENTNomination Agreement • October 13th, 2020
WHEREAS, the Participant seeks to finance the Cardmember’s purchases by using a Business Credit Card issued by American Express Saudi Arabia through a series of Tawarruq transactions in which American Express Saudi Arabia will purchase commodities in a Sharia’ compliant manner and sell the commodities to the Participant at a pre-agreed profit margin; and
NOMINATION AGREEMENTNomination Agreement • February 25th, 2016 • Jana Partners LLC • Services-help supply services • New York
You agree that you are willing, should we so elect, to become a member of a slate of nominees (the “Slate”) of a JANA affiliate (the “Nominating Party”) which nominees shall stand for election as directors of Team Health Holdings, Inc. (“Team Health”) in connection with a proxy solicitation (the “Proxy Solicitation”) to be conducted in respect of the 2016 annual meeting of stockholders of Team Health (including any adjournment or postponement thereof or any special meeting held in lieu thereof, the “Annual Meeting”) or appointment or election by other means. You further agree to serve as a director of Team Health if so elected or appointed. JANA agrees on behalf of the Nominating Party to pay the costs of the Proxy Solicitation. JANA also agrees on behalf of the Nominating Party to pay you, (i) $80,000 within three (3) business days of the date hereof and (ii) in the event that you are appointed or elected and serve as a director of Team Health, $130,000 within three (3) business days
NOMINATION AGREEMENTNomination Agreement • February 22nd, 2017 • Jana Partners LLC • Retail-jewelry stores • New York
NOMINATION AGREEMENTNomination Agreement • December 26th, 2013 • Sillerman Robert F X • Services-computer programming, data processing, etc. • Delaware
This Nomination Agreement, dated as of December 16, 2013 (this “Agreement”), is made by and among Viggle Inc., a Delaware corporation (the “Company”) and the undersigned stockholders of the Company (each, a “Stockholder” and collectively the “Stockholders”).
Nomination Agreement betweenNomination Agreement • January 27th, 2014
Form of] NOMINATION AGREEMENTNomination Agreement • March 29th, 2005 • FCA Acquisition Corp. • Railroad equipment • Delaware
This Nomination Agreement (this “Agreement”), dated as of , 2005, by and between FreightCar America, Inc. (the “Company”) and [Camillo M. Santomero, III] [Trimaran Investments II, L.L.C., a Delaware limited liability company, on behalf of each of Trimaran Fund II, L.L.C., Trimaran Parallel Fund II, L.P., Trimaran Capital, L.L.C., CIBC Capital Corporation and CIBC Employee Private Equity Fund (Trimaran) Partners] [Caravelle Investment Fund, L.L.C., a Delaware limited liability company] (“Stockholder”).
NOMINATION AGREEMENTNomination Agreement • July 20th, 2012 • Stratford Capital Partners Lp • Radiotelephone communications • Delaware
This letter agreement dated [ ] (this “Agreement”), is with reference to your agreement to become a nominee (a “Nominee”) of Retail and Restaurant Growth Capital, L.P., a Delaware limited partnership, and Stratford Capital Partners, L.P., a Texas limited partnership, jointly (the “Nominating Parties”), for election as a director of Teletouch Communications, Inc., a Delaware corporation (the “Company”), in respect of the Company’s 2012 annual meeting of shareholders or any special meeting of stockholders of the Company called for a similar purpose.
NOMINATION AGREEMENT BETWEEN THE MORAY COUNCIL ANDNomination Agreement • September 10th, 2020
NOMINATION AGREEMENTNomination Agreement • December 28th, 2023 • Global Gas Corp • Industrial inorganic chemicals • Delaware
This NOMINATION AGREEMENT (this “Agreement”), dated as of December 21, 2023, is entered into by and among Global Gas Corporation, a Delaware corporation (the “Company”), Dune Acquisition Holdings LLC, a Delaware limited liability company (“Dune”), and each of the stockholders of the Company whose name appears on the signature pages hereto under “GHE Founders” (each, a “GHE Founder,” and collectively, the “GHE Founders”). The GHE Founders, Dune and the Company are collectively referred to herein as the “Parties” and individually as a “Party.”
