The [[MHR Entities:Organization]] shall be entitled to direct the replacement of the Observer for any reason and at any time by delivering notice in writing or by electronic transmission of such replacement to the Company. Except as otherwise provided by this Agreement, such replacement shall take effect at the time specified in such notice or, if the time be not specified, upon receipt thereof by the Company. Any person designated to replace the Observer must, as a condition to being appointed as an observer to the Committee, execute and deliver to the Company a joinder or other written agreement to be bound by the terms of this Agreement as the Observer (such joinder or written agreement, a “Joinder”). For the avoidance of doubt, if any designated replacement has not yet executed and delivered a Joinder to the Company, such person shall not be appointed as an observer of the Committee and no person shall then be entitled to serve as an observer of the Committee unless and until such designated replacement (or another person designated by the [[MHR Entities:Organization]]) executes and delivers a Joinder to the Company. No delay by the [[MHR Entities:Organization]] in designating a replacement to the Observer shall impair its right to subsequently designate the Observer.

The [[MHR Entities:Organization]] shall be entitled to designate the Observer to serve as an observer of the Committee. Following the execution of this Agreement by each of the parties hereto, the Company shall cause the Initial Observer to appointed as an observer of the Committee.