Absent or Disqualified Members. In the absence or disqualification of a member of any Committee, the member or members thereof present at any meeting and not disqualified from voting, whether or not he, she or they constitute a quorum, may unanimously appoint another member of the Board of Directors to act at the meeting in the place of any such absent or disqualified member.
Appears in 4 contracts
Samples: Subordinated Loan and Security Agreement (Specialty Underwriters Alliance, Inc.), Senior Loan and Security Agreement (Specialty Underwriters Alliance, Inc.), Merger Agreement (At&t Latin America Corp)
Absent or Disqualified Members. In the absence or disqualification of a member of any Committeecommittee, if no alternate member is present to act in his or her stead, the member or members thereof present at any meeting and not disqualified from voting, whether or not he, she or they constitute a quorum, may unanimously appoint another member of the Board of Directors to act at the meeting in the place of any such absent or disqualified member.
Appears in 4 contracts
Samples: Merger Agreement (Avista Healthcare Public Acquisition Corp.), Merger Agreement (Avista Healthcare Public Acquisition Corp.), Transaction Agreement (Avista Healthcare Public Acquisition Corp.)
Absent or Disqualified Members. In the absence or disqualification of a member of any Committeecommittee of the Board of Directors, the member or members thereof present at any meeting and not disqualified from voting, whether or not he, she he or they constitute a quorum, may unanimously appoint another member of the Board of Directors to act at the meeting in the place of any such absent or disqualified member. [Section 141(c).]
Appears in 1 contract
Samples: By Laws (Lexmark International Inc)
Absent or Disqualified Members. In the absence or disqualification of a member of any Committee, the member or members thereof present at any meeting and not disqualified from voting, whether or not he, she such member or they constitute a quorum, may unanimously appoint another member of the Board of Directors to act at the meeting in the place of any such absent or disqualified member. [Section 141(c).]
Appears in 1 contract
Samples: By Laws (Dynatech Corp)
Absent or Disqualified Members. In the absence or disqualification of a member of any Committee, the member or members thereof present at any meeting and not disqualified from voting, whether or not he, she he or they constitute a quorum, may unanimously appoint another member of the Board of Directors to act at the meeting in the place of any such absent or disqualified membermember so long as Section 3.01 is complied with in respect of the Executive Committee. [Section 141(c).]
Appears in 1 contract
Absent or Disqualified Members. In the absence or ------------------------------ disqualification of a member of any Committee, the member or members thereof present at any meeting and not disqualified from voting, whether or not he, she he or they constitute a quorum, may unanimously appoint another member of the Board of Directors to act at the meeting in the place of any such absent or disqualified member. [Section 141(c).]
Appears in 1 contract
Samples: Agreement and Plan of Contribution and Merger (Excalibur Technologies Corp)
Absent or Disqualified Members. In the absence or disqualification of a member of any Committee, the member or members thereof present at any meeting and not disqualified from voting, whether or not he, she he or they constitute a quorum, may unanimously appoint another member of the Board of Directors to act at the meeting in the place of any such absent or disqualified member. [Section 141(c).]
Appears in 1 contract
Samples: Stock Purchase Agreement and Agreement and Plan of Merger (NCP SBG Lp)
