Common use of ALTERNATIVE DIRECTOR Clause in Contracts

ALTERNATIVE DIRECTOR. (a) Any person who is qualified to be appointed as a Director may serve as a substitute director even if he is a member of the Board of Directors or a substitute Director, (hereinafter “substitute”). (b) A substitute shall have one vote. (c) A substitute shall have, subject to the provisions of the instrument by which he was appointed, all the powers and authorities that the director for which he is serving as director, has. (d) The provision of this Article with respect to the appointment of a director shall apply with respect to an appointment of a substitute. (e) The office of a substitute director shall be automatically vacated if his appointment is terminated by the director who appointed him in accordance with these regulations, or upon the occurrence of one of the events described in Articles (1), (2), (3), (5), (6) or (7) of Article 67 or, if the office of the member of the Board of Directors with respect to whom he serves as a substitute shall be vacated for any reason whatsoever. (f) The substitute director has the right to receive notice of convening of a Board of Directors meeting and may participate or vote at such meeting only if the director appointing said substitute is absent from said meeting.

ALTERNATIVE DIRECTOR. (a) Any person who is qualified to be appointed as a Director may serve as a substitute director even if he is a member of the Board of Directors or a substitute Director, (hereinafter “substitute”). (b) A substitute shall have one vote. (c) A substitute shall have, subject to the provisions of the instrument by which he was appointed, all the powers and authorities that the director for which he is serving as director, has. (d) The provision of this Article with respect to the appointment of a director shall apply with respect to an appointment of a substitute. (e) The office of a substitute director shall be automatically vacated if his appointment is terminated by the director who appointed him in accordance with these regulations, or upon the occurrence of one of the events described in Articles (1), (2), (3), (5), (6) or (7) of Article 67 or, if the office of the member of the Board of Directors with respect to whom he serves as a substitute shall be vacated for any reason whatsoever. (f) The substitute director has the right to receive notice of convening of *** a Board of Directors meeting and may participate or vote at such meeting only if the director appointing said substitute is absent from said meeting.