Common use of Board of Directors’ Control Clause in Contracts

Board of Directors’ Control. The officers of State Auto P&C and of each of the Managed Companies shall be subject to the authority of their respective boards of directors, provided, however, it is understood that such officers have contractual obligations under this Agreement to State Auto P&C and the other Managed Companies party to this Agreement. Each Managed Company and State Auto P&C may appoint or elect as its officers those persons who hold offices in any other State Auto Company or any other affiliate, subject at all times to the power of each company’s respective board of directors to appoint, elect, or remove its officers in accordance with its respective articles or certificate of incorporation, code of regulations or by-laws, and other governing documents, statutes, or rules of law applicable to each respective company.

Board of Directors’ Control. The officers of State Auto P&C P&C, Mutual and of each of the Managed Xxxxxxxx Companies shall be subject to the authority of their respective boards of directors, provided, however, it is understood that such officers have contractual obligations under this Agreement to Agreement. State Auto P&C P&C, Mutual and the other Managed Companies party to this Agreement. Each Managed each Xxxxxxxx Company and State Auto P&C may appoint or elect as its officers those persons who hold offices in any other State Auto Company or any other affiliate, subject at all times to the power of each company’s respective board of directors to appoint, elect, or remove its officers in accordance with its respective articles or certificate of incorporation, code of regulations or by-laws, and other governing documents, statutes, or rules of law applicable to each respective company.