Common use of Committees of the Board of Directors Clause in Contracts

Committees of the Board of Directors. The Board of Directors may from time to time designate committees of the Board of Directors, with such lawfully delegable powers and duties as it thereby confers, to serve at the pleasure of the Board of Directors and shall, for those committees and any others provided for herein, elect a director or directors to serve as the member or members, designating, if it desires, other directors as alternate members who may replace any absent or disqualified member at any meeting of the committee. In the absence or disqualification of any member of any committee and any alternate member in his or her place, the member or members of the committee present at the meeting and not disqualified from voting, whether or not he, she or they constitute a quorum, may by unanimous vote appoint another member of the Board of Directors to act at the meeting in the place of the absent or disqualified member. Each committee may determine the procedural rules for meeting and conducting its business and shall act in accordance therewith, except as otherwise provided herein or required by law. Adequate provision shall be made for notice to members of all meetings; one-third of the members shall constitute a quorum unless the committee shall consist of one or two members, in which event one member shall constitute a quorum; and all matters shall be determined by a majority vote of the members present. No committee shall have the power or authority in reference to any of the following matters: (a) approving or adopting, or recommending to the stockholders, any action or matter (other than the election or removal of directors) expressly required by General Corporation Law of the State of Delaware to be submitted to stockholders for approval or (b) altering, amending or repealing any Bylaw, or adopting any new Bylaw.

Committees of the Board of Directors. The Board of Directors may from time designate one or more committees, each such committee to time designate committees consist of one or more of the Board of Directors, with such lawfully delegable powers and duties as it thereby confers, to serve at the pleasure directors of the Corporation. The Board of Directors and shall, for those committees and any others provided for herein, elect a director may designate one or directors to serve as the member or members, designating, if it desires, other more directors as alternate members who may of any committee to replace any absent or disqualified member at any meeting of the committee. In the absence or disqualification of any a member of any committee and any alternate member in his or her placea committee, the member or members of the committee present at the any meeting and not disqualified from voting, whether or not he, she or they constitute a quorum, may by unanimous vote unanimously appoint another member of the Board of Directors to act at the meeting in the place of the any such absent or disqualified member. Each committee Any such committee, to the extent permitted by law and provided in the resolution of the Board of Directors establishing such committee, shall have and may determine exercise all the procedural rules for meeting powers and conducting its authority of the Board of Directors in the management of the business and shall act in accordance therewith, except as otherwise provided herein or required by law. Adequate provision shall be made for notice to members of all meetings; one-third affairs of the members shall constitute a quorum unless Corporation, and may authorize the committee shall consist of one or two members, in which event one member shall constitute a quorum; and all matters shall be determined by a majority vote seal of the members present. No Corporation to be affixed to all papers which may require it; but no such committee shall have the power or authority in reference to any of the following matters: (a) approving or adopting, or recommending to the stockholders, any action or matter (other than the election or removal of directors) expressly required by General Corporation Law of the State of Delaware DGCL to be submitted to stockholders for approval approval; or (b) alteringadopting, amending or repealing any Bylaw, bylaw of the Corporation. All committees of the Board of Directors shall keep minutes of their meetings and shall report their proceedings to the Board of Directors when requested or adopting any new Bylawrequired by the Board of Directors.

Committees of the Board of Directors. The Board of Directors may from time designate one or more committees, each such committee to time designate committees consist of one or more of the Board of Directors, with such lawfully delegable powers and duties as it thereby confers, to serve at the pleasure directors of the Corporation, subject to the limitations set forth in the Certificate of Incorporation. The Board of Directors and shall, for those committees and any others provided for herein, elect a director may designate one or directors to serve as the member or members, designating, if it desires, other more directors as alternate members who may of any committee to replace any absent or disqualified member at any meeting of the committee. In the absence or disqualification of any a member of any committee and any alternate member in his or her placea committee, the member or members of the committee present at the any meeting and not disqualified from voting, whether or not he, she or they constitute a quorum, may by unanimous vote unanimously appoint another member of the Board of Directors to act at the meeting in the place of the any such absent or disqualified member. Each committee Any such committee, to the extent permitted by law and provided in the resolution of the Board of Directors establishing such committee, shall have and may determine exercise all the procedural rules for meeting powers and conducting its authority of the Board of Directors in the management of the business and shall act in accordance therewith, except as otherwise provided herein or required by law. Adequate provision shall be made for notice to members of all meetings; one-third affairs of the members shall constitute a quorum unless Corporation, and may authorize the committee shall consist of one or two members, in which event one member shall constitute a quorum; and all matters shall be determined by a majority vote seal of the members present. No Corporation to be affixed to all papers which may require it; but no such committee shall have the power or authority in reference to any of the following matters: (a) approving or adopting, or recommending to the stockholders, any action or matter (other than the election or removal of directors) expressly required by General Corporation Law of the State of Delaware DGCL to be submitted to stockholders for approval approval; or (b) alteringadopting, amending or repealing any Bylaw, bylaw of the Corporation. All committees of the Board of Directors shall keep minutes of their meetings and shall report their proceedings to the Board of Directors when requested or adopting any new Bylawrequired by the Board of Directors.