Common use of Determination and Actions by the Board of Directors Clause in Contracts

Determination and Actions by the Board of Directors. The Board of Directors shall have the authority to administer and, subject to Section 5.4, amend this Agreement and to exercise all rights and powers specifically granted to the Board or the Corporation hereunder or as may be necessary or advisable in the administration of this Agreement. All such actions, calculations, interpretations and determinations (including all omissions with respect to the foregoing) which are done or made by the Board of Directors, in good faith, (x) may be relied on by the Rights Agent, and (y) shall not subject the Board of Directors to any liability to the holders of the Rights or to any other parties.