Common use of DETERMINATION AND ACTIONS BY THE DIRECTORS; ETC Clause in Contracts

DETERMINATION AND ACTIONS BY THE DIRECTORS; ETC. The Directors of the Corporation shall have the exclusive power and authority to administer this Agreement and exercise all rights and powers specifically granted to the Directors, or to the Corporation, or as may be necessary or advisable in the administration of this Agreement, including, without limitation, the right and power to (i) interpret the provisions of this Agreement and (ii) make all determinations deemed necessary or advisable for the administration of this Agreement (including a determination to redeem or not redeem the Rights or to amend the Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (y) below, all omissions with respect to the foregoing) which are done or made by the Directors in good faith shall (x) be final, conclusive and binding on the Corporation, the Rights Agent, the holders of the Rights and all other parties and (y) not subject any Director to any liability to the holders of the Rights.

Appears in 2 contracts

Samples: Rights Agreement (Urstadt Biddle Properties Inc), Rights Agreement (Urstadt Biddle Properties Inc)

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DETERMINATION AND ACTIONS BY THE DIRECTORS; ETC. The Directors of the Corporation shall have the exclusive power and authority to administer this Agreement and exercise all rights and powers specifically granted to the Directors, or to the Corporation, or as may be necessary or advisable in the administration of this Agreement, including, without limitation, the right and power to (i) interpret the provisions of this Agreement and (ii) make all determinations deemed necessary or advisable for the administration of this Agreement (including a determination to redeem or not redeem the Rights or to amend the Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (y) below, all omissions with respect to the foregoing) which are done or made by the Directors in good faith shall (x) be final, conclusive and binding on the Corporation, the Rights Agent, the holders of the Rights and all other parties and (y) not subject any Director to any liability to the holders of the Rights. The Rights Agent is entitled always to assume that the Directors of the Corporation acted in good faith and shall be fully protected and incur no liability in reliance thereon.

Appears in 1 contract

Samples: Rights Agreement (Urstadt Biddle Properties Inc)

DETERMINATION AND ACTIONS BY THE DIRECTORS; ETC. The Directors of the Corporation shall have the exclusive power and authority to administer this Agreement and exercise all rights and powers specifically granted to the Directors, or to the Corporation, or as may be necessary or advisable in the administration of this Agreement, including, without limitation, the right and power to (i) interpret the provisions of this Agreement and (ii) make all determinations deemed necessary or advisable for the administration of this Agreement (including a determination to redeem or not redeem the Rights or to amend the Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (y) below, all omissions with respect to the foregoing) which are done or made by the Directors in good faith and with the concurrence of a majority of the Continuing Directors then in office shall (x) be final, conclusive and binding on the Corporation, the Rights Agent, the holders of the Rights and all other parties and (y) not subject any Director to any liability to the holders of the Rights.

Appears in 1 contract

Samples: Rights Agreement (Urstadt Biddle Properties Inc)

DETERMINATION AND ACTIONS BY THE DIRECTORS; ETC. The Directors of the Corporation shall have the exclusive power and authority to administer this Agreement and exercise all of the rights and powers specifically granted to the Directors, or to the Corporation, or as may be necessary or advisable in the administration of this Agreement, including, without limitation, the right and power to (i) interpret the provisions of this Agreement and (ii) make all determinations deemed necessary or advisable for the administration of this Agreement (including a determination to redeem or not redeem the Rights or to amend the this Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (y) below, all omissions with respect to the foregoing) which are done or made by the Directors in good faith shall (x) be final, conclusive and binding on the Corporation, the Rights Agent, the holders of the Rights and all other parties and (y) not subject any Director to any liability to the holders of the Rights. The Rights Agent is entitled always to assume that the Directors of the Corporation acted in good faith and shall be fully protected and incur no liability in reliance thereon.

Appears in 1 contract

Samples: Rights Agreement (Urstadt Biddle Properties Inc)

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DETERMINATION AND ACTIONS BY THE DIRECTORS; ETC. The Directors of the Corporation shall have the exclusive power and authority to administer this Agreement and exercise all rights and powers specifically granted to the Directors, or to the Corporation, or as may be necessary or advisable in the administration of this Agreement, including, without limitation, the right and power to (i) interpret the provisions of this Agreement and (ii) make all determinations deemed necessary or advisable for the administration of this Agreement (including a determination to redeem or not redeem the Rights or to amend the Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (y) below, below all omissions with respect to the foregoing) which are done or made by the Directors in good faith and with the concurrence of a majority of the Continuing Directors then in office shall (x) be final, conclusive and binding on the Corporation, the Rights Agent, the holders of the Rights and all other parties and (y) not subject any Director to any liability to the holders of the Rights.

Appears in 1 contract

Samples: Rights Agreement (Hre Properties Inc)

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