Common use of Inspectors of Election Clause in Contracts

Inspectors of Election. In advance of any meeting of stockholders, the Board by resolution or the Chairman or President shall appoint one or more inspectors of election to act at the meeting and make a written report thereof. One or more other persons may be designated as alternate inspectors to replace any inspector who fails to act. If no inspector or alternate is present, ready and willing to act at a meeting of stockholders, the Chairman of the meeting shall appoint one or more inspectors to act at the meeting. Unless otherwise required by law, inspectors may be officers, employees or agents of the Corporation. Each inspector, before entering upon the discharge of his or her duties, shall take and sign an oath faithfully to execute the duties of inspector with strict impartiality and according to the best of his or her ability. The inspector shall have the duties prescribed by law and shall take charge of the polls and, when the vote is completed, shall make a certificate of the result of the vote taken and of such other facts as may be required by law.

Appears in 3 contracts

Samples: Merger Agreement (Ness Technologies Inc), Agreement and Plan of Merger (Bell Atlantic Corp), Merger Agreement (Sapiens International Corp N V)

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Inspectors of Election. In advance of any meeting of the stockholders, the Board of Directors, by resolution or resolution, the Chairman or the President shall appoint one or more inspectors of election to act at the meeting and make a written report thereof. One or more other persons may be designated as alternate inspectors to replace any inspector who fails to act. If no inspector or alternate is present, ready and willing able to act at a meeting of the stockholders, the Chairman chairman of the meeting shall appoint one or more inspectors to act at the meeting. Unless otherwise required by applicable law, inspectors may be officers, employees or agents of the Corporation. Each inspector, before entering upon the discharge of his or her dutiesthe duties of inspector, shall take and sign an oath faithfully to execute the duties of inspector with strict impartiality and according to the best of his or her such inspector’s ability. The inspector shall have the duties prescribed by law and shall take charge of the polls and, when the vote is completed, shall make a certificate of the result of the vote taken and of such other facts as may be required by applicable law.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Regal Entertainment Group), Agreement and Plan of Merger (Alliance HealthCare Services, Inc)

Inspectors of Election. In advance of any meeting of stockholdersMembers, the Board of Directors, by resolution resolution, the Chairman of the Board of Directors or the Chairman or President shall appoint one or more inspectors of election to act at the meeting and make a written report thereof. One or more other persons Persons may be designated as alternate inspectors to replace any inspector who fails to act. If no inspector or alternate is present, ready and willing able to act at a meeting of stockholdersMembers, the Chairman chairman of the meeting shall appoint one or more inspectors to act at the meeting. Unless otherwise required by lawapplicable Law, inspectors may be officers, employees or agents of the CorporationCompany. Each inspector, before entering upon the discharge of his or her duties, shall take and sign an oath faithfully to execute the duties of inspector with strict impartiality and according to the best of his or her ability. The inspector shall have the duties prescribed by law Law and shall take charge of the polls and, when the vote is completed, shall make a certificate of the result of the vote taken and of such other facts as may be required by lawapplicable Law.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Five Point Holdings, LLC), Limited Liability Company Agreement (Five Point Holdings, LLC)

Inspectors of Election. In advance of any meeting of the stockholders, the Board of Directors, by resolution or resolution, the Chairman or the President shall appoint one or more inspectors of election to act at the meeting and make a written report thereof. One or more other persons may be designated as alternate inspectors to replace any inspector who fails to act. If no inspector or alternate is present, ready and willing able to act at a meeting of the stockholders, the Chairman of the meeting shall appoint one or more inspectors to act at the meeting. Unless otherwise required by applicable law, inspectors may be officers, employees or agents of the Corporation. Each inspector, before entering upon the discharge of his or her dutiesthe duties of inspector, shall take and sign an oath faithfully to execute the duties of inspector with strict impartiality and according to the best of his or her such inspector’s ability. The inspector shall have the duties prescribed by law and shall take charge of the polls and, when the vote is completed, shall make a certificate of the result of the vote taken and of such other facts as may be required by applicable law.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (SWIFT TRANSPORTATION Co), Agreement and Plan of Merger (Knight Transportation Inc)

Inspectors of Election. In advance of any meeting of stockholdersthe Members, the Board Board, by resolution or resolution, the Chairman or the President shall appoint one or more inspectors of election to act at the meeting and make a written report thereof. One or more other persons may be designated as alternate inspectors to replace any inspector who fails to act. If no inspector or alternate is present, ready and willing able to act at a meeting of stockholdersthe Members, the Chairman chairman of the meeting shall appoint one or more inspectors to act at the meeting. Unless otherwise required by applicable law, inspectors may be officersOfficers, employees or agents of the CorporationCompany. Each inspector, before entering upon the discharge of his or her dutiesthe duties of inspector, shall take and sign an oath faithfully to execute the duties of inspector with strict impartiality and according to the best of his or her such inspector’s ability. The inspector shall have the duties prescribed by law and shall take charge of the polls and, when the vote is completed, shall make a certificate of the result of the vote taken and of such other facts as may be required by applicable law.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Springleaf Holdings, Inc.), Limited Liability Company Agreement (Springleaf Holdings, LLC)

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Inspectors of Election. In advance of any meeting of stockholdersthe Members, the Board (by resolution or resolution), the Chairman or the President shall appoint one or more inspectors of election to act at the meeting and make a written report thereof. One or more other persons may be designated as alternate inspectors to replace any inspector who fails to act. If no inspector or alternate is present, ready and willing able to act at a meeting of stockholdersthe Members, the Chairman chairman of the meeting shall appoint one or more inspectors to act at the meeting. Unless otherwise required by applicable law, inspectors may be officersOfficers, employees or agents of the CorporationCompany. Each inspector, before entering upon the discharge of his or her dutiesthe duties of inspector, shall take and sign an oath faithfully to execute the duties of inspector with strict impartiality and according to the best of his or her such inspector’s ability. The inspector shall have the duties prescribed by law and shall take charge of the polls and, when the vote is completed, shall make a certificate of the result of the vote taken and of such other facts as may be required by applicable law.

Appears in 1 contract

Samples: Limited Liability Company Agreement (FXCM Inc.)

Inspectors of Election. In advance of any meeting of stockholdersShareholders, the Board of Directors, by resolution resolution, the Chairman of the Board or the Chairman or President Chief Executive Officer shall appoint one or more inspectors of election to act at the meeting and make a written report thereof. One or more other persons Persons may be designated as alternate inspectors to replace any inspector who fails to act. If no inspector or alternate is present, ready and willing able to act at a meeting of stockholdersShareholders, the Chairman chairman of the meeting shall appoint one or more inspectors to act at the meeting. Unless otherwise required by lawapplicable Law, inspectors may be officersOfficers, employees or agents of the CorporationCompany. Each inspector, before entering upon the discharge of his or her duties, shall take and sign an oath to faithfully to execute the duties of inspector with strict impartiality and according to the best of his or her ability. The inspector shall have the duties prescribed by law Law and shall take charge of the polls and, when the vote is completed, shall make a certificate of the result of the vote taken and of such other facts as may be required by lawapplicable Law.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Global Indemnity Group, LLC)

Inspectors of Election. In advance of any meeting of stockholdersthe Members, the Board (by resolution or resolution), the Chairman or the President shall appoint one or more inspectors of election to act at the meeting and make a written report thereof. One or more other persons may be designated as alternate inspectors to replace any inspector who fails to act. If no inspector or alternate is present, ready and willing able to act at a meeting of stockholdersthe Members, the Chairman chairman of the meeting shall appoint one or more inspectors to act at the meeting. Unless otherwise required by applicable law, inspectors may be officersOfficers, employees or agents of the CorporationGroup. Each inspector, before entering upon the discharge of his or her dutiesthe duties of inspector, shall take and sign an oath faithfully to execute the duties of inspector with strict impartiality and according to the best of his or her such inspector’s ability. The inspector shall have the duties prescribed by law and shall take charge of the polls and, when the vote is completed, shall make a certificate of the result of the vote taken and of such other facts as may be required by applicable law.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Global Brokerage, Inc.)

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