Reliance upon Books, Reports and Records. Each director, each member of any committee designated by the Board of Directors, and each officer of the Corporation shall, in the performance of his or her duties, be fully protected in relying in good faith upon the books of account or other records of the Corporation and upon such information, opinions, reports or statements presented to the Corporation by any of its officers or employees, or committees of the Board of Directors so designated, or by any other person as to matters which such director or committee member reasonably believes are within such other person's professional or expert competence and who has been selected with reasonable care by or on behalf of the Corporation.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Vringo Inc), Agreement and Plan of Merger (Xedar Corp), Indemnification Agreement (R&r Acquisition Iii, Inc)
Reliance upon Books, Reports and Records. Each directorDirector, each member of any a committee designated by the Board of DirectorsBoard, and each officer of the Corporation shallCompany will, in the performance of his or her duties, be fully protected in relying in good faith upon the books of account or other records of the Corporation Company and upon such information, opinions, reports reports, or statements presented to the Corporation Company by any of its the Company's officers or employees, or committees of the Board of Directors so designatedBoard, or by any other person or entity as to matters which such director the Director, committee member, or committee member reasonably officer believes are within such other person's professional or expert competence and who has been selected with reasonable care by or on behalf of the CorporationCompany.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Bristol Hotel Co), Bristol Hotel Co