Common use of Remote Communication Clause in Contracts

Remote Communication. If authorized by the Board of Directors in accordance with these Bylaws and applicable law, stockholders and proxyholders not physically present at a meeting of stockholders may, by means of remote communication, (1) participate in a meeting of stockholders and (2) be deemed present in person and entitled to vote at a meeting of stockholders, whether such meeting is to be held at a designated place or solely by means of remote communication, provided that (i) the Corporation shall implement reasonable measures to verify that each person deemed present and permitted to vote at the meeting by means of remote communication is a stockholder or proxyholder, (ii) the Corporation shall implement reasonable measures to provide such stockholders and proxyholders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the stockholders, including an opportunity to read or hear the proceedings of the meeting substantially concurrently with such proceedings, and (iii) if any stockholder or proxyholder votes or takes other action at the meeting by means of remote communication, a record of such vote or other action shall be maintained by the Corporation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Supermedia Inc.), Merger Agreement (Supermedia Inc.), Merger Agreement (DEX ONE Corp)

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Remote Communication. If authorized by the Board of Directors in accordance with these Bylaws its sole discretion, and applicable lawsubject to such guidelines and procedures as the Board may adopt, stockholders and proxyholders not physically present at a meeting of stockholders may, by means of remote communication, : (1A) participate in a meeting of stockholders and stockholders; and (2B) be deemed present in person and entitled to vote at a meeting of stockholders, stockholders whether such meeting is to be held at a designated place or solely by means of remote communication, ; provided that that: (i1) the Corporation shall implement reasonable measures to verify that each person deemed present and permitted to vote at the meeting by means of remote communication is a stockholder or proxyholder, ; (ii2) the Corporation shall implement reasonable measures to provide such stockholders and proxyholders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the stockholders, including an opportunity to read or hear the proceedings of the meeting substantially concurrently with such proceedings, and ; and (iii3) if any stockholder or proxyholder votes or takes other action at the meeting by means of remote communication, a record of such vote or other action shall be maintained by the Corporation.

Appears in 3 contracts

Samples: Merger Agreement (Summit Midstream Partners, LP), Agreement and Plan of Merger (Legacy Reserves Lp), Merger Agreement (Legacy Reserves Lp)

Remote Communication. If For the purposes of the Bylaws, if authorized by the Board of Directors in accordance with these Bylaws its sole discretion, and applicable lawsubject to such guidelines and procedures as the Board of Directors may adopt, stockholders and proxyholders not physically present at a meeting of stockholders may, by means of remote communication, : (1a) participate in a meeting of stockholders and stockholders; and (2b) be deemed present in person and entitled to vote at a meeting of stockholders, stockholders whether such meeting is to be held at a designated place or solely by means of remote communication, provided that (i) the Corporation corporation shall implement reasonable measures to verify that each person deemed present and permitted to vote at the meeting by means of remote communication is a stockholder or proxyholder, (ii) the Corporation corporation shall implement reasonable measures to provide such stockholders and proxyholders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the stockholders, including an opportunity to read or hear the proceedings of the meeting substantially concurrently with such proceedings, and (iii) if any stockholder or proxyholder votes or takes other action at the meeting by means of remote communication, a record of such vote or other action shall be maintained by the Corporationcorporation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (MedTech Acquisition Corp), Business Combination Agreement (BioPlus Acquisition Corp.)

Remote Communication. If authorized by the Board of Directors in accordance with these Bylaws its sole discretion, and applicable lawsubject to such guidelines and procedures as the Board of Directors may adopt, stockholders and proxyholders proxy holders not physically present at a meeting of stockholders may, by means of remote communication, : (1a) participate in a meeting of stockholders and stockholders; and (2b) be deemed present in person and entitled to vote at a meeting of stockholders, stockholders whether such meeting is to be held at a designated place or solely by means of remote communication, provided that provided, that (i1) the Corporation shall implement reasonable measures to verify that each person deemed present and permitted to vote at the meeting by means of remote communication is a stockholder or proxyholder, ; (ii2) the Corporation shall implement reasonable measures to provide such stockholders and proxyholders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the stockholders, including an opportunity to read or hear the proceedings of the meeting substantially concurrently with such proceedings, and ; and (iii3) if any stockholder or proxyholder votes or takes other action at the meeting by means of remote communication, a record of such vote or other action shall be maintained by the Corporation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Engility Holdings, Inc.)

Remote Communication. If authorized by the Board of Directors in accordance with these Bylaws its sole discretion, and applicable lawsubject to such guidelines and procedures as the Board of Directors may adopt, stockholders and proxyholders proxy holders not physically present at a meeting of stockholders may, by means of remote communication, : (1A) participate in a meeting of stockholders and stockholders; and (2B) be deemed present in person and entitled to vote at a meeting of stockholders, stockholders whether such meeting is to be held at a designated place or solely by means of remote communication, provided that provided, that (i1) the Corporation shall implement reasonable measures to verify that each person deemed present and permitted to vote at the meeting by means of remote communication is a stockholder or proxyholder, ; (ii2) the Corporation shall implement reasonable measures to provide such stockholders and proxyholders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the stockholders, including an opportunity to read or hear the proceedings of the meeting substantially concurrently with such proceedings, and ; and (iii3) if any stockholder or proxyholder votes or takes other action at the meeting by means of remote communication, a record of such vote or other action shall be maintained by the Corporation.

Appears in 1 contract

Samples: Investor Rights Agreement (Avantor, Inc.)

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Remote Communication. If authorized by the Board of Directors in accordance with these Bylaws and applicable law, stockholders and proxyholders not physically present at a meeting of stockholders may, by means of remote communication, (1) participate in a meeting of stockholders and (2) be deemed present in person and entitled to vote at a meeting of stockholders, whether such meeting is to be held at a designated place or solely by means of remote communication, provided that (i) the Corporation shall implement reasonable measures to verify that each person deemed present and permitted to vote at the meeting by means of remote communication is a stockholder or proxyholder, (ii) the Corporation shall implement reasonable measures to provide such stockholders and proxyholders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the stockholders, including an opportunity to read or hear the proceedings of the meeting substantially concurrently with such proceedings, and (iii) if any stockholder or proxyholder votes or takes other action at the meeting by means of remote communication, a record of such vote or other action shall be maintained by the Corporation.meeting

Appears in 1 contract

Samples: Agreement and Plan of Merger (DEX ONE Corp)

Remote Communication. If authorized by the Board of Directors in accordance with these Bylaws Stockholders and applicable law, stockholders and proxyholders proxy holders not physically present at a meeting of stockholders may, by means of remote communication, : (1i) participate in a meeting of stockholders stockholders; and (2ii) be deemed present in person and entitled to vote at a meeting of stockholders, whether such meeting is to be held at a designated place or solely by means of remote communication, provided that (iA) the Corporation shall implement reasonable measures to verify that each person deemed present and permitted to vote at the meeting by means of remote communication is a stockholder or proxyholder, (iiB) the Corporation shall implement reasonable measures to provide such stockholders and proxyholders proxy holders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the stockholders, including an opportunity to read or hear the proceedings of the meeting substantially concurrently with such proceedings, and (iiiC) if any stockholder or proxyholder proxy holder votes or takes other action at the meeting by means of remote communication, a record of such vote votes or other action shall be maintained by the Corporation.

Appears in 1 contract

Samples: Business Combination Agreement (Spartan Acquisition Corp. III)

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