Common use of Remote Communication Clause in Contracts

Remote Communication. For the purposes of these Restated Bylaws, if authorized by the Board in its sole discretion, and subject to such guidelines and procedures as the Board may adopt, Stockholders and proxyholders may, by means of remote communication: (a) participate in a meeting of Stockholders; and (b) be deemed present in person and 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 2 contracts

Samples: Merger Agreement (Ual Corp /De/), Merger Agreement (Continental Airlines Inc /De/)

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Remote Communication. For the purposes of these Restated Bylaws, if authorized by the Board of Directors in its sole discretion, and subject to such guidelines and procedures as the Board of Directors may adopt, Stockholders stockholders and proxyholders may, by means of remote communication: (a) participate in a meeting of Stockholdersstockholders; and (b) be deemed present in person and 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 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 stockholder or proxyholder, (ii) the Corporation shall implement reasonable measures to provide such Stockholders stockholders and proxyholders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the Stockholdersstockholders, including an opportunity to read or hear the proceedings of the meeting substantially concurrently with such proceedings, and (iii) if any Stockholder 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 2 contracts

Samples: Merger Agreement (CF Acquisition Corp. VIII), Merger Agreement (Sprint Nextel Corp)

Remote Communication. For the purposes of these Restated Bylaws, if authorized by the Board of Directors in its sole discretion, and subject to such guidelines and procedures as the Board of Directors may adopt, Stockholders stockholders and proxyholders may, by means of remote communication: (a) participate in a meeting of Stockholdersstockholders; and (b) be deemed present in person and 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 stockholder or proxyholder, (ii) the Corporation corporation shall implement reasonable measures to provide such Stockholders stockholders and proxyholders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the Stockholdersstockholders, including an opportunity to read or hear the proceedings of the meeting substantially concurrently with such proceedings, and (iii) if any Stockholder 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 1 contract

Samples: Merger Agreement (Panacea Acquisition Corp)

Remote Communication. For the purposes of these Restated Bylaws, if If authorized by the Board in its sole discretion, and subject to such guidelines and procedures as the Board may adopt, Stockholders stockholders and proxyholders not physically present at a meeting of stockholders may, by means of remote communication: (a) participate in a meeting of Stockholdersstockholders; and (b) be deemed present in person and 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 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 stockholder or proxyholder, ; (ii) the Corporation shall implement reasonable measures to provide such Stockholders stockholders and proxyholders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the Stockholdersstockholders, including an opportunity to read or hear the proceedings of the meeting substantially concurrently with such proceedings, ; and (iii) if any Stockholder 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: Transaction Agreement (Horizon Acquisition Corp)

Remote Communication. For the purposes of these Restated Bylaws, if authorized by the Board Trustees in its their sole discretion, and subject to such guidelines and procedures as the Board Trustees may adopt, Stockholders Shareholders and proxyholders may, by means of remote communication: (a) participate in a meeting of StockholdersShareholders; and (b) be deemed present in person and vote at a meeting of Stockholders Shareholders whether such meeting is to be held at a designated place or solely by means of remote communication, provided that (i) the Corporation shall Fund will 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 Shareholder or proxyholder, (ii) the Corporation shall Fund will implement reasonable measures to provide such Stockholders Shareholder and proxyholders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the StockholdersShareholder, including without limitation an opportunity to read or hear the proceedings of the meeting substantially concurrently with such proceedings, and (iii) if any Stockholder Shareholder or proxyholder votes or takes other action at the meeting by means of remote communication, the Fund or its agent will maintain a record of such vote or other action shall be maintained by the Corporationaction.

Appears in 1 contract

Samples: By Laws (AMG Pantheon Credit Solutions Fund)

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Remote Communication. For the purposes of these Restated Bylaws, if authorized by the Board in its sole discretion, and subject to such guidelines and procedures as the Board may adopt, Stockholders stockholders and proxyholders may, by means of remote communication: (ai) participate in a meeting of Stockholdersstockholders; and (bii) be deemed present in person and 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 (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 stockholder or proxyholder, ; (iib) the Corporation shall implement reasonable measures to provide such Stockholders stockholders and proxyholders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the Stockholdersstockholders, including an opportunity to read or hear the proceedings of the meeting substantially concurrently with such proceedings, ; and (iiic) if any Stockholder 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: Merger Agreement (Acamar Partners Acquisition Corp.)

Remote Communication. For the purposes of these Restated Bylawsthis Agreement, if authorized by the Board of Directors in its sole discretion, and subject to such guidelines and procedures as the Board of Directors may adopt, Stockholders Members and proxyholders may, by means of remote communication: (a) participate in a meeting of StockholdersMembers; and (b) be deemed present in person and vote at a meeting of Stockholders Members whether such meeting is to be held at a designated place or solely by means of remote communication, provided that (i) the Corporation Company shall implement reasonable measures to verify that each person Person deemed present and permitted to vote at the meeting by means of remote communication is a Stockholder Member or proxyholder, (ii) the Corporation Company shall implement reasonable measures to provide such Stockholders Members and proxyholders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the StockholdersMembers, including an opportunity to read or hear the proceedings of the meeting substantially concurrently with such proceedings, and (iii) if any Stockholder Member 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 CorporationCompany.

Appears in 1 contract

Samples: Operating Agreement (Macquarie Infrastructure Assets Trust)

Remote Communication. For the purposes of these Restated Bylaws, if authorized by the Board in its sole discretion, and subject to such guidelines and procedures as the Board may adopt, Stockholders stockholders and proxyholders may, by means of remote communication: (a) participate in a meeting of Stockholdersstockholders; and (b) be deemed present in person and 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 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 stockholder or proxyholder, (ii) the Corporation shall implement reasonable measures to provide such Stockholders stockholders and proxyholders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the Stockholdersstockholders, including an opportunity to read or hear the proceedings of the meeting substantially concurrently with such proceedings, and (iii) if any Stockholder 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: Merger Agreement (Senomyx Inc)

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