Remote Communications. 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 and proxy holders not physically present at a meeting of stockholders 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.
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Samples: Transaction Agreement (Shermen WSC Acquisition Corp), Transaction Agreement (Shermen WSC Acquisition Corp)
Remote Communications. 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 shareholders and proxy holders not physically present at a meeting of stockholders shareholders may, by means of remote communication: :
(a) participate in a meeting of stockholdersshareholders; and 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 that
(i) the Corporation shall implement reasonable measures to verify and ensure 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 shareholders and proxyholders a reasonable opportunity to participate in the meeting and to vote on matters submitted to the stockholdersshareholders, including an opportunity to read or hear the proceedings of the meeting substantially concurrently with such proceedings; and and
(iii) if any stockholder shareholder 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.
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Samples: Merger Agreement (Quantum FinTech Acquisition Corp)
Remote Communications. If For purposes of these bylaws, if authorized by the Board board of Directors directors (which authorization shall be in its the board of directors’ sole discretion), and subject to such guidelines and procedures as the Board board of Directors directors may adopt, stockholders and proxy holders not physically present at a meeting of stockholders proxyholders may, by means of remote communication: :
(a) participate in a meeting of stockholders; and 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 , 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 including, without any limitation, 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.
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