Common use of Committees; Subsidiaries Clause in Contracts

Committees; Subsidiaries. (a) The Board may designate one or more committees of the Board consisting of one or more directors. Notwithstanding the foregoing, the Board shall at all times maintain a compensation committee and an audit committee. (b) The size and composition of the board of directors or other similar managing body of any Subsidiary of the Company or any committees of the board of directors or other similar managing body of any Subsidiary of the Company shall be determined by the Board; provided that (i) one of the Advent Directors shall be a member of all committees (including an executive committee, if any) if the Advent Party is then entitled to designate at least one Advent Director, and (ii) the American Greetings Board Observer shall be an observer of all committees (other than an executive committee, if any) if the American Greetings Party is then entitled to designate the American Greetings Board Observer.