Common use of Determinations and Actions by the Board Clause in Contracts

Determinations and Actions by the Board. The Board shall have the exclusive power and authority to administer this Agreement and to exercise the rights and powers specifically granted to the Board or to the Company, or as may be necessary or advisable in the administration of this Agreement, including, without limitation, the right and power to (a) interpret the provisions of this Agreement and (b) make all determinations deemed necessary or advisable for the administration of this Agreement (including, without limitation, a determination to redeem or not redeem the Rights, to exchange or not exchange the Rights, or to amend this Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (ii) below, all omissions with respect to the foregoing) that are done or made by the Board in good faith, shall (i) be final, conclusive and binding on the Company, the Rights Agent, the holders of the Rights, as such, and all other Persons and (ii) not subject the Board or any member of the Board to any liability to the holders of the Rights or any other Person.

Determinations and Actions by the Board. The Board of Directors of the Company shall have the exclusive power and authority to administer this Agreement and to exercise the all rights and powers specifically granted to the Board of Directors or to the Company, Company or as may be necessary or advisable in the administration of this Agreement, including, without limitation, the right and power to (ai) interpret the provisions of this Agreement Agreement, and (bii) make all determinations deemed necessary or advisable for the administration of this Agreement (including, without limitation, including a determination to redeem or not redeem the Rights, to exchange or not exchange the Rights, Rights or to amend this Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (iiy) below, all omissions with respect to the foregoing) that which are done or made by the Board in good faith, faith shall (ix) be final, conclusive and binding on the Company, the Rights Agent, the holders of the Rights, as such, Rights and all other Persons parties, and (iiy) not subject the Board or any member of Directors of the Board Company to any liability to the holders of the Rights or any other PersonRights.

Determinations and Actions by the Board. The Board shall have the exclusive power and authority to administer this Agreement and to exercise the rights and powers specifically granted to the Board or to the Company, or as may be necessary or advisable in the administration of this Agreement, including, without limitation, the right and power to (ai) interpret the provisions of this Agreement and (bii) make all determinations deemed necessary or advisable for the administration of this Agreement (including, without limitation, a determination to redeem or not redeem the Rights, Rights or to exchange amend or not exchange the Rights, or to amend this Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (iiy) below, all omissions with respect to the foregoing) that are done or made by the Board in good faith, shall (ix) be final, conclusive and binding on the Company, the Rights Agent, the holders of the Rights, as such, and all other Persons parties, and (iiy) not subject the Board or any member of the Board to any liability to the holders of the Rights or any other PersonRights.

Determinations and Actions by the Board. The Board shall have the exclusive power and authority to administer this Agreement and to exercise the rights and powers specifically granted to the Board or to the Company, or as may be necessary or advisable in the administration of this Agreement, including, without limitation, the right and power to (a) interpret the provisions of this Agreement and (b) make all determinations deemed necessary or advisable for the administration of this Agreement (including, without limitation, a determination to redeem or not redeem the Rights, to exchange or not exchange the Rights, or to amend this Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (iiy) below, all omissions with respect to the foregoing) that are done or made by the Board in good faith, shall (ix) be final, conclusive and binding on the Company, the Rights Agent, the holders of the Rights, as such, and all other Persons and (iiy) not subject the Board or any member of the Board to any liability to the holders of the Rights or any other Person.

Determinations and Actions by the Board. The Board shall have the exclusive power and authority to administer this Agreement and to exercise the rights and powers specifically granted to the Board or to the Company, or as may be necessary or advisable in the administration of this Agreement, including, without limitation, the right and power to (ai) interpret the provisions of this Agreement and (bii) make all determinations deemed necessary or advisable for the administration of this Agreement (including, without limitation, a determination to redeem or not redeem the Rights, Rights or to exchange amend or not exchange the Rights, or to amend this Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (iib) below, all omissions with respect to the foregoing) that are done or made by the Board in good faith, faith shall (ia) be final, conclusive and binding on the Company, the Rights Agent, the holders of the Rights, as such, and all other Persons parties and (iib) not subject the Board Board, or any member of the Board directors serving on the Board, to any liability to the holders of the Rights or any other Person.

Determinations and Actions by the Board. The Board shall --------------------------------------- have the exclusive power and authority to administer this Rights Agreement and to exercise the rights and powers specifically granted to the Board or to the Company, or as may be necessary or advisable in the administration of this Rights Agreement, including, without limitation, the right and power to (ai) interpret the provisions of this Rights Agreement and (bii) make all determinations deemed necessary or advisable for the administration of this Rights Agreement (including, without limitation, a determination to redeem or not redeem the Rights, to exchange Rights or not exchange the Rights, or to amend this Rights Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (iiy) below, all omissions with respect to the foregoing) that are done or made by the Board in good faith, shall (ix) be final, conclusive and binding on the Company, the Rights Agent, the holders of the Rights, as such, and all other Persons parties, and (iiy) not subject the Board or any member of the Board to any liability to the holders of the Rights or any other PersonRights.

Determinations and Actions by the Board. The For all purposes of this Plan, the Board shall have the exclusive power and authority to administer this Agreement Plan and to exercise the all rights and powers specifically granted to the Board or to the Company, or as may be necessary or advisable in the administration of this AgreementPlan, including, without limitation, including the right and power to (a) interpret the provisions of this Agreement Plan, and (b) make all determinations deemed necessary or advisable for the administration of this Agreement Plan (including, without limitation, including a determination to redeem or not redeem the Rights, to exchange or not to redeem or exchange the Rights, Rights or to amend this AgreementPlan). All such actions, calculations, interpretations and determinations (including, for purposes of clause (iiy) below, all omissions with respect to the foregoing) that which are done or made by the Board in good faith, shall (ix) be final, conclusive and binding on the Company, the Rights Agent, the holders of the Rights, as such, Rights and all other Persons parties, and (iiy) not subject the Board or any member of the Board to any liability to the holders of the Rights or any other PersonRights.

Determinations and Actions by the Board. The Board shall have the exclusive power and authority to administer this Agreement and to exercise the rights and powers specifically granted to the Board or to the Company, or as may be necessary or advisable in the administration of this Agreement, including, without limitation, the right and power to (a) interpret the provisions of this Agreement and (b) make all determinations deemed necessary or advisable for the administration of this Agreement (including, without limitation, a determination to redeem or not redeem the Rights, to exchange or not exchange the Rights, or to amend this Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (iiy) below, all omissions with respect to the foregoing) that are done or made by the Board in good faith, shall (ix) be final, conclusive and binding on the Company, the Rights Agent, the holders of the Rights, as such, and all other Persons and (iiy) not subject the Board or any member of the Board to any liability to the holders of the Rights or any other Person. The Rights Agent is entitled always to assume the Company’s Board of Directors acted in good faith and shall be fully protected and incur no liability in reliance thereon.

Determinations and Actions by the Board. The Board of --------------------------------------- Directors of the Company shall have the exclusive power and authority to administer this Agreement and to exercise the all rights and powers specifically granted to the Board of Directors or to the Company, Company or as may be necessary or advisable in the administration of this Agreement, including, without limitation, the right and power to (ai) interpret the provisions of this Agreement Agreement, and (bii) make all determinations deemed necessary or advisable for the administration of this Agreement (including, without limitation, including a determination to redeem or not redeem the Rights, to exchange or not exchange the Rights, Rights or to amend this Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (iiy) below, all omissions with respect to the foregoing) that which are done or made by the Board in good faith, faith shall (ix) be final, conclusive and binding on the Company, the Rights Agent, the holders of the Rights, as such, Rights and all other Persons parties, and (iiy) not subject the Board or any member of Directors of the Board Company to any liability to the holders of the Rights or any other PersonRights.

Determinations and Actions by the Board. The Board shall have the exclusive power and authority to administer administer, interpret and apply this Agreement and to exercise the rights and powers specifically granted to the Board or to the Company, Company by this Agreement or by law and may take such action as may be necessary or advisable in the administration of this AgreementAgreement or to amend or supplement this Agreement in accordance with its terms, including, without limitation, the right and power to (a) interpret the provisions of this Agreement and (b) make all determinations deemed necessary or advisable for the administration of this Agreement Agreement, (including, without limitation, a determination b) decide to redeem or not redeem the Rights, to exchange or not exchange the Rights, or Rights and (c) decide to amend or supplement this Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (iiincluding any decision not to take any action) below, all omissions with respect to the foregoing) that are done or made by the Board in good faith, faith shall (i) be final, conclusive and binding on the Company, the Rights Agent, the holders of the Rights, as such, and all other Persons and (ii) not subject the Board or any member of the Board to any liability to the holders of the Rights or any other PersonRights.

Determinations and Actions by the Board. The Board of Directors of the Company shall have the exclusive power and authority to administer this Rights Agreement and to exercise the all rights and powers specifically granted to the Board or to the Company, Company or as may be necessary or advisable in the administration of this Rights Agreement, including, without limitation, the right and power to (ai) interpret the provisions of this Agreement Rights Agreement, and (bii) make all determinations deemed necessary or advisable for the administration of this Rights Agreement (including, without limitation, including a determination to redeem or not redeem the Rights, to exchange or not exchange the Rights, Rights or to amend this Rights Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (iiy) below, all omissions with respect to the foregoing) that are done or made by the Board in good faith, faith shall (ix) be final, conclusive and binding on the Company, the Rights Agent, the holders of the Rights, as such, Rights and all other Persons parties, and (iiy) not subject the Board or any member of the Board to any liability to the holders of the Rights or any other PersonRights.