Interested Directors and Conflicts of Interest Sample Clauses

Interested Directors and Conflicts of Interest. (a) A director who is directly or indirectly a party to a transaction with the Corporation (an “interested director”) shall disclose the material facts of the transaction and his or her interest in or relationship to such transaction to the Board of Directors and to any committee of the Board considering such transaction prior to any action by the Board or such committee to authorize, approve or ratify such transaction. A director is “indirectly” a party to a transaction if the entity which is a party is an entity in which the director has a material financial interest or of which the director is an officer, director or general partner.
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