Common use of Interested Directors Clause in Contracts

Interested Directors. A director who is directly or indirectly a party to a contract or transaction with the Corporation, or is a director or officer of or has a financial interest in any other corporation, partnership, association or other organization which is a party to a contract or transaction with the Corporation, may be counted in determining whether a quorum is present at any meeting of the Board of Directors or a committee thereof at which such contract or transaction is considered or authorized, and such director may participate in such meeting and vote on such authorization to the extent permitted by applicable law, including Section 144 of the General Corporation Law of the State of Delaware.

Appears in 6 contracts

Samples: Agreement (Pico Holdings Inc /New), Agreement and Plan of Merger (Robbins & Myers Inc), Agreement and Plan of Merger (TRI Pointe Group, Inc.)

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Interested Directors. A director The presence of a director, who is directly or indirectly a party to in a contract or transaction with the Corporationcorporation, or is a director or officer of or has a financial interest in between the corporation and any other corporation, partnership, association or other organization in which such director is a party to director or officer or has a contract or transaction with the Corporationfinancial interest, may be counted in determining whether a quorum is present at any meeting of the Board of Directors or a committee thereof at which such contract or transaction is considered discussed or authorized, and such director may participate in such meeting and vote on such authorization to the extent permitted by applicable law, including Section 144 of the Delaware General Corporation Law of the State of DelawareLaw.

Appears in 1 contract

Samples: Agreement of Merger (Entertainment Media Acquisition Corp)

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