Common use of Procedures and Guidelines Clause in Contracts

Procedures and Guidelines. The CCO will evaluate the actual or potential conflict, and will determine what course of action, if any, BSDR must take, which may include disclosure to the Board. If the CCO determines that disclosure to the Board or other governing body is appropriate, the Covered Person must, upon request, provide all facts to the CCO, the Board or members of any committee of the Board, as applicable, considering the possible conflict of interest. After all facts are provided, such director shall recuse himself or herself from the Board, the committee of the Board or other governing body, as applicable, and shall not participate in the final deliberation or decision regarding the matter under consideration while the determination of a conflict of interest is discussed and voted upon. The remaining Board, committee or governing body members, as applicable, and the CCO shall decide if a conflict of interest exists, and the appropriate course of action BSDR should take.