Common use of Disinterested Directors Clause in Contracts

Disinterested Directors. Subject to the approval of a majority of the “Disinterested Directors” (as such term is defined in the Third Amended Holdings LLC Agreement) of the Majority Member (the “Holdings Disinterested Directors”), the Majority Member, at the direction, in writing, of the Nominating Committee, shall have sole responsibility for the nomination, renewal of a term, removal or replacement of any Disinterested Director. If any Disinterested Director is removed, retires, or is otherwise unwilling or unable to serve, or if there is a vacancy of any Disinterested Director for any reason, the Majority Member shall, as soon as practicable and at the direction, in writing, of the Nominating Committee, subject to the approval of a majority of the Holdings Disinterested Directors, designate a successor Disinterested Director. The term of any Disinterested Director who is not an Initial Disinterested Director may be renewed for no more than one additional term of four years. No Disinterested Director shall at any time serve as trustee in bankruptcy for any Affiliate of the Company.