Common use of Unanimous Approvals Clause in Contracts

Unanimous Approvals. References to any act of the Company Board or the Special Committee being unanimous or requiring unanimity excludes, as applicable, any director who (a) did not vote on the approval of the matter, having disclosed in writing the nature and extent of his or her potential interest in the matter, or (b) the majority of the Company Board determines, acting in good faith, is not independent or has a conflict in respect of the subject matter thereof.

Unanimous Approvals. References to any act of the Company Board Board, the Independent Directors or the Special Committee being unanimous or requiring unanimity excludes, as applicable, any director who (ai) did not vote on the approval of the matter, having disclosed in writing the nature and extent of his or her potential interest in the matter, or (bii) the majority of the Company Board determines, acting in good faith, is not independent or has a conflict in respect of the subject matter thereof.