Duly Approved by the Continuing Directors

Duly Approved by the Continuing Directors. Means an action approved by the vote of at least a majority of the Continuing Directors then on the Board of Directors of either SED or the Subsidiary, as the case may be; provided, however, if the votes of such Continuing Directors in favor of such action would be insufficient to constitute an act of the entire Board of Directors of either SED or the Subsidiary, as the case may be, if a vote by all of its members had been taken, or if the number of persons constituting the Continuing Directors... of either SED or the Subsidiary, as the case may be, shall be equal to or less than three, then the term Duly Approved by the Continuing Directors shall mean an action approved by the unanimous vote of the Continuing Directors then on the Board of Directors of either SED or the Subsidiary, as the case may be. View More