Nonaffiliate Director

Nonaffiliate Director. A person who (i) is serving (or who has been elected or appointed and has agreed to serve) as a member of the Board, (ii) is not an officer or employee of the Corporation or any Subsidiary or a beneficial owner of 10 percent or more of the outstanding Common Shares, or so long as the Parent directly or indirectly holds a majority of the combined voting power of the outstanding securities of the Corporation, a beneficial owner of shares of capital stock of the Parent representing in the... aggregate voting of 10% or more of the total outstanding voting securities of the Parent, or so long as the Parent directly or indirectly holds 10 percent or more of the combined voting power of the outstanding securities of the Corporation, is not an officer or employee of the Parent, and (iii) was not elected or appointed as a member of the Board pursuant to or in connection with any contractual or other commitment on the part of the Corporation or to the Parent to cause such person to be elected or appointed, or to nominate or otherwise advance such person for election or appointment, as a member of the Board View More