Classmates.com 2006 Annual Report Download - page 116
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ARTICLE 4
NOTICES
Section 4.1 Notice to Directors and Stockholders. Whenever, under the provisions of applicable law, the Certificate of Incorporation or the
Bylaws, notice is required to be given to any director or stockholder, it shall not be construed to mean personal notice, but such notice may be
given in writing, by mail, addressed to such director or stockholder, at his, her or its address as it appears on the records of the Corporation, with
postage thereon prepaid, and such notice shall be deemed to be given at the time when the same shall be deposited in the United States mail or,
by a form of electronic transmission consented to by stockholder or director to whom notice is given. An affidavit of the Secretary or an
Assistant Secretary of the Corporation or of the transfer agent or other agent of the Corporation that the notice has been given shall in the
absence of fraud, be prima facie evidence of the facts stated therein. Notice to directors may also be given by telephone, facsimile, telegram or
electronic transmission.
Section 4.2 Waiver. Whenever notice is required to be given under applicable law, the Certificate of Incorporation or the Bylaws, a written
waiver, signed by the person or persons entitled to said notice, or a waiver by electronic transmission by the person entitled to said notice,
whether before or after the time stated therein, shall be deemed equivalent thereto. The written waiver or any waiver by electronic transmission
need not specify the business to be transacted at, nor the purpose of, any regular or special meeting of the stockholders, directors, or members of
a committee of directors. Attendance of a person at a meeting shall constitute a waiver of notice of such meeting, except when the person attends
a meeting for the express purpose of objecting at the beginning of the meeting, to the transaction of any business because the meeting is not
lawfully called or convened. Attendance at the meeting is not a waiver of any right to object to the consideration of matters required by the
DGCL to be included in the notice of the meeting but not so included, if such objection is expressly made at the meeting.
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