Approval Requirements. The Board may act either through the presence of Directors voting at a meeting or by written consent without a meeting as described in clause (vi) below. In the case of actions taken at a meeting, the affirmative vote of a majority of the Directors present in person or by electronic means, as the case may be, and voting at a duly held meeting of the Board where a quorum is present shall be necessary for any action of the Board.
Approval Requirements. The Board of Managers may act either through the presence of Managers voting at a meeting or by written consent without a meeting as described in clause (vi) below. In the case of actions taken at a meeting, the affirmative vote of at least a majority of the Managers present in person or by electronic means, as the case may be, and voting at a duly held meeting of the Board of Managers where a quorum is present shall be necessary for any action of the Board of Managers.
Approval Requirements. Subject to Section 6.4.1 (relating --------------------- to Major Decisions), consent or approval of the Board of Directors or its committees shall mean the affirmative vote of a majority of the votes of the members of the Board of Directors or such committees present in person or by telephone, as applicable, and voting at a duly held meeting of the Board of Directors or its committees.
Approval Requirements. Subject to Section 6.7 hereof, the Board shall take actions with the approval of a majority of the voting Managers (that is, with the approval of at least five (5) voting Managers), in person or by proxy, (the “Consent of the Board of Managers”), provided that until December 31, 2022 (except as provided otherwise in this Section 6.1(d)), the Board may only take action with the approval of at least seven (7) out of nine (9) voting Managers with respect to:
(i) The admission of a Member;
(ii) Any material reduction in benefits or base salaries provided to employees of the Company;
(iii) Any change to the Bonus Plan;
(iv) Any determination that the FMV Multiple shall be less than six (6) (which determination shall always require approval of at least seven (7) of nine (9) voting Managers and shall not be subject to the fifteen (15) year limitation set forth above in this Section 6.1(d));
(v) Any material change to the policies implemented prior to and on December 31, 2007 with respect to allocations of “overhead” or other parent company expenses to the Company and its predecessor, provided that such change is not done for the principal purpose of diminishing the value of the Class B Interest in the Company held by the KELP, in which case such material change shall not be permitted at any time or with any approval;
(vi) Any material change to the policies or method of calculating pre-bonus, pre-tax profits of the Company;
(vii) Any acquisition by the Company of another business, or any merger or business combination of another business into the Company;
(viii) The right of setoff set forth in Section 8.3(a);
(ix) The appointment of a Chairman who is not a KELP Voting Manager; and
(x) The determinations of the Board of Managers with respect to the denial of indemnification set forth in Sections 7.1(a) and 7.1(b).
Approval Requirements. It is critical to the success of the Successful Respondent that the deliverable acceptance process is thorough and that any deficiencies are addressed as early as possible to minimize impacts to the Services. Designated DIR working teams will be reviewing the One-Time and Recurring Deliverables throughout the phases of development.
Approval Requirements. (i) Except as otherwise specifically provided herein, consent or approval of the Management Committee shall mean the affirmative vote of a majority of the Representatives voting at a duly held meeting of the Management Committee; provided, that with respect to any Significant Matter, consent or approval of the Management Committee shall mean the affirmative vote of all existing Representatives; provided, however, that the Management Agreement may be terminated, and the Manager removed and replaced, only in accordance with the terms thereof.
(ii) Each Representative shall be entitled to one vote on all matters submitted to a vote of the Management Committee; provided, that if one or more Representatives are absent or not appointed because of a vacancy on the Management Committee or otherwise, then any other Representative of such absent Representative's Member Group present at the meeting shall have the right to cast the votes of such absent Representative(s).
(iii) The Company shall provide each Representative with (A) adequate notice (in light of the time frame in which approval is sought) of the substance of any matter requiring the approval of the Management Committee in order to afford such Representative sufficient time to review such matter and the Company's analysis thereof and (B) an opportunity to consult with the management of the Company regarding such matter and possible alternatives prior to the meeting at which approval is sought; provided, that any alleged noncompliance with the provisions of this paragraph (iii) shall not affect the validity of any consent or approval pursuant to paragraphs (i) and (ii) above.
Approval Requirements. Drug Substance Tercica and CBSB Raw Materials and Resins sourced and used by CBSB CBSB Drug Substance and Raw Materials sourced by Tercica Tercica and CBSB Note: Approval of changes to critical Raw Materials or Resins, such as a new supplier or vendor-notified process changes in the production of Raw Materials or Resins, must also be approved * This provision is the subject of a Confidential Treatment Request. by Tercica. CBSB will notify Tercica of modifications to the CBSB Facility that may affect the Drug Substance or Manufacturing Process prior to implementation. In the event of a dispute regarding the failure of a Batch of Drug Substance, an independent, mutually acceptable qualified Third Party will be engaged to determine whether such Batch does indeed constitute a failure. If such Batch does constitute a failure, liability for such Batch shall be determined in accordance with the MSA.
Approval Requirements. No person shall be approved as a self-insurer unless it posts certain minimum collateral with the Department to meet the duties of a self-insurer under the Act. This requirement may not apply to government agencies or authorities.
Approval Requirements. All absences and leaves must have administrative approval. The employee’s immediate supervisor's recommendation and the approval of the superintendent or their designee constitute administrator's approval. All requests for absences and leave except sick leave must be submitted in writing on District approved forms. All written requests should be made in advance of the absence. Some situations do not lend themselves to prior approval. When this happens, the written application must be submitted to the immediate supervisor within five (5) days after the occurrence.
Approval Requirements. City shall not unreasonably withhold, condition or delay consent to a Transfer to a Development Transferee provided that: (a) the Development Transferee has entered into an assignment and assumption agreement in accordance with Section 15(b) with respect to the portion of the Property that is transferred; (b) the Development Transferee has substantially equivalent experience as Developer to complete the public and private improvements required by the Project Approvals (including this Agreement) and transferred to the Development Transferee with respect to the transferred Property; and (c) to the extent applicable, the Development Transferee has obtained replacement subdivision improvement performance bonds and the performance bonds required herein accepted by the City for the public and private improvements required by the Project Approvals (including this Agreement) with respect to the transferred Property (in which event, the City shall release or reduced the amount of Developer’s corresponding bonds).
