Approval Requirements Sample Clauses
The Approval Requirements clause defines the specific conditions or procedures that must be met before certain actions or decisions can be taken under an agreement. Typically, this clause outlines which parties must give their consent, the form that approval must take (such as written or electronic), and any thresholds or timelines involved. For example, it may require unanimous board approval for major expenditures or written consent from both parties before amending the contract. Its core function is to ensure that significant decisions are made transparently and with the appropriate level of oversight, thereby reducing the risk of unauthorized actions and promoting accountability among the parties involved.
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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. 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. (i) Consent or approval of the Member Committee shall mean the affirmative vote of a majority of the Representatives voting at a duly held meeting of the Member Committee.
(ii) Each Representative shall be entitled to one vote on all matters submitted to a vote of the Member Committee; provided that if one or more Representatives are absent or not appointed because of a vacancy on the Member 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 Representatives.
(iii) The Company shall provide each Representative of the Member Committee 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 Member 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. 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. The Board may act either through the presence of Directors voting at a meeting or by Consent. All actions of the Board must be approved by a Majority Vote of the Directors.
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. 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).
Approval Requirements. At each meeting of the Partners, a Limited Partner shall be entitled to vote in proportion to the Percentage Interest held by such Limited Partner. Approval by the Limited Partners of any matter shall require the vote of all of the Limited Partners present in person or by proxy and voting at a duly held meeting of the Partners. All resolutions passed by the Limited Partners in a meeting shall be documented in minutes of the meeting prepared and executed by the General Partner, filed with the records of the Partnership and mailed by the General Partner after such meeting to all Limited Partners.