Association Governance Sample Clauses

Association Governance. The Association is governed by a Board of Control consisting of one person from each member public school district and one member from the office of the Regional Superintendent of Schools. The Board's powers and duties include the authority to adopt, enforce, and monitor all policies for the management and governance of the Association's schools. Official action by the Board may only occur at a duly called and legally conducted meeting at which a quorum is physically present. As stated in the Board member oath of office prescribed by the School Code, a Board member has no legal authority as an individual. LEGAL REF.:5 ILCS 120/1.02. 105 ILCS 5/10-1, 5/10-10, 5/10-12, 5/10-16.5, 5/10-16.7, and 5/10-20.5. CROSS REF.:1:10 (Association Legal Status), 2:20 (Powers and Duties of the Board of Control; Indemnification), 2:80 (Board Member Oath and Conduct), 2:120 (Board Member Development), 2:200 (Types of Board of Control Meetings), 2:220 (Board of Control Meeting Procedure) ADOPTED: March 8, 2019
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Association Governance. The Association covenants and agrees that: (a) it will be governed by a constitution and bylaws that comply with, and it will conduct itself at all times in accordance with, the requirements of the SocietySocieties Act and will maintain its status as a not-for-profit society. The Association further covenants and agrees that it will not, without the prior written consent of the Park Board, make an application to become a "member-funded society" pursuant to the Societies Act; (b) the purpose of the Association will be consistent with benefiting the local and city-wide community and members of the public through the provision of Programming and other services within the Community Centre Network; (c) it shall not adopt bylaws and governance procedures that conflict with the terms of this Agreement and agrees to, as necessary or appropriate, to amend any conflicting bylaws to align with this Agreement; (d) as it pertains to activities carried out under this Agreement, the Association will adopt and adhere to appropriate good governance policies; (e) to prevent a conflict of interest, no elected City or Park Board official canshall sit on the Board of the Association Board and any Association Board member who has formally indicated a decision to run for election to the City Council or Park Board will immediately take a leave or resign from the Association Board, pending the outcome of the election; and (f) it will comply with its policy obligations under Section 6.1. The Park Board acknowledges and agrees that the Association is a registered society and is bound by the terms of the Societies Act and, notwithstanding any terms of this Agreement, the Park Board will not require the Association to act in any way or commit any act, including the spending of money, that would result in the Association being in breach of the Societies Act. If, at any time, it is determined that a section or requirement of this Agreement will result in a breach of the Societies Act, including as a result of a future amendment or revision to the Societies Act, the parties will agree on an alternative course of action that is in compliance with the Act and meets the intent of the applicable section or requirement of this Agreement. If the parties cannot agree whether a section or requirement of this Agreement will result in a breach of the Societies Act, then the matter shall be referred to dispute resolution in accordance with Section 18.1, and then to arbitration pursuant to Section 1...
Association Governance. The Association is governed by a Board of Control consisting of one person from each member public school district and one member from the office of the Regional Superintendent of Schools. The Board's powers and duties include the authority to adopt, enforce, and monitor all policies for the management and governance of the Association's schools. Official action by the Board may only occur at a duly called and legally conducted meeting. Except as otherwise provided by the Open Meetings Act, a quorum must be physically present at the meeting. As stated in the Board member oath of office prescribed by the School Code, a Board member has no legal authority as an individual. LEGAL REF.: 5 ILCS 120/, Open Meetings Act. 105 ILCS 5/10-1, 5/10-10, 5/10-12, 5/10-16.5, 5/10-16.7, and 5/10-20.5. CROSS REF.: 1:10 (Association Legal Status), 2:20 (Powers and Duties of the Board of Control; Indemnification), 2:80 (Board Member Oath and Conduct), 2:120 (Board Member Development), 2:200 (Types of Board of Control Meetings), 2:220 (Board of Control Meeting Procedure) Adopted: August 13, 2021
Association Governance. The Association covenants and agrees that: (a) it will be governed by a constitution and bylaws that comply with, and it will conduct itself at all times in accordance with, the requirements of the Society Act; (b) the purpose of the Association will be consistent with benefiting the local and city- wide community and members of the public through the provision of Programming and other services within the Community Centre Network; (c) it shall not adopt bylaws and governance procedures that conflict with the terms of this Agreement and agrees to, as necessary or appropriate, amend any conflicting bylaws to align with this Agreement; (d) as it pertains to activities carried out under this Agreement, the Association will adopt and adhere to appropriate good governance policies; (e) to prevent a conflict of interest, no elected City or Park Board official can sit on the Board of the Association and any Association Board member who has formally indicated a decision to run for election to the City Council or Park Board will immediately take a leave from the Association Board, pending the outcome of the election; and (f) it will comply with its policy obligations under Section 6.1.
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Association Governance. The Association covenants and agrees that: (a) it will be governed by a constitution and bylaws that comply with, and it will conduct itself at all times in accordance with, the requirements of the Societies Act and. (b) the Association will maintain its status as a not-for-profit societyensure that its purpose does not, at any time, include the carrying on of a business for profit or gain. The Association further covenants and agrees that it will not, without the prior written consent of the Park Board, make an application to become a "member-funded society" pursuant to the Societies Act;
Association Governance 
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Related to Association Governance

  • Governance (a) The HSP represents, warrants and covenants that it has established, and will maintain for the period during which this Agreement is in effect, policies and procedures: that set out a code of conduct for, and that identify the ethical responsibilities for all persons at all levels of the HSP’s organization; to ensure the ongoing effective functioning of the HSP; for effective and appropriate decision-making; for effective and prudent risk-management, including the identification and management of potential, actual and perceived conflicts of interest; for the prudent and effective management of the Funding; to monitor and ensure the accurate and timely fulfillment of the HSP’s obligations under this Agreement and compliance with the Enabling Legislation; to enable the preparation, approval and delivery of all Reports; to address complaints about the provision of Services, the management or governance of the HSP; and to deal with such other matters as the HSP considers necessary to ensure that the HSP carries out its obligations under this Agreement. (b) The HSP represents and warrants that: it has, or will have within 60 Days of the execution of this Agreement, a Performance Agreement with its CEO that ties a reasonable portion of the CEO’s compensation plan to the CEO’s performance; it will take all reasonable care to ensure that its CEO complies with the Performance Agreement; it will enforce the HSP’s rights under the Performance Agreement; and a reasonable portion of any compensation award provided to the CEO during the term of this Agreement will be pursuant to an evaluation of the CEO’s performance under the Performance Agreement and the CEO’s achievement of performance goals and performance improvement targets and in compliance with Applicable Law. “compensation award”, for the purposes of Section 9.3(b)(4) above, means all forms of payment, benefits and perquisites paid or provided, directly or indirectly, to or for the benefit of a CEO who performs duties and functions that entitle him or her to be paid.

  • Corporate Governance (a) Effective as of the Effective Time, CenterState shall take all actions necessary to cause the then-current members of the board of directors of CenterState and CenterState Bank (the “CenterState Continuing Directors”) to continue in office and serve on the board of directors of the Surviving Entity and the Surviving Bank until such time as their successors are duly elected and qualified. Prior to the Effective Time, the CenterState Continuing Directors shall take all actions necessary to appoint (effective as of the Effective Time) (i) the three (3) then-current members of the board of directors of NCC identified on NCC Disclosure Schedule Section 5.16(a)(i) (or other individuals mutually agreeable to the Parties) to serve on the board of directors of the Surviving Entity and the board of directors of the Surviving Bank and (ii) the one (1) additional member of the then-current board of directors of NBC identified on NCC Disclosure Schedule Section 5.16(a)(ii) (or another individual mutually agreeable to the Parties) to serve solely on the board of directors of the Surviving Bank (collectively, the “New CenterState Directors”), until such time as their successors are duly elected and qualified. The nominating committee of the board of directors of the Surviving Entity shall cause the New CenterState Directors that have been appointed and are serving on the board of directors of the Surviving Entity to be included among CenterState’s nominees for election at the 2019 (if the Effective Time occurs prior to the 2019 annual meeting of CenterState shareholders) and 2020 annual meetings of shareholders of the Surviving Entity (provided that they remain reasonably acceptable to the nominating committee of the board of directors of Surviving Entity). The Surviving Entity and the Surviving Bank shall cause the New CenterState Directors that have been appointed to and are serving on the board of directors of the Surviving Bank to be reelected (provided that they remain reasonably acceptable to the nominating committee of the board of directors of the Surviving Entity) at the 2019 (if the Effective Time occurs prior to the 2019 annual meeting of CenterState shareholders) and 2020 annual meetings of the Surviving Bank. (b) Effective as of the Effective Time (and, with respect to positions with the Surviving Bank, effective as of the effective time of the Bank Merger), CenterState shall take all actions necessary to cause (i) Xxxx X. Xxxxxxx to continue as President and Chief Executive Officer of the Surviving Entity; (ii) Xxxx Xxxxxxxx to continue and serve as President of the Surviving Bank; (iii) Xxxxxxx Xxxxxx, IV to become and serve as Chief Executive Officer of the Surviving Bank; and (iv) Xxxxxxx X. Xxxxxxxx, V to become and serve as Chief Financial Officer of the Surviving Entity and the Surviving Bank.

  • Project Governance (a) If advised in writing by the Ministry the Recipient will: (i) provide reasonable notice to the Ministry of all Project management group meetings and Project governance group meetings; and (ii) provide copies of all documents and notices to be tabled at the Project management group meetings and Project governance group meetings to the Ministry no later than a reasonable period prior to the meetings, and the minutes of those meetings within a reasonable period after each meeting (b) The Ministry may appoint observers who will be entitled to attend and speak at all Project management group meetings and Project governance group meetings (but will not be entitled to vote on any matter at those meetings).

  • Association Dues The District agrees to deduct Association dues from the paycheck of each employee who individually and voluntarily authorize dues deductions. Employees’ authorizations will be in writing in a form agreed upon by the Association and the District. Said deduction shall be in nine substantially equal amounts during the school year beginning on or after October 15 of the corresponding school year. A schedule of deductions shall be provided to employees on or about September 1st. Authorizations shall continue from year to year unless revoked by the employee in writing prior to July 1 of any year. Dues deducted from employees’ wages will be transmitted to the Association following each corresponding payroll deduction. The Association will annually certify to the Superintendent the amount of Association dues. The following shall also apply: A. The Association shall provide payroll at District’s Business Office, dues deductions covered under this paragraph by October 1 of the contract year in which the deduction applies for all existing members as of said date, otherwise the employees' previous year deductions shall continue in force for the entire contract year unless terminated by the employee by the dates set forth herein. Deductions for any new employee hired prior to the date of said report shall also be included in the report. B. The form in which the Association reports union dues for existing membership must include, at minimum, employee name, social security number, and total unions dues to be deducted for the corresponding contract year. The report shall list employees alphabetically by last name. C. The form in which the Association reports union dues for new members must include, at minimum, employee name, social security number, total unions dues to be deducted for the corresponding contract year, and signed employee authorization. D. The District payroll office shall make changes to union dues not more than once in any contract year. However, union dues to individual employees may be adjusted as necessary due to changes in employment status with proper notification and reporting from the Association as outlined herein. If an employee elects to become a member after the Association Dues are submitted by the Association, the employee shall be responsible for paying any additional fees directly to the Association. E. The District shall provide the Association a list of all support staff covered under the collective bargaining agreement upon request of the Association, but not more than once per month.

  • Corporate Governance Matters (a) The Company, and to the Company's knowledge, each of its officers are in compliance in all material respects with (i) the applicable provisions of the Xxxxxxxx-Xxxxx Act of 2002 and the related rules and regulations promulgated under such act or the Exchange Act (in each case, as currently in effect, the "XXXXXXXX-XXXXX ACT"), (ii) the applicable qualification requirements and corporate governance rules and regulations promulgated by the National Association of Securities Dealers and (iii) any similar applicable Israeli securities laws, rules and regulations. The Company has delivered to Parent the final form of written information required to be disclosed prior to the date hereof by the Company and certain of its officers to the Company Board or any committee thereof pursuant to the certification requirements of Rule 13a-14 under the Exchange Act. Since the date such provisions became applicable to the Company and its Subsidiaries, all auditing services and non-audit services provided to the Company and each Subsidiary have been approved by the audit committee of the Company Board in compliance with Section 10A(h) or Section 10A(i) of the Exchange Act and any similar applicable Israeli securities laws, and no registered public accounting firm or, to the Company's knowledge, any associate thereof that performs any audit of the Company or any Subsidiary has provided to the Company or any of its affiliates any service prohibited by paragraphs (1) through (9) of Section 10A(g) of the Exchange Act. Except as permitted by the Exchange Act, including Sections 13(k)(2) and (3) thereof, since the enactment of the Xxxxxxxx-Xxxxx Act, neither the Company nor any Subsidiary has, directly or indirectly, made, entered into, arranged, renewed, modified (in any material way) or forgiven any personal loans to any executive officer or director of the Company prohibited by Section 402 thereunder. (b) The management of the Company has (i) in accordance with Rule 13a-15 under the Exchange Act, designed disclosure controls and procedures (as such term is defined in Rule 13a-15(e) under the Exchange Act) to ensure that material information relating to the Company, including its Subsidiaries, is made known to the management of the Company by others within those persons, and (ii) disclosed, based on its most recent evaluation prior to the date hereof, to the Company's auditors and the audit committee of the Company Board (A) any significant deficiencies in the design or operation of internal controls over financial reporting ("INTERNAL CONTROLS") which are reasonably likely to adversely affect the Company's ability to record, process, summarize and report financial information and has disclosed to the Company's auditors any material weaknesses in Internal Controls and (B) any fraud, whether or not material, that involves management or other employees who have a significant role in the Company's Internal Controls. The Company has made available to Parent a summary of any such disclosure made by management to the Company's auditors and/or audit committee since December 31, 2003. (c) To the Company's knowledge, it will be prepared to timely file the report required by Item 308(a) of Regulation S-K promulgated by the SEC and its independent public accounting firm will be prepared to timely file the attestation required pursuant to Item 308(b) of Regulation S-K. The Company has not received any written or oral notice from its independent public accounting firm that such firm believes the Company is could not reasonably be expected to complete the evaluations necessary for such report and attestation to be completed and in the timeframe required by applicable law.

  • Association Activities The parties agree employees shall have the right to form, join, and participate in the lawful activities of the Association for the purpose of representation in matters of employment relations. No employee shall be interfered with, restrained, coerced, or discriminated against because of the exercise of such rights.

  • Association Grievance A grievance, as defined in Section 7.1, relating to occurrences actually involving at least three (3) nurses or arising under the Association Representative article, may be initiated by the Association at Step 2 of the above-mentioned procedure by the filing of a written grievance, signed by a representative of the Association, within 35 calendar days from the date of occurrence. Such grievance shall describe the problem and the contract provisions alleged to have been violated.

  • Association Responsibilities The Association shall have, in addition to other responsibilities expressly set forth herein or provided by law, the following responsibilities:

  • Ethics No officer, agent or employee of the Board is or shall be employed by Provider or has or shall have a financial interest, directly or indirectly, in this Agreement or the compensation to be paid hereunder except as may be permitted in writing by the Board’s Code of Ethics, adopted May 25, 2011 (11-0525-PO2), as amended from time to time, which policy is hereby incorporated by reference into and made part of this Agreement as if fully set forth herein.

  • Association Recognition The Board hereby recognizes the Association as the exclusive representative for collective gaining with respect to wages, hours, fringe benefits, and other conditions of employment for all employees in the appropriate unit.

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