Delegated Authority The BCF Executive Group is authorised within the limits of delegated authority for its members (which is received through their respective organisation’s own financial scheme of delegation) to: • authorise commitments which exceed or are reasonably likely to lead to exceeding the contributions of the Partners to any Pooled Fund subject to the agreement of a quorate of the Executive; and • authorise a Lead Commissioner to enter into any contract for services necessary for the provision of Services under an Individual Scheme
Board Authority The Board and/or the Committee shall have the power to interpret this Agreement and to adopt such rules for the administration, interpretation and application of the Agreement as are consistent therewith and to interpret or revoke any such rules (including, but not limited to, the determination of whether any RSUs have vested). All interpretations and determinations made by the Board and/or the Committee in good faith shall be final and binding upon Participant, the Company and all other interested persons and such determinations of the Board and/or the Committee do not have to be uniform nor do they have to consider whether Plan participants are similarly situated. No member of the Board and/or the Committee shall be personally liable for any action, determination or interpretation made in good faith with respect to this Agreement.
Powers and Authority It has the power to enter into and perform, and has taken all necessary action to authorise the entry into and performance of, the Finance Documents to which it is or will be a party and the transactions contemplated by those Finance Documents.
Third-Party Certifications and Audits Upon Client’s written request at reasonable intervals, and subject to the confidentiality obligations set forth in the Agreement and this DPA, Securiti shall make available to Client that is not a competitor of Securiti (or Client’s independent, third-party auditor that is not a competitor of Securiti) a copy of Securiti’s then most recent third-party audits or certifications, as applicable (provided, however, that such audits, certifications and the results therefrom, including the documents reflecting the outcome of the audit and/or the certifications, shall only be used by Client to assess compliance with this DPA and/or with applicable Data Protection Laws and Regulations, and shall not be used for any other purpose or disclosed to any third party without Securiti’s prior written approval and, upon Securiti’s first request, Client shall return all records or documentation in Client’s possession or control provided by Securiti in the context of the audit and/or the certification). At Client’s cost and expense, Securiti shall allow for and contribute to audits, including inspections of Securiti’s systems and physical premises, conducted by the controller or another auditor mandated by the controller (who is not a direct or indirect competitor of Securiti) provided that the parties shall agree on the scope, methodology, timing and conditions of such audits and inspections. Subject to Section 2.3.2, Client may request measures to be taken by Securiti following the results of the audit or inspection.
Appointment and Authority Each of the Lenders and the L/C Issuer hereby irrevocably appoints Bank of America to act on its behalf as the Administrative Agent hereunder and under the other Loan Documents and authorizes the Administrative Agent to take such actions on its behalf and to exercise such powers as are delegated to the Administrative Agent by the terms hereof or thereof, together with such actions and powers as are reasonably incidental thereto. The provisions of this Article are solely for the benefit of the Administrative Agent, the Lenders and the L/C Issuer, and neither the Borrower nor any other Loan Party shall have rights as a third party beneficiary of any of such provisions. It is understood and agreed that the use of the term “agent” herein or in any other Loan Documents (or any other similar term) with reference to the Administrative Agent is not intended to connote any fiduciary or other implied (or express) obligations arising under agency doctrine of any applicable Law. Instead such term is used as a matter of market custom, and is intended to create or reflect only an administrative relationship between contracting parties.
