Corporate Governance Services Sample Clauses

Corporate Governance Services. The Manager shall assist the Company in the provision of general company secretarial services, including, but not limited to, keeping statutory books and records, convening meetings of the Board and the shareholders of the Company and assisting with the preparation of adequate documentation for such meetings.
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Corporate Governance Services. (a) The Manager shall prepare material for and, pursuant to such instructions as shall, from time to time, be provided by the chairman of the Board, prepare the documentation for the meetings of the Board. (b) The Manager shall be responsible for the implementation of all resolutions passed by the Board (unless a specific resolution identifies another service provider or person as responsible therefore). (c) The Manager shall assist the Board in preparing material for and convening the meetings of the Company’s shareholders and the subsequent follow-up and implementation of the resolutions passed therein.
Sample 1Sample 2
Corporate Governance Services. (a) The Manager shall assist SFManagement with all aspects of the Company’s corporate governance which relates to Bermuda law and shall, in particular, assist with the conveying of board and shareholders meetings in Bermuda. (b) The Manager shall prepare all documentation of written resolutions passed by the Board and the board of directors of the Subsidiaries and the shareholder(s) of the Company and the Subsidiaries along with minutes from their respective meetings and shall, furthermore, be responsible for the same being signed and safely filed. SFManagement shall be provided with copies thereof. (c) The Manager shall assist the Company’s company secretary in preparing and implementing all aspects of the Company’s employee share option plan from time to time. (d) The Manager shall be responsible for the operation of the Company’s shareholder register. (e) The Manager shall be responsible for the corporate books and records of the Subsidiaries.
Sample 1Sample 2
Corporate Governance Services. (a) The Manager shall prepare material for and, pursuant to such instructions as shall be provided by the Chairman of the Board from time to time, prepare and circulate notices of the meetings of the Board to the directors of the Company. (b) The Manager shall prepare all written resolutions passed by the Board, the boards of directors of the Subsidiaries and the shareholder of the Subsidiaries along with minutes from their respective meetings and shall, furthermore, be responsible for the same being signed and filed with the minutes of the relevant corporation. (c) The Manager shall be responsible for the implementation of all resolutions passed by the Board and the board of directors of the Subsidiaries (unless a specific resolution identifies another service provider or person as responsible therefor). (d) The Manager shall assist the Company in preparing materials for and convening the meetings of the Company's shareholders and the subsequent follow-up and implementation of the resolutions passed therein. (e) The Manager shall, by way of designing and implementing necessary procedures, assist the Board in ensuring that the Group meets all applicable corporate governance requirements. (f) The Manager shall be responsible for maintaining the corporate books and records of the Company and the Subsidiaries. (g) The Manager shall assist the Company in complying with the requirements of all applicable securities laws, including the United States Securities Act of 1933 and the Securities Exchange Act of 1934.
Sample 1
Corporate Governance Services a. The Manager shall assist the Company Secretary in preparing material for and convening the meetings of the Board and the follow-up and implementation of the resolutions passed by the Board from time to time. b. The Manager shall assist the Company Secretary in preparing material for and convening the meetings of the Company's shareholders and the follow-up and implementation of the resolutions passed therein. c. The Manager shall assist the Company Secretary in preparing and implementing all aspects of the Company's employee share option plan from time to time. d. The Manager shall be responsible for the operation of the Company's shareholder register and any and all sub-registers thereof.
Sample 1
Corporate Governance Services. Property Partner shall assist the Company in the provision of general company secretarial services, including but not limited to, keeping statutory books and records, convening meetings of the members of the Company, appointment of nominee directors where necessary, meetings of the board of directors (the “Board”) and the shareholders of the subsidiaries and preparing adequate documentation for such meetings.
Sample 1
Corporate Governance Services. (a) The Manager shall assist FrontMan and the Secretary in preparing material for and convening the meetings of the Board and the follow-up and implementation of the resolutions passed by the Board from time to time. (b) The Manager shall assist the Secretary in preparing material for and convening the meetings of the Company’s shareholders and the follow-up and implementation of the resolutions passed therein. (c) The Manager shall assist the Secretary in preparing and implementing all aspects of the Company’s employee share option plan from time to time. (d) The Manager shall assist FrontMan in relation to the operation of the Company’s shareholder register and any and all sub-registers thereof. (e) The Manager shall oversee the performance by FrontMan of its obligations under the Corporate Administrative Services Agreement, propose, whenever appropriate, changes in the terms thereof to the Board and negotiate any amendments thereto on the Board’s behalf.
Sample 1
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Corporate Governance Services. (a) The Submanager shall assist FrontMan in preparing material for and convening the meetings of the Board and the follow-up and implementation of the resolutions passed by the Board from time to time. (b) The Submanager shall assist FrontMan in preparing material for and convening the meetings of Xxxxxxx Limited’s shareholders and the follow-up and implementation of the resolutions passed therein. (c) The Submanager shall assist FrontMan in preparing and implementing all aspects of Xxxxxxx Limited’s long term incentive plans from time to time. (d) The Submanager shall assist FrontMan in relation to the operation of Xxxxxxx Limited’s shareholder register and any and all sub-registers thereof. (e) The Submanager shall oversee the performance by FrontMan of its obligations under the Corporate Administrative Agreement, propose, whenever appropriate, changes in the terms thereof to the Board and negotiate any amendments thereto on the Board’s behalf. (f) The services to be provided to Xxxxxxx Limited hereunder shall, where relevant, also be extended to the Operating Subsidiaries.
Sample 1

Related to Corporate Governance Services

  • Corporate Services This Agreement sets forth the terms and conditions for the provision by PROVIDING PARTY to RECEIVING PARTY of various corporate services and products, as more fully described below and in Schedule 1.1(a) attached hereto (the Scheduled Services, the Omitted Services, the Resumed Services and Special Projects (as defined below), collectively, the “Corporate Services”).

  • Web Services Our Web Services are designed to enable you to easily establish a presence on the Internet. Our Web Hosting and Design is composed of our Web Hosting and Design Publishing Component and other miscellaneous components. These components may be used independently or in conjunction with each other.

  • Compliance Services (a) If Schedule I contains a requirement for the BNY to provide the Fund with compliance services, such services shall be provided pursuant to the terms of this Section 6 (the “Compliance Services”). The precise compliance review and testing services to be provided shall be as mutually agreed between the BNY and each Fund, and the results of the BNY’s Compliance Services shall be detailed in a compliance summary report (the “Compliance Summary Report”) prepared on a periodic basis as mutually agreed. Each Compliance Summary Report shall be subject to review and approval by the Fund. The BNY shall have no responsibility or obligation to provide Compliance Services other that those services specifically listed in Schedule I. (b) The Fund will examine each Compliance Summary Report delivered to it by the BNY and notify the BNY of any error, omission or discrepancy within ten (10) days of its receipt. The Fund agrees to notify the BNY promptly if it fails to receive any such Compliance Summary Report. The Fund further acknowledges that unless it notifies the BNY of any error, omission or discrepancy within 10 days, such Compliance Summary Report shall be deemed to be correct and conclusive in all respects. In addition, if the Fund learns of any out-of-compliance condition before receiving a Compliance Summary Report reflecting such condition, the Fund will notify the BNY of such condition within one business day after discovery thereof. (c) While the BNY will endeavor to identify out-of-compliance conditions, the BNY does not and could not for the fees charged, make any guarantees, representations or warranties with respect to its ability to identify all such conditions. In the event of any errors or omissions in the performance of Compliance Services, the Fund’s sole and exclusive remedy and the BNY’s sole liability shall be limited to re-performance by the BNY of the Compliance Services affected and in connection therewith the correction of any error or omission, if practicable and the preparation of a corrected report, at no cost to the Fund.

  • Core Services The Company agrees to provide to the Municipality the Core Services set forth in Schedule “A”. The Company and the Municipality may amend Schedule “A” from time to time upon mutual agreement.

  • Education services 1.1 Catholic education is intrinsic to the mission of the Church. It is one means by which the Church fulfils its role in assisting people to discover and embrace the fullness of life in Xxxxxx. Catholic schools offer a broad, comprehensive curriculum imbued with an authentic Catholic understanding of Xxxxxx and his teaching, as well as a lived appreciation of membership of the Catholic Church. Melbourne Archdiocese Catholic Schools Ltd (MACS) governs the operation of MACS schools and owns, governs and operates the School. 1.2 Parents and guardians, as the first educators of their children, enter into a partnership with the Catholic school to promote and support their child’s education. Parents and guardians must assume a responsibility for maintaining this partnership by supporting the school in the provision of education to their children within the scope of School's registration and furthering the spiritual and academic life of their children.

  • Beta Services From time to time, We may invite You to try Beta Services at no charge. You may accept or decline any such trial in Your sole discretion. Beta Services will be clearly designated as beta, pilot, limited release, developer preview, non-production, evaluation or by a description of similar import. Beta Services are for evaluation purposes and not for production use, are not considered “Services” under this Agreement, are not supported, and may be subject to additional terms. Unless otherwise stated, any Beta Services trial period will expire upon the earlier of one year from the trial start date or the date that a version of the Beta Services becomes generally available. We may discontinue Beta Services at any time in Our sole discretion and may never make them generally available. We will have no liability for any harm or damage arising out of or in connection with a Beta Service.

  • Software Services If elected by Customer, the following Software Services will be made available for Customer’s use. 2.1. Core HR Software Service is a system of interactive web pages to assist Customer in its human resource related recordkeeping and reporting. Customer shall ensure the accuracy of its Customer Data. The HR Software Services shall function in accordance with the Documentation, as may be amended from time to time, and provide features to aid Customer with its compliance with federal and state laws and regulations applicable to Human Resources (except as stated otherwise in the Documentation). 2.2. Recruiting Software Service is a system of interactive web pages to assist Customer in posting job requisitions, storing candidates, recording job applications, and the related recordkeeping and reporting. Customer shall ensure the accuracy of its Customer Data. The Recruiting Software Service shall function in accordance with the Documentation which may be amended from time to time.

  • Hosting Services 13.1 If Supplier or its subcontractor, affiliate or any other person or entity providing products or services under the Contract Hosts Customer Data in connection with an Acquisition, the provisions of Appendix 1, attached hereto and incorporated herein, apply to such Acquisition. 13.2 If the Hosting of Customer Data by Supplier or its subcontractor, affiliate or any other person or entity providing products or services under the Contract contributes to or directly causes a Data Breach, Supplier shall be responsible for the obligations set forth in Appendix 1 related to breach reporting requirements and associated costs. Likewise if such Hosting contributes to or directly causes a Security Incident, Supplier shall be responsible for the obligations set forth in Appendix 1, as applicable. 14 Change Management

  • Legal Services If this Agreement is for legal services, this section is applicable. Contractor shall: (i) adhere to legal cost and billing guidelines designated by the JBE; (ii) adhere to litigation plans designated by the JBE, if applicable; (iii) adhere to case phasing of activities designated by the JBE, if applicable; (iv) submit and adhere to legal budgets as designated by the JBE; (v) maintain legal malpractice insurance in an amount not less than the amount designated by the JBE; and (vi) submit to legal bill audits and law firm audits if so requested by the JBE, whether conducted by employees or designees of the JBE or by any legal cost-control provider retained by the JBE for that purpose. Contractor may be required to submit to a legal cost and utilization review as determined by the JBE. If (a) the Contract Amount is greater than $50,000, (b) the legal services are not the legal representation of low- or middle-income persons, in either civil, criminal, or administrative matters, and (c) the legal services are to be performed within California, then Contractor agrees to make a good faith effort to provide a minimum number of hours of pro xxxx legal services, or an equivalent amount of financial contributions to qualified legal services projects and support centers, as defined in section 6213 of the Business and Professions Code, during each year of the Agreement equal to the lesser of either (A) thirty (30) multiplied by the number of full time attorneys in the firm’s offices in California, with the number of hours prorated on an actual day basis for any period of less than a full year or (B) the number of hours equal to ten percent (10%) of the Contract Amount divided by the average billing rate of the firm. Failure to make a good faith effort may be cause for nonrenewal of this Agreement or another judicial branch or other state contract for legal services, and may be taken into account when determining the award of future contracts with a Judicial Branch Entity for legal services.

  • Educational Services Any service or supply for education, training or retraining services or testing including: special education, remedial education; cognitive remediation; wilderness/outdoor treatment, therapy or adventure programs (whether or not the program is part of a Residential Treatment facility or otherwise licensed institution); job training or job hardening programs; educational services and schooling or any such related or similar program including therapeutic programs within a school setting.

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