Formation and Operation Sample Clauses

Formation and Operation of the National Appeals Council. Business Manager shall within six (6) months of the effective date of this Business Management Agreement establish a National Appeals Council composed of one (1) delegate appointed by each of the initial Local Advisory Councils to be established by Business Manager, and two (2) delegates appointed by the Business Manager. The initial delegates of the Local Advisory Councils shall serve an initial two (2) year term, and thereafter, if the local advisory council qualifies under the then current by-laws of the National Appeals Council with respect to the eligibility of Local Advisory Councils to appoint delegates to the National Appeals Council, the local advisory council may appoint the same or a different delegate to the National Appeals Council. Business Manager's delegates to the National Appeals Council shall together have a voting power equal to the combined voting power of all delegates appointed by the Local Advisory Councils. Any matter to be determined by the National Appeals Council must receive the affirmative vote of a majority of the votes cast of the delegates appointed to the National Appeals Council. The National Appeals Council shall serve as a forum of appeal of any determinations of the Local Advisory Councils over which it chooses to have jurisdiction. In resolving such appeals it determines to hear, the National Appeals Council shall review findings of fact made by the applicable local advisory council and shall only reverse a decision of the local advisory council if the local advisory council's decision was based upon manifest error. The National Appeals Council shall also determine disputes which it chooses to have jurisdiction over and which cannot be decided because of a deadlock among the delegates of any Local Advisory Council. In the event of a deadlock among the delegates of the National Appeals Council, the dispute may be submitted by either party to the dispute to arbitration in accordance with Section 8.7 of this Agreement. In all other instances, the determination of a dispute by the National Appeals Council shall be final. The National Appeals Council's rules of operation and procedure shall be governed by by-laws to be adopted by the Local Advisory Councils' and Business Manager's delegates, and such by-laws may be amended or restated from time-to-time. Such by-laws shall be reasonable and reflect the terms and spirit of this Agreement. The National Appeals Council's decisions shall be bind...

Formation and Operation. The rules for formation and operation of this committee are the same as those which govern the Educational Policies Committee except that:

Formation and Operation. A. MG and ATM hereby agree to create an in-country representation in Israel of ATM Service Ltd. B. All business of ATM Israel shall be conducted under the name and style of ATM Service, Ltd. C. The parties hereto recognize that the words ATM Service Ltd., ATM, ▇▇▇▇▇▇▇▇▇.▇▇▇ or any of its uses or variations, are the trade names, trademarks and sole property of ATM Service Ltd. D. In the event of the termination of the representation, or the disassociation of ATM from the representation for any reason, all rights to use the name or any form of ATM by MG shall cease the day that the representation agreement is terminated. E. MG as representative shall solely be in the business of engaging in programs of selling the then current Internet based services provided by ATM Service Ltd. ATM recognizes that MG is a pre-existing company, with existing lines of businesses. For the purposes of this agreement, ATM acknowledges that MG will continue to engage in its pre-existent businesses since they do not carry a conflict of interest. MG agrees not to enter into any e-business that may create a conflict of interest in its relationship with ATM. F. MG shall receive twenty (25%)[sic] of ATM's gross profits in the different Revenue Share Agreements (to be introduced by you and entered into by ATM with other parties in Israel) and or for any merchandise acquired under such //MG// //WR// agreements or independently of any such agreements. This percentage may be amended by mutual agreement from time to time. Should ATM elect to enter into a JV or Master Distributor agreement in Israel with a third party not introduced to ATM by you, you shall not be entitled to a share of gross profits, or otherwise, as stated above. Payments to you for "in kind" transactions are to be 10% of the gross profit dollars realized by ATM, if sold, and no fee if the products and services are not sold and are used to operate the business or to offset technology "cost" transfers. Fee Structure attached. G. For the purpose of defining "gross profits" it shall be the difference between (x) the sale proceeds realized, less direct costs such as, among others, shipping, warehousing, cost of financing, cost of technology implementation and commissions to third parties, if any and (y) the amounts remitted to suppliers (i.e. the cost of goods), on a transaction basis, initiated and completed during the term of the representation. By calculating gross profits on all transactions were [sic] there is a gross pr...

Formation and Operation of the PDSC. To facilitate the ----------------------------------- formation of strategy with respect to the development of the commercialization of the Products, the parties hereby establish and designate a standing committee to be known as the Product Development Strategy Committee (the "PDSC"). The PDSC shall be comprised of five (5) members, two (2) of whom shall be appointed by IGI, and three (3) of whom, including the chairperson of the PDSC, shall be appointed by GW. Each party shall appoint to the PDSC one member from its sales & marketing division and one member from its product development division. The initial members of the PDSC shall be identified by the parties within thirty (30) days of the Effective Date. PDSC members shall serve until their resignation or removal. A committee member may be removed at any time by the party to this Agreement originally appointing such member by sending written notice to the other party to this Agreement. In the event of any vacancy in the PDSC, the party which appointed such vacating member shall appoint a replacement for such member, in such party's sole discretion, upon written notice thereof to the other party. The PDSC shall meet upon the written request of any member of the PDSC.

Formation and Operation of Landlord as a legal identity (as distinguished from the costs of operation of the Property) and defending Landlord's title to or interest in the Property, including without limitation attorneys' fees related thereto.

Formation and Operation of the Policy Board. ------------------------------------------- (a) Structure of Policy Board. Practice hereby acknowledges that it ------------------------- is or may become one of a group of ophthalmology practices located in the Kansas City metropolitan area which is affiliated with Business Manager (Practice and such other practices shall be collectively referred to herein as "Regional Practices"); provided, that as of the Effective Date, EyeCare Midwest shall no longer be a Regional Practice. The Regional Practices and Business Manager have established a Policy Board which is responsible for overseeing the overall operations of the nonmedical aspects of each Regional Practice's facilities and, subject to Section 3.3 hereof, certain medical issues. The Policy Board shall consist of four (4) members, each of whom shall serve a one-year term. Business Manager shall designate, in its sole discretion, two (2) members of the Policy Board, and the Regional Practices shall collectively designate two (2) members of the Policy Board. The Policy Board members designated by the Regional Practices shall be Physician-Shareholders of a Regional Practice. Except as otherwise expressly provided herein, the act of a majority of the members of the Policy Board shall be the act of the Policy Board. Either Business Manager or the Regional Practices may request, upon thirty (30) days' written notice to such other party, the expansion of the Policy Board from four (4) members to six (6) members, with Business Manager having three (3) representatives and the Regional Practices collectively having three (3) representatives. In such an event, each of Business Manager and the Regional Practices shall appoint an additional representative to the Policy Board.

Formation and Operation of the Advisory Board. Manager and Practice shall establish an Advisory Board responsible for advising Manager in connection with the development of management and administrative policies for the overall operation of the medical practice of Practice. The Advisory Board shall consist of four (4) members. Manager shall designate, in its sole discretion and from time to time, two (2) members of the Advisory Board. Practice shall designate, in its sole discretion and from time to time, two (2) members of the Advisory Board. Except as may otherwise be provided, the act of a majority of the members of the Advisory Board shall be the act of the Advisory Board.

Formation and Operation of Advisory Committee 1.1.1 Meeting with USAID with regards to setting up advisory committee MSU/ IFPRI Abuja/ Virtual Oct-15 1 Promoting stakeholder consulta- tion in the project and improving likelihood of program buy in and success NA 1.1.2 Invite potential members to serve on the advisory committee MSU/ IFPRI Virtual November 2015 1 NA 1.1.3 First advisory committee meeting to set the stage for the project IFPRI/ MSU Abuja Early- 2016 1 NA 1.