General Management. In the discharge of its general duty to manage the successful performance of the Services, Vendor shall:
3.2.1.1. within thirty (30) calendar days of the Effective Date, identify to Citizens the primary and secondary management contacts responsible for the oversight and management of Services for Citizens;
3.2.1.2. ensure Vendor Staff tasked with management and oversight of the Services are available promptly to perform Services during Business Hours;
3.2.1.3. ensure each assigned Adjuster submits a time record directly to Vendor’s manager or point of contact. At any time during this Agreement, Citizens may require copies of time records from Vendor;
3.2.1.4. ensure that no Vendor Staff carries a weapon on their person while performing Services;
3.2.1.5. ensure that no Vendor Staff uses impairing drugs, chemicals, or alcohol while performing Services;
3.2.1.6. ensure that Vendor Staff avoid using their duties and obligations under this Agreement to engage in any conduct that could create either an actual or perceived conflict of interest, such as due to an ongoing business relationship with an entity other than Citizens that would enable Vendor Staff to receive an improper benefit or unfair competitive advantage;
3.2.1.7. ensure that the Services comply with the Best Claims Practices & Estimating Guidelines as applicable to each Service Category and any other policies or processes set forth by Citizens, including but not limited to:
a. monitoring applicable file production on a weekly basis to determine compliance with Citizens’ production requirements; and,
b. providing detailed reports to Citizens related to Vendor performance upon request.
General Management. The Manager shall manage the Land in a proper manner in accordance with this Deed (and shall for the avoidance of doubt exercise its power under paragraph 2 of Schedule 8 to take out and update the insurance as referred to in that paragraph). Except as otherwise provided in this Deed, the Manager shall have the powers set out in Schedule 8 and the power to do anything else which it considers is necessary or expedient for the proper management of the Land.
General Management including all other services routinely provided by the Provider, such as, internal consulting, work flow measurements and productivity measurements through the Human Resources Department or its successor; provision for a business resumption plan; and general business advice and guidance from certain senior executives. These services will be provided by PNX.
General Management. Other than matters reserved under this Agreement or under the Act to the Member for decision, the business and properties of the Company will be managed by a board of managers (the “Board of Managers”) with the power to appoint officers of the Company, to appoint and direct agents, to grant general or limited authority to officers, employees and agents of the Company and to execute and deliver contracts and other documents in the name and on behalf of the Company.
General Management. The business and affairs of the Company shall be managed by Atlantic Power Transmission, Inc., a Delaware corporation, in its capacity as the sole member and the sole member shall have the fullest right, power and authority to manage, direct and control all of the business and affairs of the Company and to transact business of its behalf.
General Management. Manager shall have authority and responsibility to manage, conduct and administer the day-to-day administrative and non-professional operations of the Medical Group’s Practice and shall perform those functions pursuant to the terms of this Agreement and consistent with applicable laws, rules and regulations. Nothing in this Agreement shall be construed as permitting the Manager to engage in the practice of medicine, and Medical Group shall have sole and exclusive authority over the professional operations of the Licensed Premises. The duties of Manager shall include, but not be limited to:
General Management. Subject to the foregoing, Manager is hereby given general authority to supervise and manage the day-to-day operation of the Community and to perform the specific duties hereinafter set out.
General Management. In the discharge of its general duty to manage the successful performance of the Services, Vendor shall:
3.3.1.1. within thirty (30) calendar days of the Effective Date, identify to Citizens the primary and secondary management contacts responsible for the oversight and management of Services for Citizens;
3.3.1.2. ensure Vendor Staff tasked with management and oversight of the Services are available promptly to perform Services during Business Hours;
3.1.1.1 ensure that no Vendor Staff carries a weapon on their person while performing Services;
3.1.1.2 ensure that no Vendor Staff uses impairing drugs, chemicals, or alcohol while performing Services;
3.1.1.3 ensure that Vendor Staff avoid using their duties and obligations under this Agreement to engage in any conduct that could create either an actual or perceived conflict of interest, such as due to an ongoing business relationship with an entity other than Citizens that would enable Vendor Staff to receive an improper benefit or unfair competitive advantage;
3.1.1.4 ensure that the Services comply with the Best Claims Practices & Estimating Guidelines as applicable and any other policies or processes set forth by Citizens, including but not limited to:
a. monitoring file production on a weekly basis to determine compliance with Citizens’ production requirements; and,
b. providing detailed reports to Citizens related to Vendor performance upon request.
General Management a. The business and affairs of the Company shall be managed by or under the direction of one or more Managers, who need not be Members of the Company. The initial Managers shall be Xxxxx X. XxXxxxxxx, Xxxxx X. Xxxxxxx, and Xxxxx X. Xxxx, who shall each shall remain as a Manager until such Manager’s death, bankruptcy, incompetence, resignation or removal by a unanimous vote of the Members. In the event of such death, bankruptcy, incompetence, resignation or removal, a successor Manager or Managers shall be elected upon such event, and annually thereafter, by Members holding a majority of the Units. Notwithstanding the foregoing, if a Manager is in material breach of his obligations and does not cure, or commence and diligently prosecute the cure of, such breach within ninety (90) days after notice thereof by any of the Members, or if such Manager has committed any act or omission of fraud or malfeasance to the injury of the Company, then such Manager shall be removed upon agreement of Members holding a majority of the Units.
b. The Managers shall direct, manage and control the business of the Company and, subject to the limitations and qualifications set forth in this Article 8, shall have full and complete authority, power and discretion to make any and all decisions and to do any and all things which the Managers shall deem to be reasonably required in light of the Company’s business and objectives. Without limiting the generality of the foregoing, any Managers shall have the power and authority to:
i. acquire property from any Person as the Managers may determine. The fact that a Member is directly or indirectly an Affiliate of such Person shall not prohibit the Managers from dealing with that Person;
ii. establish policies for investment and invest Company funds (by way of example but not limitation, in time deposits, short term governmental obligations, commercial paper or other investments);
iii. make distributions to Members pursuant to Article 6 hereof;
iv. employ accountants, legal counsel, managers, managing agents or other experts or consultants to perform services for the Company with compensation from Company funds;
v. enter into any transaction on behalf of the Company involving the incurrence of any indebtedness or the hypothecation, encumbrance, or granting of a security interest or lien upon any Company Property;
vi. purchase liability and other insurance to protect the Company’s Property and business;
vii. organize Entities to serve as the...
General Management. (a) The business and affairs of the Company shall be managed under the direction of a board of managers (the “Board”). The members of the Board shall be “managers” within the meaning of the Act (it being understood, however, that no Board member shall have the power or authority to bind the Company except as provided in this Agreement and the Securityholders Agreement). Subject to Section 9.2, the Securityholders Agreement and the Board’s right to appoint officers, Managing Persons and other agents of the Company (including an operations manager designated under the Management Services Agreement), the Board shall have full, exclusive and complete discretion to manage and control the business and affairs of the Company, to make all decisions affecting the business and affairs of the Company and to take all such actions as it deems necessary or appropriate to accomplish the purposes of the Company as set forth herein.
(b) The Board shall nominate from time to time a Manager Representative. Such Manager Representative shall be listed as the sole Manager on public documents, such as the Articles of Organization and Annual List of the Secretary of State of Nevada, and shall be authorized to sign as the Manager of the Company in these ministerial instances. The Manager Representative shall have no other power or authority, except as delegated to him or her by the Board. The initial Manager Representative shall be Xxxxxxx X. Cloobeck.
(c) Some or all of the day-to-day business and affairs of the Company may be managed by or under the direction of one or more Entities, who need not be Members of the Company, as determined by the Board pursuant to a management services agreement to be executed between the Company and such other Entity in accordance with the provisions of the Securityholders Agreement.
(d) The Board shall direct, manage and control the business of the Company and, subject to the limitations and qualifications set forth in this Agreement (including Section 11) and the Securityholders Agreement, shall have full and complete authority, power and discretion to make any and all decisions and to do any and all things which the Board shall deem to be reasonably required in light of the Company’s business and objectives. Without limiting the generality of the foregoing, the Board shall have power and authority (subject to the restrictions set forth in the Securityholders Agreement) to:
(i) acquire property from any Person as the Board may determine;
(ii) es...
