GOVERNANCE AND ORGANIZATIONAL MANAGEMENT Sample Clauses

GOVERNANCE AND ORGANIZATIONAL MANAGEMENT. The School has been formed consistent with EC Section 47601 and/or EC Section 47604 (a), and is operated by Nonprofit, a California nonprofit public benefit corporation. The School will use all revenue received from the state and federal sources only for the educational services specified in the Charter and this MOU for the benefit of the students enrolled in and attending the School and no other entity. Other sources of funding must be used in accordance with applicable state and federal statutes, and the terms or conditions, if any, of any grant or donation.
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GOVERNANCE AND ORGANIZATIONAL MANAGEMENT. The School will be operated Long Valley Charter School, which is a California non- profit public benefit corporation pursuant to California law. The School is a separate legal entity and neither the SBE nor the CDE is liable for the debts and obligations of the School, or for claims arising from the performance of acts, errors, or omissions by the School. The SBE reserves the right to appoint a voting member the Long Valley Charter School governing board to represent its interests in accordance with EC Section 47604. The School will use all revenue received from state and federal sources only for the educational services specified in the charter and this MOU for the students enrolled and attending the School. Other funding sources must be used in accordance with applicable federal and state laws and regulations and the terms or conditions of any grant or donation received.
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GOVERNANCE AND ORGANIZATIONAL MANAGEMENT. The School will be operated by The New School of San Francisco Board of Directors “Governing Board.” The School is a separate legal entity and neither the SBE nor the CDE is liable for the debts and obligations of the School, or for claims arising from the performance of acts, errors, or omissions by the School. The SBE reserves the right to appoint a voting member to the Governing Board to represent its interests in accordance with EC Section 47604. The School will use all revenue received from state and federal sources only for the educational services specified in the charter and this MOU for the pupils enrolled and attending the School. Funding must be used in accordance with applicable federal and state laws and regulations and the terms or conditions of any grant or donation received. The School will have a phone number, physical site address, all applicable addresses, and e-mail address posted on the School’s Web site and will update the posting immediately whenever the information changes. The School will provide the CDE with the phone numbers, physical site addresses, all applicable addresses, and e-mail addresses for the School’s administrative contacts and ensure that this information is kept current. The School will provide the CDE with immediate written notice of any personnel changes in the School’s directors, officers, and/or administrators. At all times that it is operational, the School will have the following information posted on the School’s Web site and will update the information within 30 days of any changes:  Articles of Incorporation  Bylaws approved by the governing board, roster, biographies, and contact information of current governing board members  The annual calendar of governing board meetings, including a description of how parents and community members will be notified of the meetings, will be posted on the Internet Governing Board Responsibilities Governing Board Meetings‌ The Governing Board agrees to conduct public meetings to ensure that the governing board approves and implements effective policies and procedures for the School. The School agrees that all meetings will be conducted and agendas posted in accordance with the Xxxxx X. Xxxxx Act requirements pursuant to (California Government Code [GC] sections 54950–54962). All meeting agendas will be posted on the School’s Web site no less than 72 hours prior to each meeting, unless the meeting is called pursuant to GC Section 54956 or 54956.5. All policies, policy c...
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GOVERNANCE AND ORGANIZATIONAL MANAGEMENT. The School has been formed consistent with EC Section 47601 and/or EC Section 47604 (a), and is operated by Nonprofit, a California nonprofit public benefit corporation. The School is a separate legal entity from RCBE, and neither the RCBE nor RCOE are liable for the debts and obligations of School. RCBE reserves the right to appoint a voting member to the board of directors of School in accordance with EC Section 47604 (b). The School will use all revenue received from the state and federal sources only for the educational services specified in the Charter and this MOU for the benefit of the students enrolled in and attending the School and no other entity. Other sources of funding must be used in accordance with applicable state and federal statutes, and the terms or conditions, if any, of any grant or donation.
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GOVERNANCE AND ORGANIZATIONAL MANAGEMENT. The School will be operated by Eagle Collegiate Academy, a nonprofit benefit corporation, and its Board of Directors (“Governing Board”). The School is a separate legal entity and neither the SBE nor the CDE is liable for the debts and obligations of the School, or for claims arising from the performance of acts, errors, or omissions by the School. The SBE reserves the right to appoint a voting member to the Governing Board in accordance with EC 47604(c). General purpose entitlement funding will be used for any public-school purpose determined by the governing body of the charter school pursuant to EC 47633(c). The School will use all revenue received from state and federal sources only for the educational services specified in the charter and this MOU for the pupils enrolled and attending the School. Funding must be used in accordance with applicable federal and state laws and regulations and the terms or conditions of any grant or donation received. The School will have a phone number, physical site address, including all resource centers, all applicable addresses, and email addresses posted on the School’s website and will update the posting immediately whenever the information changes. The School will provide the CDE with the phone numbers, physical site addresses, including all resources centers, all applicable addresses, and email addresses for the School’s administrative contacts and ensure that this information is kept current. The School will provide the CDE with immediate written notice of any personnel changes in the School’s directors, officers, and/or administrators. At all times that it is operational, the School will have the following information posted on the School’s website and will update the information within 30 days of any changes: • Articles of Incorporation • Bylaws approved by the governing board, roster, biographies, and contact information of current governing board members • The annual calendar of governing board meetings, including a description of how parents and community members will be notified of the meetings, will be posted on the internet Governing Board Responsibilities‌
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GOVERNANCE AND ORGANIZATIONAL MANAGEMENT 
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Related to GOVERNANCE AND ORGANIZATIONAL MANAGEMENT

  • Technical and Organizational Measures The following sections define SAP’s current technical and organizational measures. SAP may change these at any time without notice so long as it maintains a comparable or better level of security. Individual measures may be replaced by new measures that serve the same purpose without diminishing the security level protecting Personal Data.

  • 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.

  • Incorporation and Organization The Corporation has been incorporated or formed, as the case may be, is organized and is a valid and subsisting corporation or partnership, as the case may be, under the laws of its jurisdiction of existence and has all requisite corporate power and capacity to carry on its business as now conducted or proposed to be conducted and to own or lease and operate the property and assets thereof.

  • Governance and Anticorruption The Borrower, the Project Executing Agency, and the implementing agencies shall (a) comply with ADB’s Anticorruption Policy (1998, as amended to date) and acknowledge that ADB reserves the right to investigate directly, or through its agents, any alleged corrupt, fraudulent, collusive or coercive practice relating to the Project; and

  • Corporate Governance Matters (a) Holdco and Sorin shall take all actions within their power as may be necessary to cause (i) for a period beginning as of the Cyberonics Merger Effective Time and ending on the date of the first annual meeting of the members of Holdco following the completion of the second full fiscal year of Holdco (such period, the “Initial Period”) the number of directors constituting the Holdco board of directors as of the Effective Times to be nine (9) and (ii) the Holdco board of directors during the Initial Period to be composed as follows: (A) four (4) individuals designated by Cyberonics prior to the Closing Date (each, a “Cyberonics Designee”), (B) four individuals designated by Sorin prior to the Closing Date (each, a “Sorin Designee”) and (C) one (1) director mutually agreed to by Sorin and Cyberonics, who shall meet the independence standards of the NASDAQ applicable to non-controlled domestic U.S. issuers. (b) Sorin and Holdco shall take all corporate actions as may be necessary to cause, effective as of the Sorin Merger Effective Time and Cyberonics Merger Effective Time, as the case may be: (i) the Chief Executive Officer of Sorin as of immediately prior to the Sorin Merger Effective Time to serve as the Chief Executive Officer of the Sorin Merger Surviving Company immediately following the Sorin Merger Effective Time until the end of the Initial Period, (ii) the Chief Executive Officer of Cyberonics as of immediately prior to the Cyberonics Merger Effective Time to serve as the Chairman of the Holdco board of directors for the Initial Period, (iii) a Cyberonics Designee to serve as the Chairman of the audit and compensation committees of the Holdco board of directors for the Initial Period, (iv) each committee of the Holdco board of directors to have at least three (3) members and (v) a Sorin Designee to serve as a member of each committee of the Holdco board of directors during the Initial Period. (c) For as long as the Holdco Shares are listed on the NASDAQ, Holdco shall comply with all NASDAQ corporate governance standards set forth in Rule 5600 of the NASDAQ Stock Market Rules applicable to non-controlled domestic U.S. issuers, regardless of whether Holdco is a foreign private issuer. For as long as the Holdco Shares are listed on the LSE, Holdco shall comply with all Listing Rules and any other Laws applicable to it. (d) Prior to the Closing Date, Sorin and Holdco shall procure the passing of resolutions of the shareholders of Holdco providing for the reregistration of Holdco as a public limited company. (e) Subject to applicable Law, Sorin and Cyberonics shall take all requisite action to cause the organizational documents of those entities that will be Subsidiaries of Holdco to be substantially in such form as agreed by Cyberonics and Sorin, effective as of the Cyberonics Merger Effective Time. (f) As promptly as practicable after the Effective Times, the Sorin Merger Surviving Company shall take all requisite action to cause the composition of the board of directors or other governing body of each of the Subsidiaries of the Sorin Merger Surviving Company to reflect representation by directors designated by Cyberonics immediately prior to the Effective Times, on the one hand, and directors designated by Sorin immediately prior to the Effective Times, on the other hand, that is proportionate to the relative representation of directors designated by such party on the Holdco board of directors as of the Effective Times as provided in Section 5.18(a), unless otherwise mutually agreed by Sorin and Cyberonics. (g) The Cyberonics Designees, the Sorin Designees and each of their respective successors on the Holdco board of directors during the first three (3) years following the Effective Times are express third-party beneficiaries of Sections 5.18(a) and 5.18(b).

  • IRO Independence and Objectivity The IRO must perform the Claims Review in a professionally independent and objective fashion, as defined in the most recent Government Auditing Standards issued by the U.S. Government Accountability Office.

  • Organization of the Company The Company is a corporation duly organized and validly existing and in good standing under the laws of the State of Nevada.

  • Due Incorporation and Organization The Adviser is duly organized and is in good standing under the laws of the State of Connecticut and is fully authorized to enter into this Agreement and carry out its duties and obligations hereunder.

  • Corporate Organization, Etc The Purchaser is a corporation duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation with full corporate power and authority to carry on its business as it is now being conducted and to own, operate and lease its properties and assets. The Purchaser is duly qualified or licensed to do business and is in corporate and tax good standing in every jurisdiction in which the conduct of its business, the ownership or lease of its properties, or the execution of, and performance of the transactions contemplated by, this Agreement, require it to be so qualified or licensed.

  • Change Management BellSouth provides a collaborative process for change management of the electronic interfaces through the Change Control Process (CCP). Guidelines for this process are set forth in the CCP document as amended from time to time during this Agreement. The CCP document may be accessed via the Internet at xxxx://xxx.xxxxxxxxxxxxxxx.xxxxxxxxx.xxx.

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