Reasonable Efforts/Cooperation Each of the Parties hereto will use its commercially reasonable efforts to promptly take, or cause to be taken, all actions and to do, or cause to be done, all things necessary, proper or advisable under applicable Laws and regulations to consummate the transactions contemplated by this Agreement, including adopting plans or plan amendments. Each of the Parties hereto shall cooperate fully on any issue relating to the transactions contemplated by this Agreement for which the other Party seeks a determination letter or private letter ruling from the IRS, an advisory opinion from the DOL or any other filing, consent or approval with respect to or by a Governmental Authority.
Vlastnictví Zdravotnické zařízení si ponechá a bude uchovávat Zdravotní záznamy. Zdravotnické zařízení a Zkoušející převedou na Zadavatele veškerá svá práva, nároky a tituly, včetně práv duševního vlastnictví k Důvěrným informacím (ve smyslu níže uvedeném) a k jakýmkoli jiným Studijním datům a údajům.
Account Management 15.1 The Contractor is required to provide a dedicated Strategic Account Manager who will be the main point of contact for the Authority. The Strategic Account Manager will: Attend quarterly, or as otherwise agreed, review meetings with the Authority, in person at the Authority’s premises or other locations as determined by the Authority Attend regular catch-up meetings with the Authority, in person or by telephone/videoconference Resolve any on-going operational issues which have not been resolved by the Contractor or Account Manager(s) and therefore require escalation Ensure that the costs involved in delivering the Framework are as low as possible, whilst always meeting the required standards of service and quality. 15.2 The Contractor is also required to provide a dedicated Account Manager for every Framework Public Body using the Framework, if required by the Framework Public Body. The service to be provided will be agreed with each Framework Public Body and may include: regular review meetings, which may be in person at the Framework Public Bodies’ premises, by video-conference, webinar or telephone Regular catch-up meetings/telephone calls to discuss current and on-going issues Work with the Framework Public Bodies Contract Manager to resolve any on-going operational issues Work with the Framework Public Body ’s Contract Manager to pro-actively introduce initiatives to: Create efficiencies in processes Improve the environmental performance of the contract. 15.3 It is expected that end users will contact the Contractor in the first instance to resolve any operational issues. The Account Manager will act as a point of escalation to be contacted either by end users or by the Framework Public Body’s Contract Manager should there be issues that the Contractor needs to resolve. 15.4 Further details of the roles and responsibilities of the Contractor, Authority and Framework Public Bodies are provided in Schedule 4 – Management Arrangements
Elements Unsatisfactory Needs Improvement Proficient Exemplary IV-A-1. Reflective Practice Demonstrates limited reflection on practice and/or use of insights gained to improve practice. May reflect on the effectiveness of lessons/ units and interactions with students but not with colleagues and/or rarely uses insights to improve practice. Regularly reflects on the effectiveness of lessons, units, and interactions with students, both individually and with colleagues, and uses insights gained to improve practice and student learning. Regularly reflects on the effectiveness of lessons, units, and interactions with students, both individually and with colleagues; and uses and shares with colleagues, insights gained to improve practice and student learning. Is able to model this element.
Cooperation Prior to the Distribution (a) PNX and Spinco shall prepare, and PNX shall mail to the holders of PNX Common Stock, the Information Statement, which shall set forth appropriate disclosure concerning Spinco, the Distribution and any other appropriate matters. PNX and Spinco shall also prepare, and Spinco shall file with the Commission, the Form 10, which shall include the Information Statement. PNX and Spinco shall use commercially reasonable efforts to cause the Form 10 to become effective under the Exchange Act. (b) PNX shall, as the sole shareholder of Spinco, approve and adopt the Spinco employee benefit plans contemplated by the Employee Matters Agreement and PNX and Spinco shall cooperate in preparing, filing with the Commission under the Securities Act and causing to become effective not later than the Distribution Date any registration statements or amendments thereto that are appropriate to reflect the establishment of or amendments to any employee benefit plan of Spinco contemplated by the Employee Matters Agreement, including without limitation, a Form S-8 with respect thereto. (c) PNX and Spinco shall take all such action as may be necessary or appropriate under the securities or blue sky laws of states or other political subdivisions of the United States in connection with the transactions contemplated by this Agreement or any Ancillary Agreement. (d) Spinco shall prepare, file, and use all reasonable efforts to cause to be approved prior to the Record Date, the application to permit listing of the Spinco Common Stock on NASDAQ.
Checkoff A. In conformity with Section 2 of the Act, 39 U.S.C. 1205, without cost to the Union, the Employer shall deduct and remit to the Union the regular and periodic Union dues from the pay of employees who are members of the Union, provided that the Employer has received a written assignment which shall be irrevo- cable for a period of not more than one year, from each employee on whose account such deductions are to be made. The Employer agrees to remit to the Union all deductions to which it is entitled fourteen (14) days after the end of the pay period for which such deductions are made. Deductions shall be in such amounts as are designated to the Employer in writing by the Union. B. The authorization of such deductions shall be in the fol- lowing form: I hereby assign to the National Association of Letter Carriers, AFL- CIO, from any salary or wages earned or to be earned by me as your employee (in my present or any future employment by you) such regular and peri- odic membership dues as the Union may certify as due and owing from me, as may be established from time to time by said Union. I authorize and direct you to deduct such amounts from my pay and to remit same to said Union at such times and in such manner as may be agreed upon between you and the Union at any time while this authori- zation is in effect, which includes a $8.00 yearly subscrip- tion to the Postal Record as part of the membership dues. Notice: Contributions or gifts to the National Association of Letter Carriers, AFL-CIO are not tax deductible as charitable contributions for Federal income tax purposes. However, they may be tax deductible under other provi- sions of the Internal Revenue Code. This assignment, authorization and direction shall be irrevocable for a period of one (1) year from the date of delivery hereof to you, and I agree and direct that this assignment, authorization and direction shall be automatically renewed, and shall be irrevocable for suc- cessive periods of one (1) year, unless written notice is given by me to you and the Union not more than twenty
All Reasonable Efforts Subject to the terms and conditions of this Agreement and to the fiduciary duties and obligations of the boards of directors of the parties hereto to their respective shareholders, as advised by their counsel, each of the parties to this Agreement shall use all reasonable efforts to take, or cause to be taken, all action and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulations, or to remove any injunctions or other impediments or delays, legal or otherwise, as soon as reasonable practicable, to consummate the Merger and the other transactions contemplated by this Agreement.
Account Manager A designated Account Manager for the Centralized Contract shall be provided. The Account Manager is responsible for the overall relationship with the State during the course of the Contract and shall act as the central point of contact. A designated Billing Contact for the Centralized Contract shall be provided. The Billing Contact will become the single point of contact between the Contractor and the Authorized User for matters related to invoicing, billing and payment. A designated Emergency Contact for the Centralized Contract shall be provided. The Emergency Contact will be available 24 hours a day, 365 days per year for emergency procurements.
Bus Drivers The provisions of this Article apply to school term bus drivers except as hereinafter modified. Bus Drivers are guaranteed a base of one thousand and ninety (1090) hours per school year. Guarantee consists of 1090 hours divided by possible working days in a school year times actual number of days worked. This excludes Saturday and Sunday and General Holiday trips. (a) Regular shift is defined as the conveyance of passengers to school in the morning and home in the afternoon. (b) Extra shift is defined as the conveyance of passengers for extra-curricular activities. (c) Shifts shall be paid at a minimum of two (2) hours and drivers' time will be uninterrupted if less than one-half (½) hour remains between shifts. (i) Drivers are entitled to one 15 minute rest period after two (2) hours of work and a second rest period after six (6) hours of work. Paid waiting times of 15 minutes or more will be construed as a paid rest period regardless of the length of time spent waiting. (d) All work after nineteen hundred (1900) hours on those days on which the regular shift has been worked shall be deemed to be overtime. After twelve (12) hours from the start of the regular shift, work will be deemed as overtime. (e) Hours of work consisting of regular and extra shifts and overtime are shared as equally as possible amongst drivers. Each driver has the opportunity to choose a percentage of the work available beyond one’s guaranteed hours, although the decision of the Employer will prevail. If no drivers are available, other transportation department staff may share the work. (f) Where School District transportation is used for extra-curricular trips on Saturdays and Sundays, the following applies instead of the overtime rates in Article 10.2: (i) Time and one-half (1 ½) regular rate for driving to and from destination. (ii) Upon arrival at destination, waiting time shall be paid at the regular rate of pay. (iii) No shift will be paid less than four (4) hours. (iv) Trips that are cancelled where the driver positions into departure point/school shall be paid at two (2) hours at one and one half (1 ½) times the regular rate. (v) All work carried out in this sub paragraph 9.5(f) shall be on a volunteer basis and shared as equally as possible. All Transportation employees may participate and shall be paid at the Bus Driver rate of pay. (vi) An exception to 9.5 (f) (i) to (iv) above will apply to bus driving on ski trips. Bus drivers who drive on ski trips shall share those hours only with other registered ski trip drivers. (g) Work carried out on General Holidays shall be paid in accordance with the current contract rates. (h) At the end of each school year a review of school bus drivers’ hours of work will be made to ensure minimum guarantee is met. Any shortages will be paid out.
Program Management 1.1.01 Implement and operate an Immunization Program as a Responsible Entity 1.1.02 Identify at least one individual to act as the program contact in the following areas: 1. Immunization Program Manager;
