Key Decisions. Whilst this agreement places accountabilities on the Trust for the delivery and development of ASC Services, the Trust may not act unilaterally to make or enact decisions if they meet the criteria of a ‘key decision’ as described in the standing orders of the Council or are included in a list of ‘Reserved Items’ shared between the parties as part of the agreement. This requirement reiterates section 22.3 of the Partnership Agreement under which services were originally transferred from the Council to Torbay Care Trust. Key decisions must be made by the Council in accordance with its constitution. In Schedule 8 of the Partnership Agreement a key decision is defined as a decision in relation to the exercise of council functions, which is likely to: Result in incurring additional expenditure or making of savings which are more than £250,000; Result in an existing service being reduced by more than 10% or may cease altogether; Affect a service which is currently provided in-house which may be outsourced or vice versa and other criteria stated within schedule 8 of the Partnership Agreement. In addition when determining what constitutes a key decision consideration should be given to the possible level of public interest in the decision. The higher the level of interest the more appropriate it is that the decision should be considered to be a ‘key decision’.
Key Decisions. Whilst this agreement places accountabilities on the Trust for the delivery and development of Adult Social Care Services, the Trust may not act unilaterally to make or enact decisions if they meet the criteria of a ‘key decision’ as described in the standing orders of the Council. This requirement reiterates section 22.3 of the Partnership Agreement under which services were originally transferred from the Council to Torbay Care Trust. Key decisions are made by Torbay Council in accordance with its constitution. In Schedule 8 of the Partnership Agreement a key decision is defined as a decision in relation to the exercise of Council functions, which is likely to: result in incurring additional expenditure or making of savings which are more than £250,000 result in an existing service being reduced by more than 10% or may cease altogether affect a service which is currently provided in-house which may be outsourced or vice versa and other criteria stated within schedule 8 of the Partnership Agreement. When agreeing what constitutes a key decision, consideration should be given to the level of public interest in the decision. The higher the level of interest the more appropriate it is that the decision should be considered to be a ‘key decision’.
Key Decisions. 3.1 Save as provided herein, the Company shall not, and each of the Shareholders hereby agrees and undertakes that it shall use its reasonable endeavors to procure that the Company shall not, without the prior unanimous approval of the Board:
Key Decisions. From and after the Closing Date, (A) the Company shall take no action (including any action by the Board or by any officer of the Company) and (B) the Shareholders shall take no action in their capacity as Shareholders (including voting any of their Shares) with respect to any of the following matters (and, to the full extent within the power of the Company, the Company shall cause the Subsidiaries of the Company not to take any action with respect to any of the following matters), (x) without such first action being submitted to a duly-convened meeting of the Board held in accordance with Section 3.3 and (y) if at any such meeting any of the Directors votes against such action (each of the following matters a “Key Decision”):
Key Decisions. (a) In Stage One, the Parties will discuss all material decisions affecting the operations, expenditures and commitments of the JV SERVICE / newco, and PROMIS, BCNI or its designates shall not make any key decisions concerning such operations, expenditures and commitments without the prior written consent of PROMIS and BCNI.
Key Decisions. The following executive decisions will be key decisions:-
Key Decisions. 2.1 Notwithstanding any other provision of this Agreement, the Manager shall be required to seek the Consent of the Company for any of the following decisions (“the Key Decisions”):
Key Decisions. To the extent permitted by law, other than described herein, the parties agree that all decisions involving $10,000 or greater other than the purchase of inventory in the ordinary course of business must be approved by Xxxxx, Xxxxxx and Xxxx. Such approval shall not be unreasonably withheld. Xxxxx, therefore, will maintain total control of the company through this process and the other agreements as contained herein.
Key Decisions. Notwithstanding the foregoing, the Company shall not take, and shall not cause or permit any of its subsidiaries to take, any of the following actions without first obtaining Board approval by the affirmative of at least a majority of the total number of Directors then in office (or by unanimous written consent of all Directors then in office):
Key Decisions. (i) A "key decision" means an Executive decision which, is likely -
