Management and Management Committee Sample Clauses

Management and Management Committee. 5.1.1. The business and affairs of the Company shall be managed under the direction and control of a management committee (the “Management Committee”), which shall consist of three (3) individuals, who are called Managers (each a “Manager,” and collectively, the “Managers”). Managers need not be Members. The Management Committee initially shall consist of two (2) individuals nominated by Trxade Health, namely Sxxxx Xxxxxxxx and Pxxxxxxx Xxxxx and (1) individual nominated by Exchange Health, namely Hxxxxxxx Xxxxxx. If Trxade Health or Exchange Health holds less than a twenty-five percent (25%) Percentage under Exhibit A, as amended, such Member shall forfeit the right to exclusively nominate a Manager to the Management Committee as described in the preceding sentence, and in such event, the right to appoint and/or remove said Manager to the Management Committee shall be vested those Member(s) holding greater than 50% of the Interests by majority vote thereof. Except as otherwise agreed by the Members, the members of the Management Committee shall serve without compensation from the Company. 5.1.2. All powers of the Company shall be exercised by or under the authority of the Management Committee. Decisions of the Management Committee within its scope of authority shall be binding upon the Company and each Member. 5.1.3. Meetings of the Management Committee shall be held at the principal place of business of the Company or at any other place that the Management Committee may determine. In the alternative, meetings may be held by conference telephone, provided that each member of the Management Committee can hear the others. The presence of at least two (2) of the Members of the Management Committee shall constitute a quorum for the transaction of business. Meetings shall be held once each month, or otherwise in accordance with a schedule established by the Management Committee. In addition, any member of the Management Committee may convene a meeting thereof by phone, upon at least four (4) business days’ prior written notice to the other members. The Management Committee also may make decisions, without holding a meeting, by written consent of a majority of the members of the Management Committee. Minutes of each meeting and a record of each decision shall be kept by the designee of the Management Committee and shall be given to the Members promptly after the meeting. 5.1.4. Decisions of the Management Committee shall require the approval of at least two (2)...

Management and Management Committee. 6.1.1 The business and affairs of the Company shall be managed under the direction and control of a Management Committee which shall consist of five (5) individuals who need not be Members. The Management Committee shall consist of three (3) representatives appointed by Artery (the “Artery Representatives”) and two (2) representatives appointed by Beazer (the “Beazer Representatives”). The initial Artery Representatives shall be X. Xxxxx XxXxxxx, Xxxxx X. Price, and Xxxx IL Xxxxxxxx. The initial Beazer Representatives shall be Xxxxxxx X. Xxxxxxx and Xxxxx Xxxxxxxx. Such individuals shall continue as members of the Management Committee until they resign or are replaced as provided below, In the event any of the Artery Representatives resign from the Management Committee or Artery desires at any time to replace any of the Artery Representatives, Artery shall have the sole and absolute power to appoint a successor or replacement for such individual. In the event any of the Beazer Representatives resign from the Management Committee or Beazer desires at any time to replace any of the Beazer Representatives, Beazer shall have the sole and absolute Power to appoint a successor or replacement for such individual.

Management and Management Committee. Each Partner shall have a voice in the management and conduct of the Partnership business. Any differences arising among the Partners as to ordinary matters connected with the Partnership business shall be decided by a majority in interest of the Partners as determined by the percentage ownership interests designated on the signature page of these Articles or such percentages as the same may be altered in accordance with paragraph 2.04. No act in contravention of these Articles, however, may be legally done without the consent in writing of all the Partners. Notwithstanding the above, the Partnership may from time to time, as a matter of convenience, employ a property management firm to control and be responsible for the day-to-day operations of the Partnership. A majority in interest of the partners shall select the property management firm. The duties and responsibilities of said property management firm and its reimbursement rate for these services shall be identified in a separate agreement. All matters not consistent with the day-to-day operations shall be decided by the vote of the Partners holding at least two-thirds (2/3) of the ownership interest in the Partnership. Should any Partner insist in writing that a matter involves decisions not in the ordinary day-to-day operation of the business, the resolution of that decision shall be made by the Partners holding at least two-thirds (2/3) of the ownership interest in the Partnership.

Management and Management Committee. (a) Except for situations in which the approval of the Members is required by this Agreement or by nonwaivable provisions of the Act, and subject to the provisions of subsection (b) below, the powers of the Company shall be exercised by or under the authority of, and the business and affairs of the Company shall be managed under the direction of, Managers acting by and through a Management Committee (as defined below). The Management Committee as hereinafter defined, pursuant to a majority vote of its Managers, shall manage, control, administer and operate, and make all decisions relating to, the business and affairs of the Company and exercise all power conferred upon the Company in the Act, except such as are by law, by the Articles or by this Agreement conferred upon or reserved to the Members. The Management Committee pursuant to a majority vote of its Managers shall have the right to delegate to the officers of the Company, if any, authority to exercise any power, duty or responsibility of the Management Committee not specifically reserved to the Management Committee or the Members under this Agreement. The day-to-day operations and management of the Company shall be by or under the authority of the Chairman of the Management Committee as hereinafter designated. (b) Notwithstanding any other provision of this Agreement to the contrary, the following actions may be undertaken only upon the affirmative vote of all the Managers: (i) Admit a new or Substitute Member; (ii) Make investments in Growth Capital for the Business; (iii) Amend or restate the Articles of Organization or this Agreement; (iv) Except in connection with the Asset Purchase Agreement or any instrument, document or agreement executed therewith, or contemplated thereby, enter into, amend or terminate, any agreement between the Company and any Member of the Company, other than on terms of an Arm's-Length Transaction basis; (v) Guarantee any loans to a third party; (vi) Sell, lease, exchange or otherwise dispose of substantially all of the property and assets, with or without the goodwill, of the Company other than in connection with the dissolution of the Company pursuant to Section 14 hereof and other than ---------- inventory in the ordinary course of business; (vii) Invest in, acquire, merge with or form a legally binding affiliation or association with another entity or be a party to a merger, consolidation, exchange or acquisition; (viii) Change the nature of the Company's business or...

Management and Management Committee. (i) The Management Committee shall consist of three (3) individuals, each of whom shall be an Affiliate of a Member or a senior employee of a Member. SWC shall appoint one Person to serve on the Management Committee (the "SWC Manager") and Inland shall appoint two Persons (collectively, the "Inland Managers", and individually, each, an "Inland Manager"); Xxxx Xxxxxxx may be an Inland Manager notwithstanding his employment by Company. The members of the Committee are referred to herein as the "Managers". Each Manager shall serve on the Management Committee until replaced by the Member appointing such Manager or removed pursuant to Section 8.2(b). The Management Committee initially shall consist of the following persons: Xxxxxxx Xxxxxxx (SWC Manager), Xxxx XxXxxxxx (Inland Senior Manager), and Xxxx Xxxxxxx (Inland Manager). Each Member shall also designate an alternate Person(s) to act for it if its appointed Manager is unavailable. Any written act, approval, consent, or vote of a Manager or alternate(s) so designated shall be deemed to be the act, approval, consent, or vote of the Member which designated such Manager and alternate(s) and neither the Company, Manager, nor any Member shall be required to inquire into the authority of such Manager or alternate(s) as to such written act, approval, consent, or vote on behalf of the Member which designated such Manager and alternate(s). Any such Manager or alternate(s) may be replaced by a successor Manager or alternate(s) by written notice delivered to the Management Committee and to the other Member. Any such notice from Inland shall identify whether the successor Manager

Related to Management and Management Committee

Union/Management Committee There shall be a union/management committee comprised of four (4) employee representatives appointed by the Union and four (4) employer representatives. The Committee's purpose is to provide and promote effective and meaningful communication of information and ideas and to make joint recommendations on matters of concern. Matters that are properly the subject of an individual grievance will not be discussed at this committee. The Committee will meet quarterly, unless agreed otherwise, at a time and place mutually agreed to provided there is business for their joint consideration. The parties will exchange agenda items at least one (1) week prior to the meeting. The parties further agree the Committee may meet at any time its members mutually agree a meeting should be held. The duties of the Chairperson will be shared by the parties. Copies of the minutes shall be provided to Committee members. The employer agrees to pay for time spent during regular working hours for representatives of the union attending such meetings. The parties may utilize video or teleconferencing services for the purposes of committee members attending committee meetings, where appropriate and available. Neither party can unreasonably deny an initiative to utilize video or teleconferencing services.
Management Committee 6.1 There shall be constituted a committee to be called the Management Committee with functions as stated herein below. 6.2 Government shall nominate two (2) members representing Government in the Management Committee, whereas each Company constituting the Contractor shall nominate one (1) member each to represent Company in the Management Committee provided that in case the Contractor constitutes only one Company, that Company shall have two (2) members. The Parties shall nominate the members to the Management Committee within thirty (30) days of the Effective Date. 6.3 Each Party may nominate alternate members with full authority to act in the absence and on behalf of the members nominated under Article 6.2 and may, at any time, nominate another member or alternate member to replace any member nominated earlier by notice to other members of the Management Committee. 6.4 One representative of the Government shall be designated as the Chairman of the Management Committee and the second representative of the Government shall be designated as the Deputy Chairman. The member of the Operator, or the member designated by the Operator where Operator has two (2) members in the Management Committee shall be designated as the Secretary of the Committee. 6.5 Operator on behalf of the Contractor with the approval of Operating Committee, if constituted under the Article 7.4, or in case of a single Party constituting the Contractor, then that Party shall submit following matters to the Management Committee for review and it shall have advisory functions: (a) the annual Work Programmes and Budgets in respect of Exploration Operations and any revisions or modifications thereto; (b) annual work progress and costs incurred thereon; (c) proposals for surrender or relinquishment of any part of the Contract Area by the Contractor; (d) proposals for an Appraisal Programme or revisions or additions thereto and the declaration of a Discovery as a Commercial Discovery; (e) any other matter required by the terms of this Contract to be submitted to it for review or advice; and (f) any other matter which the Contractor decides to submit for review or advice including matters concerning inter-Party relationships. 6.6 The following matters shall be submitted by Operator on behalf of the Contractor with the approval of Operating Committee, if constituted under the Article 7.4, or in case of single Party constituting the Contractor, then by that Party to the Management Committee for approval: (a) Annual Work Programmes and Budgets in respect of Development Operations and Production Operations and any modifications or revisions thereto; (b) proposals for the approval of development plans as may be required under this Contract, or modifications or revisions to a Development Plan; (c) determination of a Development Area; (d) appointment of auditors along with scope of audit, approval and adoption of audited report submitted under Article 25.4.3; (e) collaboration with licensees or contractors of other areas; (f) claims or settlement of claims for or on behalf of or against the Contractor in excess of limits fixed by the Management Committee from time to time; (g) proposal about abandonment plan/Site Restoration as required to be submitted under Article 14.10; (h) any other matter required by the terms of this Contract to be submitted for the approval of the Management Committee; (i) any other matter which the Contractor decides to submit to it; and (j) any matter, which Government refers to the Management Committee for its consideration and reasoned opinion. 6.7 Unless agreed otherwise by all the members of the Management Committee, the Management Committee shall meet at least once every six (6) months during the Exploration Period and thereafter at least once every three (3) months or more frequently at the request of any member. The Secretary, with the approval of the Chairman, shall convene each meeting by notifying the members twenty eight (28) days prior to such a meeting (or a shorter period of notice if the members unanimously so agree) of the time and place of such meeting and the purpose thereof and shall include in such notice a provisional agenda for such meeting. The Chairman shall be responsible for processing the final agenda for such meeting and the agenda shall include all items of business requested by the members to be included, provided such requests are received by the Secretary at least ten (10) days prior to the date fixed for the meeting. The Secretary shall forward the agenda to the members at least seven (7) Business Days prior to the date fixed for the meeting. Matters not included in the agenda may be taken up at the meeting by any member with the unanimous consent of all the members whether present or not present at the meeting. 6.8 The Chairman or the Deputy Chairman, as may be the case, shall preside over the meetings of the Management Committee and, in their absence, any other member representing Government and present shall preside over the meetings. 6.9 Secretary to the Management Committee shall be responsible, inter alia, for preparation of the minutes of every meeting in the English language and provision to every member of the Management Committee with two (2) copies of the minutes approved by the Chairman within three (3) Business Days of the meeting. Unless agreed otherwise by all the members of the Management Committee, the minutes of a meeting shall be finalised by the Management Committee within three (3)
Joint Union/Management Committee It shall be appropriate for either the Union or the University to request that a Joint Union/Management committee be convened, with Environmental Health and Safety as a participating member, to discuss health and safety concerns and to explore options for addressing those concerns through appropriate training or other approaches.
Labour Management Committee (a) Where the parties mutually agree that there are matters of mutual concern and interest that would be beneficial if discussed at a Labour Management Committee Meeting during the term of this Agreement, the following shall apply. (b) An equal number of representatives of each party as mutually agreed shall meet at a time and place mutually satisfactory. A request for a meeting hereunder will be made in writing prior to the date proposed and accompanied by an agenda of matters proposed to be discussed, which shall not include matters that are properly the subject of grievance or negotiations for the amendment or renewal of this agreement. Any representative(s) attending such meetings during their regularly scheduled hours of work shall not lose regular earnings as a result of such attendance. (c) It is agreed that the topic of a rehabilitation program for drug and alcohol abuse is an appropriate topic for the Labour-Management Committee. It is also agreed that the topic of the utilization of full-time and part-time staff is an appropriate topic for the Labour-Management Committee. The committee shall have access to work schedules and job postings upon request. (d) It is understood that joint meetings with other Labour-Management Committees in the Hospital may be scheduled concerning issues of mutual interest if satisfactory to all concerned. (e) Where two or more agreements exist between a Hospital and CUPE the Committee may be a joint one representing employees under both agreements, unless otherwise agreed.
JOINT LABOUR MANAGEMENT COMMITTEE A Joint Labour Management Committee shall be established to attend to those matters which are of mutual interest. To ensure its effectiveness the Committee shall be separate and apart from the grievance procedure.
Management Board The Management Board is responsible for the overall strategic direction of the Integrated Service. Its functions and terms of references are set out in Schedule 3 Part I to this Agreement.
LABOR MANAGEMENT COMMITTEE Section 1. In order to facilitate communication between labor and management, a Labor Management Committee consisting of the Department Head and/or his designated alternate, the Assistant Chief of Police and two (2) Team Managers, and three (3) representatives of the Lincoln Police Union, along with at least one (1) Team Representative, will make up the Labor Management Committee. The Department Head will designate management personnel and the Union shall select Union representatives. Members will serve at the pleasure of the Department Head or Union President, depending upon who the member represents. Members will serve and be replaced on a staggered system (approximately three (3) year limit) depending upon the schedule agreed upon by the Department Head and the Union President. Section 2. Each Team area will be represented by a member of any rank to serve as spokesperson for that area. They will meet at least one week prior to the monthly Labor Management Committee meeting to formulate the common areas of interest and to elect a spokesperson to present the items in writing to the Labor Management Committee. Payment for attending this meeting will be at the discretion of the Department Head. Spokesperson will be chosen on a rotating basis. Team representatives will be picked by a vote of the Team members that they are representing. Section 3. The Labor Management Committee may discuss any area of the Department, with limitation only on those areas already under agreement between the City and the Union. The agenda will be based on the problem areas brought to the attention of the Committee by the Team Representatives and on any area representative members of Labor Management feel need to be discussed. Topics for discussion will be posted on the Union bulletin board and disseminated to Labor Management Committee members at least one (1) week prior to the monthly meeting. Section 4. Membership is subject to change through attrition and elected office, however, a one (1) week notice must be given to the Committee to afford the new member(s) voting privileges. Section 5. Realizing that communication is the key element to the smooth operation of any organization, the Labor Management Committee will xxxxxx an element of cooperation and unity of organizational members, be they labor or management. Section 6. Meetings shall be held at least once per calendar month. Additional meetings may be scheduled by mutual agreement of the Committee and the Department Head. Section 7. A quorum shall consist of two (2) members from labor and two (2) members from management.
LABOR/MANAGEMENT COMMITTEES A. Statewide
Operating Committee the Consortium’s managing body, composed of representatives of the Manager and the Contractors, pursuant to Annex XI.
Consultative Committee (a) To assist in creating a stable and co-operative environment for the project, a consultative committee has been established which shall operate in accordance with its charter. It is not the objective of parties to this clause that the committee would over-ride the function and responsibilities of management or unions.

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