Membership Generally Sample Clauses

Membership Generally. Authority membership is comprised of Parties to this Agreement, as defined in Section 1.10. Stakeholders, as defined in Section 1.15, are not members of the Authority.
AutoNDA by SimpleDocs
Membership Generally. 12 -------------------- 6.2. Committees...............................................................................................13 ---------- 6.3. Removal..................................................................................................13 ------- 6.4. Vacancies................................................................................................13 --------- 6.5. Certain Actions..........................................................................................13 --------------- 6.6. Termination..............................................................................................13 ----------- ARTICLE VII......................................................................................................14 7.1.
Membership Generally. The Company and the Stockholders hereby agree -------------------- to take, at any time and from time to time, all action necessary (including, without limitation, voting the Shares owned by them, causing the appropriate officers of the Company to call one or more special meetings of stockholders and executing and delivering written consents) such that the Board shall have eight (8) members and shall consist of: (a) two (2) directors designated by Telcordia Venture Capital Corporation in its sole discretion; (b) one (1) director designated by Oak Investment Partners VII Limited Partnership in its sole discretion; (c) one (1) director designated by Xxxxxx Xxxxxx Capital Partners, L.P. in its sole discretion; (d) the Company's Chief Executive Officer; (e) the Company's Chairman of the Board (or a director nominated by the Company's Chief Executive Officer and approved by a majority vote of the remaining directors, if the same person holds the positions of Chief Executive Officer and Chairman of the Board); and (f) two (2) independent directors designated by majority vote of the remaining directors.
Membership Generally. The Board is comprised of 13 members appointed pursuant to Article VIII, Section 2 of the Interlocal Agreement, including individuals representing those with Lived Experience. Members representing individuals who have Lived Experience shall be appointed by the Advisory Committee, which shall consider recommendations from the Coalition of Lived Experience or other groups representing individuals with Lived Experience of homelessness. The Board is made up of 13 members, including three people who represent people with lived experience. The Advisory Committee appoints the members who represent those with lived experience, after first considering recommendations from the Coalition of Lived Experience or other groups representing people with lived experience of homelessness. Priority for these three Board seats is given to individuals with personal lived experience. At least one of the three members representing those with lived experience must represent stakeholders who have lived experience outside of the City of Seattle. All appointments by the Advisory Committee of people representing those with lived experience must be confirmed by the Governing Committee prior to becoming effective. RA Implementation Board Members shall be comprised of individuals representing the characteristics and holding the expertise and skills set forth in Article VIII, Section 2(a) and (b) of the Interlocal Agreement. All Implementation Board Members shall have equal status, voting rights and authority; provided, however, the Co-Chairs, the Treasurer and the Secretary (each as defined below) and other officers of the Board (if any) may have additional responsibilities as set forth herein and in policies and procedures of the Board. The Implementation Board is made up of individuals with the characteristics and expertise set out in the Interlocal Agreement. All members have equal status, voting rights, and authority. However, the Co-Chairs, the Treasurer, the Secretary, and other officers of the Board may have additional responsibilities as set out in the Interlocal Agreement or the Board's policies and procedures.
Membership Generally. (1) The initiation fee to join the Club is determined by THIRDHOME in its sole discretion and is subject to change from time to time. THIRDHOME may, from time to time, waive the initiation fee for members of specific affiliated resorts or those that make qualifying deposits upon enrolling in the Club. (2) All Members are responsible for the timely payment of THIRDHOME’s annual Membership dues which will be payable on January 1 of each calendar year. Failure to timely pay such dues will result in a Member account being Limited until the dues are paid, beginning January 1 of the calendar year in which the dues are owed. THIRDHOME may, from time to time in its sole discretion, modify the fees or dues charged for Membership initiation, its web and customer services, ongoing membership, membership tiers, Exchanges and/or create novel fees or dues. (3) Under no circumstances, will THIRDHOME refund any portion of a payment made toward a membership tier upgrade. However, in the case of a Force Majeure Event which impacts, part or all of, the period covered by a membership tier upgrade, THIRDHOME may elect, in its sole discretion, to extend the term of the membership tier period. (4) Members shall pay an Exchange Fee for each Stay Reserved. Exchange Fees shall be determined by THIRDHOME in its sole discretion and are subject to change from time to time. Exchange Fees currently range from $495 to $1395 per Reservation and are dictated by the number of Keys used for a particular Reservation; 1 Key = $495, 2 and 3 Keys = $695, 4 and 5 Keys = $795, 6 and 7 Keys = $995, 8 to 15 Keys = $1195, 16 or more Keys = $1395. (5) Any monetary credits provided to Members within the program may be used to offset initiation, membership and Exchange Fees, unless specifically noted otherwise, but such credits have no cash value and are not transferable. The application of any monetary credit towards a specific fee will be limited to 50% of the cost of the fee. By way of example, when a Member elects to upgrade to Chairman’s Club Preferred at a cost of $1995; $998 of the fee may be satisfied by way of a monetary credit. The remaining $997 will be paid by credit card. (6) In certain cases, you have the ability to dispute charges with credit card companies (“chargebacks”). Before initiating a chargeback, we ask you first to call us to discuss any questions or concerns about our charges. We will work with you in attempting to resolve your concerns. By using our service and becoming a Memb...

Related to Membership Generally

  • Membership The Committee shall include nine (9) members - five (5) representatives from CUPE/SCFP and four (4) representatives from the CTA. Up to two (2) advisors from the Ministry of Education shall act in a resource capacity to the committee. Other persons may attend meetings in order to provide support and resources as mutually agreed. Up to one (1) representative from each of the four (4) employee bargaining agencies at the other education workers tables will be invited to participate on the Committee.

  • New Members No person may be admitted as a member of the Company without the approval of the Member.

  • Partnership Name The name of the Partnership is “OZ Management LP.” The name of the Partnership may be changed from time to time by the General Partner.

  • Initial Members The initial members of the LLC, their initial capital contributions, and their percentage interest in the LLC are: Initial Percentage Interest Capital Members in LLC Contribution

  • Time Off for Union Activities The employer agrees to grant the necessary time off, without discrimination or loss of seniority rights and without pay, to any employee designated by the Union to attend a labor convention provided that there is two-week notice of any union convention. Due consideration shall be given to the number of personnel affected in order that there shall be no disruptions of employer's operations due to lack of available employees.

  • Condominiums/Planned Unit Developments If the Mortgaged Property is a condominium unit or a planned unit development (other than a de minimis planned unit development) such condominium or planned unit development project such Mortgage Loan was originated in accordance with, and the Mortgaged Property meets the guidelines set forth in the Originator's Underwriting Guidelines;

  • Time Off for Union Business ‌ (a) Leave of absence without pay shall be granted upon request for the reasons set out below unless it would unduly interrupt the Employer's operations: (1) to an elected or appointed representative of the Union to attend conventions of the Union and bodies to which the Union is affiliated, to a maximum of 21 days per occurrence; (2) for elected or appointed representatives of the Union to attend to union business which requires them to leave their general work area; (3) for employees who are representatives of the Union on a bargaining committee. (b) Long-term leave of absence without pay shall be granted to employees designated by the Union to transact union business for specific periods of not less than 21 days unless this would unduly interrupt the operation of the department. Such requests shall be made in writing sufficiently in advance to minimize disruption of the department. Employees granted such leave of absence shall retain all rights and privileges accumulated prior to obtaining such leave. Seniority shall continue to accumulate during such leave and shall apply to such provisions as annual vacations, increments and promotions. (c) When leave of absence without pay is granted pursuant to Part (a) or (b), the leave shall be given with pay and the Union shall reimburse the Employer for salary and benefit costs, including travel time incurred, within 60 days of receipt of the invoice. It is understood that employees granted leave of absence pursuant to this clause shall receive their current rates of pay while on leave of absence. Leave of absence granted under this clause shall include sufficient travel time. The pay and benefits received by the employee and reimbursed by the Union under this article shall be based on the number of hours to which the Union indicates, in writing, the employee is entitled. This provision does not apply to employees on extended leaves of absence who are employed by the Union on a full-time basis. (d) Leave of absence with pay and without loss of seniority will be granted to an employee called to appear as a witness before an arbitration board, provided the dispute involved the Employer. On application, the Arbitration Board may determine summarily the amount of time required for the attendance of any witness. (e) The Union shall provide the Employer with reasonable notice to minimize disruption of the operation and shall make every reasonable effort to give a minimum of 14 days’ notice prior to the commencement of leave under (a) or (b) above. The Employer agrees that any of the above leaves of absence shall not be unreasonably withheld.

  • Committee Membership 1. Local representatives on committees specifically established by this Collective Agreement shall be appointed by the local. 2. In addition, if the employer wishes to establish a committee which includes bargaining unit members, it shall notify the local about the mandate of the committee, and the local shall appoint the representatives. The local will consider the mandate of the committee when appointing the representatives. If the employer wishes to discuss the appointment of a representative, the superintendent, or designate, and the president or designate of the local may meet and discuss the matter. 3. Release time with pay shall be provided by the employer to any employee who is a representative on a committee referred to in Article A.5.1 and A.5.2 above, in order to attend meetings that occur during normal instructional hours. Teacher teaching on call (TTOC) costs shall be borne by the employer. 4. When a TTOC is appointed to a committee referred to in Article A.5.1 and A.5.2 above, and the committee meets during normal instructional hours, the TTOC shall be paid pursuant to the provisions in each district respecting TTOC Pay and Benefits. A TTOC attending a “half day” meeting shall receive a half day’s pay. If the meeting extends past a “half day,” the TTOC shall receive a full day’s pay.

  • Management of the Partnership (a) Except as otherwise expressly provided in this Agreement, the General Partner shall have full, complete and exclusive discretion to manage and control the business of the Partnership for the purposes herein stated, and shall make all decisions affecting the business and assets of the Partnership. Subject to the restrictions specifically contained in this Agreement, the powers of the General Partner shall include, without limitation, the authority to take the following actions on behalf of the Partnership: (i) to acquire, purchase, own, operate, lease and dispose of any real property and any other property or assets including, but not limited to notes and mortgages, that the General Partner determines are necessary or appropriate or in the best interests of the business of the Partnership; (ii) to construct buildings and make other improvements on the properties owned or leased by the Partnership; (iii) to authorize, issue, sell, redeem or otherwise purchase any Partnership Interests or any securities (including secured and unsecured debt obligations of the Partnership, debt obligations of the Partnership convertible into any class or series of Partnership Interests, or options, rights, warrants or appreciation rights relating to any Partnership Interests) of the Partnership; (iv) to borrow or lend money for the Partnership, issue or receive evidences of indebtedness in connection therewith, refinance, increase the amount of, modify, amend or change the terms of, or extend the time for the payment of, any such indebtedness, and secure such indebtedness by mortgage, deed of trust, pledge or other lien on the Partnership’s assets; (v) to pay, either directly or by reimbursement, for all Administrative Expenses to third parties or to the General Partner or its Affiliates as set forth in this Agreement; (vi) to guarantee or become a co-maker of indebtedness of the General Partner or any Subsidiary thereof, refinance, increase the amount of, modify, amend or change the terms of, or extend the time for the payment of, any such guarantee or indebtedness, and secure such guarantee or indebtedness by mortgage, deed of trust, pledge or other lien on the Partnership’s assets; (vii) to use assets of the Partnership (including, without limitation, cash on hand) for any purpose consistent with this Agreement, including, without limitation, payment, either directly or by reimbursement, of all Administrative Expenses of the General Partner, the Partnership or any Subsidiary of either, to third parties or to the General Partner as set forth in this Agreement; (viii) to lease all or any portion of any of the Partnership’s assets, whether or not the terms of such leases extend beyond the termination date of the Partnership and whether or not any portion of the Partnership’s assets so leased are to be occupied by the lessee, or, in turn, subleased in whole or in part to others, for such consideration and on such terms as the General Partner may determine; (ix) to prosecute, defend, arbitrate, or compromise any and all claims or liabilities in favor of or against the Partnership, on such terms and in such manner as the General Partner may reasonably determine, and similarly to prosecute, settle or defend litigation with respect to the Partners, the Partnership, or the Partnership’s assets; (x) to file applications, communicate, and otherwise deal with any and all governmental agencies having jurisdiction over, or in any way affecting, the Partnership’s assets or any other aspect of the Partnership business; (xi) to make or revoke any election permitted or required of the Partnership by any taxing authority; (xii) to maintain such insurance coverage for public liability, fire and casualty, and any and all other insurance for the protection of the Partnership, for the conservation of Partnership assets, or for any other purpose convenient or beneficial to the Partnership, in such amounts and such types, as it shall determine from time to time; (xiii) to determine whether or not to apply any insurance proceeds for any property to the restoration of such property or to distribute the same; (xiv) to establish one or more divisions of the Partnership, to hire and dismiss employees of the Partnership or any division of the Partnership, and to retain legal counsel, accountants, consultants, real estate brokers, and such other persons, as the General Partner may deem necessary or appropriate in connection with the Partnership business and to pay therefor such reasonable remuneration as the General Partner may deem reasonable and proper; (xv) to retain other services of any kind or nature in connection with the Partnership business, and to pay therefor such remuneration as the General Partner may deem reasonable and proper; (xvi) to negotiate and conclude agreements on behalf of the Partnership with respect to any of the rights, powers and authority conferred upon the General Partner; (xvii) to maintain accurate accounting records and to file promptly all federal, state and local income tax returns on behalf of the Partnership; (xviii) to distribute Partnership cash or other Partnership assets in accordance with this Agreement; (xix) to form or acquire an interest in, and contribute property to, any further limited or general partnerships, limited liability companies, joint ventures or other relationships that it deems desirable (including, without limitation, the acquisition of interests in, and the contributions of property to, its Subsidiaries and any other Person in which it has an equity interest from time to time); (xx) to establish Partnership reserves for working capital, capital expenditures, contingent liabilities, or any other valid Partnership purpose; (xxi) to merge, consolidate or combine the Partnership with or into another Person; (xxii) to do any and all acts and things necessary or prudent to ensure that the Partnership will not be classified as a “publicly traded partnership” for purposes of Section 7704 of the Code; and (xxiii) to take such other action, execute, acknowledge, swear to or deliver such other documents and instruments, and perform any and all other acts that the General Partner deems necessary or appropriate for the formation, continuation and conduct of the business and affairs of the Partnership (including, without limitation, all actions consistent with allowing the General Partner at all times to qualify as a REIT unless the General Partner voluntarily terminates its REIT status) and to possess and enjoy all of the rights and powers of a general partner as provided by the Act. (b) Except as otherwise provided herein, to the extent the duties of the General Partner require expenditures of funds to be paid to third parties, the General Partner shall not have any obligations hereunder except to the extent that partnership funds are reasonably available to it for the performance of such duties, and nothing herein contained shall be deemed to authorize or require the General Partner, in its capacity as such, to expend its individual funds for payment to third parties or to undertake any individual liability or obligation on behalf of the Partnership.

  • Membership Dues Association membership dues, as explicitly approved by the Trustees;

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!