Operation and Administration. 4.1. The Plan has been adopted by the Board on __________, 1997, effective as of the Effective Date, subject to the further approval of the shareholders of the Company. In addition, if the Plan is approved by the shareholders, to the extent required pursuant to Section 162(m) of the Code, it or any part thereof shall be resubmitted to shareholders for reapproval at the first shareholders' meeting that occurs during the fifth year following the year of the initial approval and thereafter at five year intervals, in each case, as may be required to qualify any Award hereunder as Performance-Based Compensation. The Plan shall be unlimited in duration and remain in effect until termination by the Board; provided however, that no Incentive Stock Option may be granted under the Plan after __________, 2007.
4.2. The Plan shall be administered by the Committee which shall consist of two or more members of the Board who are Non-Employee Directors. Plenary authority to manage and control the operation and administration of the Plan shall be vested in the Committee, which authority shall include, but shall not be limited to:
(a) Subject to the provisions of the Plan, the authority and discretion to select Employees to receive Awards, to determine the time or times of receipt, to determine the types of Awards and the number of shares covered by the Awards, to establish the terms, conditions, performance criteria, restrictions, and other provisions of such Awards. In making such Award determinations, the Committee may take into account the nature of services rendered by the respective Employee, his or her present and potential contribution to the Company's success and such other factors as the Committee deems relevant.
(b) Subject to the provisions of the Plan, the authority and discretion to determine the extent to which Awards under the Plan will be structured to conform to the requirements applicable to Performance-Based Compensation as described in Code Section 162(m), and to take such action, establish such procedures, and impose such restrictions at the time such awards are granted as the Committee determines to be necessary or appropriate to conform to such requirements.
(c) The authority and discretion to interpret the Plan and the Awards granted under the Plan, to establish, amend and rescind any rules and regulations relating to the Plan, to determine the terms and provisions of any agreements made pursuant to the Plan, to make all other determinations that it...
Operation and Administration. Seller shall staff, control, and operate the Facility consistent with Good Utility Practices, Exhibit I – AGC Protocols; Data Collection; Technical Specifications and this PPA. Personnel of Seller shall be available 24x7 via telephone or other electronic means with (i) the capability of remotely starting, operating and stopping the Facility within 10 minutes, and (ii) the ability to be present at the Site within 30 minutes. Seller shall comply with Good Utility Practices, the requirements of all Governmental Authorities and all reasonable requirements of Company in the operation of the Facility. By way of example only, Seller shall perform all capacity testing of the Facility and related reporting, as and when required by Governmental Authorities. Seller shall provide to Company a day-ahead availability forecast in accordance with Exhibit I - AGC Protocols; Data Collection; Technical Specifications and any other reporting requirements required for compliance with NERC reliability standards. Company shall forward Seller’s forecast to the applicable local reliability coordinator on Seller’s behalf, provided, however, that Seller shall remain responsible to ensure the timeliness and accuracy of forecasts and any changes to the real-time or forecast availability of the Facility. If and to the extent that the ERO modifies the forecasting or other reporting requirements imposed on Company or the Facility, Seller shall timely provide required data to Company or the ERO, as applicable.
Operation and Administration. (A) Seller shall staff, control, and operate the Facility, at its own expense in a manner consistent in all material respects with Good Utility Practices, the terms of the Interconnection Agreement and the Operating Procedures, which shall be established in accordance with Good Utility Practices. Personnel shall be available at all times via telephone or other electronic means with (i) the capability of remotely starting, operating and stopping the Facility within manufacturers specifications for safe operation of the equipment (estimated to be approximately fifteen (15) minutes), and (ii) the ability to be present at the Site as soon as possible making Commercially Reasonable Efforts.
(B) Each Party shall comply in all material respects with the applicable requirements of NERC, ERO, Transmission Authority, FERC, or successor organizations, Buyer requirements, Governmental Authority, and Good Utility Practice in the operation of the Facility (in the case of Seller) and otherwise in connection with the performance of this PPA. To the extent that the actions of a Party contributes in whole or in part to actions that result in monetary penalties being assessed to other Party by NERC, ERO, Transmission Authority, FERC, or other Governmental Authority, the responsible Party shall reimburse the other Party for all such monetary penalties proximately caused by such actions.
(C) Seller shall be responsible for providing accurate and timely updates on the current availability of the Facility and other data as required. Seller shall provide to Buyer the data points set forth in Exhibit F hereto and a day-ahead availability forecast. Seller acknowledges that such data and forecasting is consistent with the reporting requirements required for compliance with NERC standards intended to maintain reliability and Applicable Law. Seller, as the generator and interconnecting customer, is primarily responsible for complying with Applicable Law, including NERC standards and to report the information to Transmission Authority, ERO or other reliability coordinator. For the avoidance of doubt, Seller shall remain responsible for complying with any requirements to provide data and forecast information to the Transmission Authority under the Interconnection Agreement.
Operation and Administration. 10 Section 5.2. Reports..............................................................................11 Section 5.3. Notices..............................................................................11 Section 5.4. Use of Proceeds......................................................................11 Section 5.5. Compliance with Laws.................................................................11 Section 5.6. Exempt Loan..........................................................................11 Section 5.7.
Operation and Administration. 11 Section 6.2. Reports..............................................................................11 Section 6.3.
Operation and Administration. The Plan will at all times ---------------------------- operate and be administered as a qualified plan under section 401(a) of the Code and, to the extent applicable, sections 409 and 4975(e)(7) of the Code, and in material compliance with all applicable requirements of ERISA (including Titles I and II) and the Code, and all applicable regulations thereunder, as may from time to time be in effect.
Operation and Administration. The Lender will at all ---------------------------- times operate and administer the ESOP as a qualified plan under section 401(a) of the Code and, to the extent applicable, sections 409 and 4975(e)(7) of the Code, and in material compliance with all applicable requirements of ERISA (including Titles I and II) and the Code, and all applicable regulations thereunder, as may from time to time be in effect.
Operation and Administration. 1. Ford shall have the authority to control and manage the operation and administration of this Plan.
2. The Vice President - Human Resources and the Vice Chairman and Chief Financial Officer are designated to carry out the Company’s responsibilities with re- spect to this Plan. The Vice President - Human Resources and the Vice Chairman and Chief Financial Officer may allocate responsibilities between them- selves and may designate other persons to carry out specific responsibilities on behalf of the Company.
3. Any director, officer or employee of the Company who shall have been expressly designated pursuant to this Plan to carry out specific Company responsibilities shall be acting on behalf of the Company. Any person or group of persons may serve in more than one capacity with respect to the Plan and may employ one or more persons to render advice with regard to any responsibilities such person has under this Plan.
4. Ford shall have full power and authority to adminis- ter this Plan and to interpret provisions except as otherwise specifically provided in any Agreement between the Company and any Union with respect to resolution of disputes under this Plan.
5. Each director, officer or employee of the Company who is or shall have been designated to act on behalf of the Company under this Plan shall be indemnified and held harmless by the Company against and from any and all loss, cost, liability or expense that may be imposed upon or reasonably incurred by such person in connection with or resulting from any claim, action, suit or proceeding to which such person may be a party or in which such person may be involved by reason of any action taken or failure to act under this Plan and against and from any and all amounts paid by such person in settlement thereof (with the Company’s written approval) or paid by such person
Operation and Administration. A. Director shall have the authority to administer this Agreement on behalf of County. Provider shall designate in writing a Contract Manager who shall function as liaison with County regarding Provider’s performance hereunder.
B. This Agreement shall be based on verification of approved Units of Service at the lower of per capita Uniform Statewide Daily Reimbursement (USDR) rate or the Provider’s usual and customary charge. The Projected Units of Service shall be based on historical data and Provider’s current capacity provided to the County by Provider. In order for the Director to administer and monitor Xxxxxxxx’s performance, Provider shall submit a quarterly report of Units of Service delivered throughout the term of this Agreement. All changes shall be made pursuant to Agreement, Paragraph 32 (ALTERATION OF TERMS).
1) In the event Provider’s referrals exceed the number of Beneficiaries, or Units of Service which can be reasonably served within the allocated financial provisions as reflected in the Service Summary(ies), the Provider shall notify the County in writing within ten (10) working days. Provider hereby certifies that Provider can provide services within the scope and limitation of this Agreement.
C. Provider agrees to furnish all space, facilities, equipment and supplies reasonably necessary for its proper operation and maintenance.
D. Any printed material or video media shall be reviewed and approved by the Director or the Director’s designee (which shall not be unreasonably withheld) prior to public distribution.
X. Xxxxxxxx agrees to collect proof of Mariposa County residency at the time of Beneficiary case opening and quarterly thereafter. Acceptable documents for proof of residency include one of the following forms of photo identification: (1) United States Passport, CA Driver’s License or ID Card, and one of the following proofs of residency: (1) current utility bill in client’s name listing residence address; (2) letter from current landlord listing client’s name and address; or
Operation and Administration. A. CONTRACTOR agrees to furnish at no additional expense to COUNTY all space facilities, equipment and supplies necessary for CONTRACTOR’s proper operation and maintenance and performance of services hereunder.
B. The Board of Directors of CONTRACTOR shall operate according to the provisions of its Articles of Incorporation and Bylaws. Current copies of said documents and any amendments shall be delivered to COUNTY upon request of DIRECTOR.
C. CONTRACTOR shall forward to DIRECTOR all copies of its notices of meetings, minutes and public information which are material to the performance of this Agreement.
