Operation and Management. 2.1 Party B and the Shareholders hereby agree to accept and strictly implement corporate policies and directions advised by Party A from time to time concerning employee employment and dismissal, daily operation and management, financial management system and etc of Party B.
2.2 Party B and the Shareholders hereby agree that the Shareholders will appoint the persons designated by Party A as Party B’s directors in accordance with the procedures as provided in the laws and regulations of the PRC and Party B’s articles of association and ensure the person designated by Party A to serve as the chairman of the board or executive director of Party B, and Party B will appoint the persons designated by Party A as the general manager, financial controller and other senior officers of Party B.
2.3 In the event that any of the said directors or senior officers designated by Party A resigns from or is dismissed by Party A, he/she shall be disqualified to serve any positions in Party B. In such case, the Shareholders shall dismiss, or cause Party B to dismiss, the said persons immediately, and shall appoint other persons designated by Party A to replace such positions forthwith.
2.4 For the purpose of Article 2.3 above, the Shareholders shall take all corporate actions necessary to effect the said appointment and dismissal in accordance with the laws, regulations, the articles of association of Party B and this Agreement.
2.5 Each of the Shareholders hereby agrees to issue a Power of Attorney substantially in the form of Appendix 1 hereto upon execution of this Agreement, according to which, each of the Shareholders shall irrevocably authorizes Party A or any person or entity designated by Party A to exercise the shareholder rights for and on behalf of them and to exercise all voting rights of the Shareholders in the name of them in any shareholders’ meetings of Party B.
Operation and Management. A. Direct management of the pool, adjacent locker rooms, and shower facilities, including the furnishing of pool employees and lifeguards, shall be provided by CRPD from the Monday after the last school day of the year through the Friday before the start of the new school year. CRPD shall have use of the pools under this agreement up to 90 days mostly between June and September but may encroach into the school year when pool is not in use by CVUSD.
B. CRPD shall pay CVUSD an amount equal to 25% of the overall annual maintenance costs of the preceding year payable to CVUSD no later than August 31 of each year. Annual Maintenance costs shall consist of personnel (1) costs plus the cost of chemicals, services, and other routine maintenance services.
C. CRPD shall be responsible for managing all pool use during this period. Any user group, including CVUSD will reserve use through CRPD. CVUSD sanctioned school sports (defined as an organized activity with a CVUSD employed coach on site and where students are not being charged to participate) such as water polo and swim teams, shall be permitted use of the pool at an hourly rate of $38 for 2021 and thereafter negotiated between CRPD and CVUSD no later than March 30 of each year.
D. When the pool is in use by CRPD, CRPD shall supervise and have a certified lifeguard at all times. CRPD shall have exclusive use of the pool area, locker rooms and shower rooms which shall be subject the rules and regulations established by CRPD and in accordance with CVUSD policies and regulations on facility use. CRPD shall be responsible for all proper cleaning and organization of these areas at the conclusion of each day.
E. All operation, maintenance, and repairs shall be made at the direction and under the control of CVUSD. CRPD shall pay 25% of any capital improvement project over $50,000 per project to be amortized as noted in section 3 of this agreement. All approved projects must be billed at completion of the project or no later than 90 days from the end of the fiscal year.
Operation and Management. The operation and management of the Xxxxxxxx Civic Center shall be under the direct supervision and charge of the mayor or manager; and the manager shall be responsible to the mayor and councilmen.
Operation and Management. (a) Kiwanis will be fully responsible for complying with all applicable laws and regulations, including the Residential Tenancy Act.
(b) Kiwanis will be fully responsible for the management and administration of the Affordable Rental Units, and all associated costs.
(c) Kiwanis will furnish good and efficient management and operation of the Development, the Buildings and the Affordable Rental Units and will permit representatives of the District to inspect the Development, the Buildings and the Affordable Rental Units at any reasonable time, subject to the notice provisions in the Residential Tenancy Act.
(d) Kiwanis will maintain the Development (including soft and hard landscaping, servicing, parking and loading), the Buildings and the Affordable Rental Units in a satisfactory state of repair and fit for habitation and will comply with all laws, including health and safety standards applicable to the Lands.
(e) Xxxxxxx will not assign or delegate management and operation of the Affordable Rental Units to any entity, except with the prior written consent of the District, acting reasonably. When considering whether to provide consent, the District may consider (without being exhaustive) whether the proposed entity is a society or a non-profit organization experienced in providing affordable housing. As an exception to the foregoing, Kiwanis may retain contractors to assist with repair, facility maintenance, janitorial services, and similar activities, on the Lands, provided that Xxxxxxx will remain primarily responsible for the operation and management of the Affordable Rental Units.
Operation and Management. Each Party is required to operate and maintain its Project Controlled Assets (other than any portion of such Project Controlled Assets that constitutes Common Facilities) and to utilize the Common Facilities acting as a prudent operator and manager and otherwise (i) in a safe manner, (ii) in accordance with good operating practice, (iii) in compliance with all Laws and (iv) without causing a material adverse effect on the other Party. The Parties shall enter into mutually satisfactory arrangements for the operation and maintenance of the Common Facilities by a single Operator, the costs of which shall constitute Shared Expenses; provided, however, the Party that does not have an O&M Agreement with such Operator under which it is effectively bearing its Project Percentage Interest of the cost of operation of the Common Facilities consents to pay a portion of the cost borne by the other Parties to operate the Common Facilities equal to its Project Percentage Interest. To the extent required for enforcement, each Party to which any warranty was issued with respect to any of the Common Facilities shall, at the request and expense of the other Party, pursue any claims in respect of such warranty for the benefit of each of the Parties. All performance by an Operator in relation to the Common Facilities shall constitute the performance by the applicable Party of its obligations under this Agreement relating thereto; provided, however, that upon the default of any Operator of any such obligation, the applicable Party shall remain obligated to perform such obligation. Payment for all expenses relating to Common Facilities that are not covered by an O&M Agreement shall be made by the responsible Party before any penalty for non-payment shall be assessed and in a timely enough manner so that neither the Common Facilities nor the Common Facilities Easements will be jeopardized or made subject to any lien or encumbrance. Each Party shall bear the risk of damage, loss, condemnation, or taking to or of its Project Controlled Assets (other than any portion of such Project Controlled Assets that constitutes Common Facilities). Notwithstanding any other provision to the contrary in this Agreement, Developer’s obligations under the foregoing sentence shall commence as of the Effective Date.
Operation and Management. Parent shall operate and manage its, and its subsidiaries that are not MB Subsidiaries (“Non-MB Subsidiaries”), day-to-day operations in a commercially reasonable, customary, businesslike, and efficient manner. The services of its chief executive officer are to be of a scope and quality not less than those generally performed by executives/managers of other similarly-situated entities in the jurisdictions where the Parent and Non-MB Subsidiaries operate.
Operation and Management. Subject to the terms of Section 5.2 and the availability of funding from the City, the Authority shall commence and perform the Services for the Managed System Areas in accordance with Section 3.2. The City shall purchase all electricity necessary to power the System from a third-party power provider. The Authority is not obligated to provide or otherwise arrange for the purchase of electricity on the City’s behalf under this Agreement.
Operation and Management. 13 CHAPTER 10 LABOR MANAGEMENT............................................ 15 CHAPTER 11
Operation and Management. From the date hereof to the Closing Date, Seller shall operate and manage the Property in the same manner as it has been operated and managed heretofore, provided that during said period, without the prior written consent of Purchaser (which consent shall not be unreasonably withheld or delayed and shall be deemed given if Purchaser fails to respond to a request for consent within five (5) days), Seller shall not do, suffer or permit, or agree to do, any of the following:
(i) Enter into any transaction with respect to or affecting the Property out of the ordinary course of business;
(ii) Sell, encumber or grant any interest in the Property or any part thereof in any form or manner whatsoever;
(iii) Enter into, amend, waive any rights under, terminate or extend any Contract or Lease (except in connection with the Work or the construction or leasing of the Vacant Space); or
(iv) Remove from the Real Property any of the fixtures thereon or any of the Personal Property except if replaced with fixtures or Personal Property of equal or greater value and utility (other than in connection with the Work or the construction of the Vacant Space).
Operation and Management. Xxxxxxxxx shall operate and manage the day-to-day operations of the MB Subsidiaries in a commercially reasonable, customary, businesslike, and efficient manner. The services of Xxxxxxxxx hereunder are to be of a scope and quality not less than those generally performed by executives/managers of other similarly-situated entities in the jurisdictions where the MB Subsidiaries operate. Xxxxxxxxx shall consult with the Parent and keep the Parent advised as to all major or extraordinary matters and decisions affecting the MB Subsidiaries.
