Organization and Composition Sample Clauses

Organization and Composition. The Participants hereby establish a Management Committee to determine overall policies, objectives, procedures, methods and actions under this Agreement. The Management Committee shall consist of two (2) members appointed by Ivanhoe and two (2) members appointed by Entree. Each Participant may appoint one or more alternates to act in the absence of a regular member. Any alternate so acting shall be deemed a member. Appointments by a Participant shall be made or changed by notice to the other members. The Participant which is the Manager shall designate one of its members to serve as the chair of the Management Committee.

Organization and Composition. (a) The Members hereby establish a Board which shall be responsible for the management of the business and affairs of the Company. Except with respect to those governing anti-corruption/anti-bribery, the Board shall determine overall policies, procedures, practices and standards (including health, safety, environment and community policy, business conduct policy and operating standards), methods and actions of the Company which shall reflect the corresponding policies, procedures, practices and standards of the Members holding, in the aggregate, not less than fifty percent (50%) of the outstanding Membership Interest. With respect to those governing anti-corruption/anti-bribery, the Board shall adopt, at a minimum, those of South32’s policies and procedures as applicable to the Company. The Board initially shall consist of four (4) representatives. So long as a Member maintains a twenty-five percent (25%) Percentage Interest, each such Member shall be entitled to appoint two (2) representatives to the Board; provided that in the event that the Percentage Interest of a Member decreases below twenty-five percent (25%), such Member shall be entitled to appoint only one (1) representative on the Board and the other Member shall be entitled to appoint three (3) representatives. (b) Notwithstanding the foregoing, if at any time there are more than two (2) Members then: (i) each such Member shall be entitled to appoint one (1) representative to the Board for each twenty percent (20%) Percentage Interest held by it; and (ii) in the event that the Percentage Interest of a Member decreases below fifteen percent (15%), the one representative of such Member on the Board shall be deemed to have automatically resigned without the necessity of any action by the Company or the other Members and such Member shall no longer have the right to appoint a representative to the Board and the other Members shall be entitled to appoint all the representatives to the Board. (c) Each Member may appoint one or more alternates to act in the absence of a regular representative. Any alternate so acting shall be deemed a representative on the Board of the appointing Member. A Member may replace one or more of its representatives or alternate representatives on the Board, by Notice to the other Members. (d) The Board shall at the first meeting of the Board in each Fiscal Year appoint one of the representatives appointed by the Members to the Board to be the Chair of the Board during that ...

Organization and Composition. The Members hereby establish a Management Committee to determine overall policies, objectives, procedures, methods and actions under this Agreement and to make all decisions in respect of Mining Operations. The Management Committee shall consist of one representative appointed by AUC and one representative appointed by Strathmore. Each Member may appoint one alternate to act in the absence of a regular representative. Any alternate so acting shall be deemed a representative. Appointments described in this Section 11.1 by a Member shall be made or changed by notice to the other Members.

Organization and Composition. The Members hereby establish a Management Committee to determine overall policies, objectives, procedures, methods and actions under this Agreement. Except in the case of an emergency as provided for in Section 10.8, all Programs, Budgets, Project Financings and other significant matters concerning the Operations will be subject to the supervision of the Management Committee. The Management Committee shall consist of one (1) member appointed by TSVLP and one (1) member appointed by USEC. Each Member may appoint one or more alternates to act in the absence of a regular member. Any alternate so acting shall be deemed a member. Appointments shall be made or changed by notice to the other Member and to the Manager.

Organization and Composition. Within 30 days after the execution of this Agreement, the Participants by notice to each other of their respective appointed members shall establish a Management Committee to determine overall policies, objectives, procedures, methods and actions under this Agreement. The Management Committee shall consist of three members two of which shall be appointed by ▇▇▇▇▇▇. Each Participant may appoint one or more alternates to act in the absence of a regular member. Any alternate so acting shall be deemed a member at the time it is acting. Appointments shall be made or changed by notice to the other Participants.

Organization and Composition. 7.2 DECISIONS.............................................................................. 7.3 MEETINGS .............................................................................. 7.4 ACTION WITHOUT MEETING IN PERSON ...................................................... 7.5

Organization and Composition. The Members hereby establish a committee (the “Management Committee”) consisting of two (2) representatives (“Representatives”), of which: (i) one (1) Representative shall be appointed by Miranda; and (ii) one (1) Representative shall be appointed by GTI. A Representative of the Member that holds greater than fifty percent (50%) of the Interests of the Members shall serve as the chair of the Management Committee. Each Member may appoint one or more alternate Representatives to act in the absence of a regular Representative. Appointments of Representatives may be made or changed at any time by Notice to the other Member. Representatives shall not be considered managers under the Act, but derive all of their right, power and authority from the Members. No Member or Representative shall have the power to bind the Company or to execute documents and instruments on behalf of the Company, unless such Member or Representative also is a Manager or officer or such power and authority has been delegated by the Manager to such Member or Representative, and then only in that capacity.

Organization and Composition. The Members hereby establish a Management Committee to determine overall policies, objectives, procedures, methods and actions under the Agreement. The Management Committee shall consist of two (2) member(s) appointed by NEI and two (2) member(s) appointed by UEC. Each Member may appoint one or more alternate members of the Management Committee to act in the absence of a regular member. Any alternate so acting shall be deemed to be acting for the Member that appointed him/her. A Member appointing a member or alternate member of the Management Committee shall give the other Member written notice of the appointment. NEI shall designate one of the members of the Management Committee appointed by it to serve as chair of the Management Committee.

Organization and Composition. Effective on signing of this Agreement, the Parties hereby establish a management committee (the “Management Committee”) to serve as a forum through which the Parties can be engaged in the design and implementation of the Programs and Budgets for the Property and to review results therefrom from time to time. The Management Committee shall consist of four members, two appointed by each of the Participants. Each Participant may appoint one or more alternates to act in the absence of a regular member. Any alternate so acting shall be deemed a member. Appointments shall be made or changed by notice to the other Party or Participant.