PARTNERSHIP'S PRE-APPROVAL Sample Clauses

PARTNERSHIP'S PRE-APPROVAL. Manager acknowledges that the Partnership intends to perform the Renovation and otherwise complete the Project within strict budgetary guidelines evidenced by the Development Budget. Accordingly, Manager will assist the Partnership and the Partnership's agents to set up budgets to the extent reasonably practical for all expenses for which Manager expects to be reimbursed in connection with performance of its obligations under this Section 1, and to be incurred by the Partnership in connection with the Project, including staffing, allocation of resources and contingencies. Manager shall only incur such expenses and perform such services under this Section 1 as shall be provided for in a Pre- Opening Budget approved by the Partnership. All of Manager's staffing, allocation and assignment of personnel to the performance of services under this Section 1 shall be subject to the Partnership's prior approval through the Pre-Opening Budget process, which approval shall not be unreasonably withheld. Except as set forth herein, Manager shall not incur or be entitled to reimbursement for any costs or expenses or enter into any contracts, or engage the services of any professionals, consultants or other third parties without the Partnership's prior approval thereof through the Pre-Opening Budget approval process. Manager's obligation to render Technical and Development Services and establish and carry out the Pre-Opening Program is expressly limited by and conditioned upon the Partnership's approval of the costs and expenses associated therewith evidenced by its approval of a Pre-Opening Budget containing such costs and expenses. The Partnership's obligation to pay or reimburse Manager therefor is expressly subject to the Partnership's prior approval thereof as aforesaid and to its obligations as provided in Section 1.1 but the Pre-Opening Budget approval process and Manager's compliance therewith shall not impair, impede or otherwise affect the payments to Manager of the Development Fee as provided in Section 1.9 hereof.
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Related to PARTNERSHIP'S PRE-APPROVAL

  • Corporate Approval This Agreement has been approved by the Board, and has been duly executed and delivered by Employee and on behalf of the Company by its duly authorized representative.

  • Member Approval No annual or regular meetings of the Members are required to be held. However, if such meetings are held, such meetings shall be noticed, held and conducted pursuant to the Act. In any instance in which the approval of the Members is required under this Agreement, such approval may be obtained in any manner permitted by the Act. Unless otherwise provided in this Agreement, approval of the Members shall mean the approval of Members who hold a majority of the Membership Interests.

  • Corporate Approvals Prior to Closing Date, each of the parties shall submit this Agreement to its board of directors and when necessary, its respective shareholders and obtain approval of this Agreement. Copies of corporate actions taken shall be provided to each party.

  • Shareholders' Approval The holders of not less than a majority of the outstanding common stock of the Purchaser shall have voted for authorization and approval of this Agreement and the transactions contemplated hereby.

  • Requisite Approvals Upon execution of this Agreement, it will have taken all necessary actions pursuant to its articles of incorporation, by-laws and other governing documents to fully authorize (i) the execution and delivery of this Agreement and any transaction documents related to this Agreement; and (ii) the consummation of the transaction contemplated by this Agreement.

  • Shareholder Approvals The Shareholder Approvals shall have been obtained.

  • Board Approval No reimbursement shall be paid to the Investment Adviser pursuant to this provision in any fiscal year, unless the Trust's Board of Trustees has determined that the payment of such reimbursement is appropriate in light of the terms of this Agreement. The Trust's Board of Trustees shall determine quarterly in advance whether any portion of the Reimbursement Amount may be paid to the Investment Adviser in such quarter.

  • Company Board Approval The Company Board has unanimously (i) determined that it is in the best interests of the Company and its stockholders, and declared it advisable, to enter into this Agreement and consummate the Merger upon the terms and subject to the conditions set forth herein; (ii) approved the execution and delivery of this Agreement by the Company, the performance by the Company of its covenants and other obligations hereunder, and the consummation of the Merger upon the terms and conditions set forth herein; and (iii) resolved to recommend that the Company Stockholders adopt this Agreement and approve the Merger in accordance with the DGCL (collectively, the “Company Board Recommendation”), which Company Board Recommendation has not been withdrawn, rescinded or modified in any way as of the date hereof.

  • Stockholders Approval (i) This Agreement shall have been approved by the requisite affirmative vote of the holders of shares of Company Common Stock present and voting at the Company Stockholders’ Meeting in accordance with applicable Law (the “Company Stockholders’ Approval”) and (ii) the issuance of Parent Common Stock in connection with the Merger shall have been approved by the requisite affirmative vote of the holders of Parent Common Stock entitled to vote thereon (“Parent Stockholders’ Approval”).

  • Board Approvals The Company Board of Directors, at a meeting duly called and held, has unanimously (i) determined that each of the Agreement, the Offer and the Merger are advisable and fair to and in the best interests of the stockholders of the Company, (ii) duly and validly approved, adopted and declared advisable this Agreement and the Transactions and taken all other corporate action required to be taken by the Company Board of Directors to authorize the consummation of the Transactions, and (iii) resolved to recommend, subject to Section 5.2, that the stockholders of the Company accept the Offer, tender their Shares to the Purchaser pursuant to the Offer, and approve and adopt this Agreement and the Merger, and none of the aforesaid actions by the Company Board of Directors has been amended, rescinded or modified, except as provided in Section 5.2. The action taken by the Company Board of Directors constitutes approval of the Transactions (including each of the Offer and the Merger) by the Company Board of Directors under Section 203 of the DGCL, and no other state takeover statute or similar statute or regulation in any jurisdiction in which the Company does business is applicable to the Transactions (including each of the Offer and the Merger).

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