Prior Authorization of Significant Actions Required Sample Clauses

Prior Authorization of Significant Actions Required. Unless --------------------------------------------------- otherwise specifically permitted by Company or Subsidiary policy, Xxxx agrees not to undertake, or authorize any other employee of the Company or Subsidiary to undertake, any of the following actions, except with the prior written consent of the Subsidiary Board, which consent may be withheld in the Board's absolute discretion (or except as authorized by the Company's CEO in certain instances noted below): (a) guarantee by the Company or the Subsidiary of any loans or indebtedness of any kind; (b) acquisition or disposition of stock, securities, properties, or material assets of any corporation, company, or other entity by the Company or the Subsidiary; (c) amendment, change, extension, renewal, waiver, or modification of any agreement that exceeds $50,000 or involves payment exceeding $50,000 to which the Company, the Subsidiary, or affiliates are or may be a party, or any rights or obligations of the parties under any of the foregoing; (d) change or engage in business activities not within the scope of the corporate purpose of the Company or Subsidiary, or the Company's or Subsidiary's Articles of Incorporation, Bylaws, or other organizational documents; (e) sale, assignment, pledge, mortgage, encumbrance or other transfer affecting assets or real or personal property of the Company or Subsidiary except in the ordinary course of business; (f) enter into any contract or commitment, or series of contracts or commitments, written or oral, which in the aggregate, requires the Company or Subsidiary to expend or incur liability or debt substantially in excess of the approved Company or Subsidiary budgets for such expenditure; (g) compromise or settle any material claim asserted by or against the Company or Subsidiary; (h) change the Company's or Subsidiary's certified public accountants, law firms, or other professionals currently retained or utilized by the Company or Subsidiary; (i) change location of the principal office, or other facilities of the Company or Subsidiary; (j) lend money on behalf of the Company or Subsidiary; or (k) add a position or personnel function, hire an officer, or terminate Company or Subsidiary employees, or enter into employment contracts or commitments other than on an at-will basis and in accordance with standard Company terms and conditions without the prior consent of the Company's CEO.

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Related to Prior Authorization of Significant Actions Required

Inspection Testing Authorization and Right of Access 2.1 Equipment Testing and Inspection 2.2 Authorization Required Prior to Parallel Operation
Authorization Required Prior to Parallel Operation 2.2.1 The NYISO, in consultation with the Connecting Transmission Owner, shall use Reasonable Efforts to list applicable parallel Operating Requirements in Attachment 5 of this Agreement. Additionally, the NYISO, in consultation with the Connecting Transmission Owner, shall notify the Interconnection Customer of any changes to these requirements as soon as they are known. The NYISO and Connecting Transmission Owner shall make Reasonable Efforts to cooperate with the Interconnection Customer in meeting requirements necessary for the Interconnection Customer to commence parallel operations by the in-service date. 2.2.2 The Interconnection Customer shall not operate its Small Generating Facility in parallel with the New York State Transmission System or the Distribution System without prior written authorization of the NYISO. The NYISO, in consultation with the Connecting Transmission Owner, will provide such authorization once the NYISO receives notification that the Interconnection Customer has complied with all applicable parallel Operating Requirements. Such authorization shall not be unreasonably withheld, conditioned, or delayed.
Return or Destruction of Confidential Information If an Interconnection Party provides any Confidential Information to another Interconnection Party in the course of an audit or inspection, the providing Interconnection Party may request the other party to return or destroy such Confidential Information after the termination of the audit period and the resolution of all matters relating to that audit. Each Interconnection Party shall make Reasonable Efforts to comply with any such requests for return or destruction within ten days of receiving the request and shall certify in writing to the other Interconnection Party that it has complied with such request.
Destruction of Confidential Information Upon the written request of the disclosing Party, the receiving Party shall cease using and arrange for the destruction of all copies of any Confidential Information then in the receiving Party’s possession or under such Party’s control. The receiving Party agrees to dispose of the Confidential Information in such a manner that the information cannot be read or reconstructed after destruction. Upon the written request of the disclosing Party, the receiving Party shall certify in writing that it has complied with the obligations set forth in this paragraph.
Bulk Registration Data Access to Icann Periodic Access to Thin Registration Data. In order to verify and ensure the operational stability of Registry Services as well as to facilitate compliance checks on accredited registrars, Registry Operator will provide ICANN on a weekly basis (the day to be designated by ICANN) with up-to-date Registration Data as specified below. Data will include data committed as of 00:00:00 UTC on the day previous to the one designated for retrieval by ICANN.
Affirmative Action Requirements The State intends to carry out its responsibility for requiring affirmative action by its contractors.
Disposition of Confidential Information Upon termination of Agreement or request of City, Contractor shall within forty-eight (48) hours return all Confidential Information which includes all original media. Once Contractor has received written confirmation from City that Confidential Information has been successfully transferred to City, Contractor shall within ten (10) business days purge all Confidential Information from its servers, any hosted environment Contractor has used in performance of this Agreement, work stations that were used to process the data or for production of the data, and any other work files stored by Contractor in whatever medium. Contractor shall provide City with written certification that such purge occurred within five (5) business days of the purge.
Required Confidentiality Claim Form This is a requirement of the TIPS Contract and is non-negotiable. TIPS provides the required TIPS Confidentiality Claim Form in the "Attachments" section of this solicitation. Vendor must execute this form by either signing and waiving any confidentiality claim, or designating portions of Vendor's proposal confidential. If Vendor considers any portion of Vendor's proposal to be confidential and not subject to public disclosure pursuant to Chapter 552 Texas Gov’t Code or other law(s) and orders, Vendor must have identified the claimed confidential materials through proper execution of the Confidentiality Claim Form. If TIPS receives a public information act or similar request, any responsive documentation not deemed confidential by you in this manner will be automatically released. For Vendor documents deemed confidential by you in this manner, TIPS will follow procedures of controlling statute(s) regarding any claim of confidentiality and shall not be liable for any release of information required by law, including Attorney General determination and opinion. Notwithstanding any other Vendor designation of Vendor's proposal as confidential or proprietary, Vendor’s submission of this proposal constitutes Vendor’s agreement that proper execution of the required TIPS Confidentiality Claim Form is the only way to assert any portion of Vendor's proposal as confidential.
Periodic Access to Thin Registration Data In order to verify and ensure the operational stability of Registry Services as well as to facilitate compliance checks on accredited registrars, Registry Operator will provide ICANN on a weekly basis (the day to be designated by ICANN) with up-‐to-‐date Registration Data as specified below. Data will include data committed as of 00:00:00 UTC on the day previous to the one designated for retrieval by ICANN.
Emergency Work Authorizations The State, at its sole discretion, may accept the Engineer's signature on a faxed copy of the work authorization as satisfying the requirements for executing the work authorization, provided that the signed original is received by the State within five business days from the date on the faxed copy.