Rules applicable to innogy SK Sample Clauses

Rules applicable to innogy SK. (a) Parties acknowledge that innogy SK is a major Subsidiary of VSEH, which should in principle be governed in accordance with the provisions of this Agreement applicable to the SalesCo including, for the avoidance of doubt, the rules on the access to information, modified to the extent necessary to comply with any restrictions on access to information under applicable antitrust legislation. Parties further acknowledge additional modifications to the governance of innogy SK (including, but not limited to, approval of price proposals or other proposals in the price regulation proceedings in respect of the supply of gas) agreed between the Parties and reflected in innogy SK Articles of Association. For the avoidance of doubt, irrespective of Clause 2.6, in case of any inconsistency between (i) the provisions of this Agreement applicable to the SalesCo and (ii) innogy SK Articles of Association, the innogy SK Articles of Association shall be decisive for the governance of innogy SK and such inconsistency shall not constitute breach of this Agreement. (b) Parties shall procure that, while innogy SK exists as a separate legal entity: (i) the statutory body of innogy SK shall have five members (directors) and shall at any given time consist of the same individuals, who comprise the SalesCo Board of Directors, while three members (executive directors) shall be nominated by the Strategic Partner and two members shall be nominated by the Government Shareholder. Without prejudice to the previous sentence provisions of Clause 12.1 shall apply mutatis mutandis, taking into consideration such deviations as might be necessary due to different legal form of SalesCo and innogy SK; directors of innogy SK shall be able to adopt a decision in any matter with a quorum of at least four (4) directors. The directors shall adopt decisions in any matter on the basis of a resolution adopted by a simple majority of the attending directors except for matters where Clause 12.2 provides otherwise, in such matters affirmative vote of at least four (4) directors is required; (ii) the supervisory body of innogy SK shall have three members and shall at any given time consist of individuals who are also members of the SalesCo Supervisory Board (but excluding the three Members of SalesCo Supervisory Board elected by SalesCo employees); So long as the Government Shareholder directly holds at least one-third (1/3) of the Shares, the Government Shareholder shall be entitled to nominate two (2) ...
AutoNDA by SimpleDocs
Rules applicable to innogy SK. (a) Parties acknowledge that innogy SK is a major Subsidiary of VSEH, which should in principle be governed in accordance with the provisions of this Agreement applicable to the SalesCo including, for the avoidance of doubt, the rules on the access to information, modified to the extent necessary to comply with any restrictions on access to information under applicable antitrust legislation. Parties further acknowledge additional modifications to the governance of innogy SK (including, but not limited to, approval of price proposals or other proposals in the price regulation proceedings in respect of the supply of gas) agreed between the Parties and reflected in innogy SK Articles of Association. For the avoidance of doubt, irrespective of Clause 2.6, in case of any inconsistency between (i) the provisions of this Agreement applicable to the SalesCo and (ii) innogy SK Articles of Association, the innogy SK Articles of Association shall be decisive for the governance of innogy SK and such inconsistency shall not constitute breach of this Agreement.

Related to Rules applicable to innogy SK

  • Conditions Applicable to Insurance All policies of insurance required by this solicitation or any Contract resulting from this solicitation must meet the following requirements:

  • General Conditions Applicable to Insurance All policies of insurance required by this section shall comply with the following requirements:

  • Compliance with Rules and Policies The Executive shall perform all services in accordance with the lawful policies, procedures and rules established by the Company and the Board. In addition, the Executive shall comply with all laws, rules and regulations that are generally applicable to the Company or its subsidiaries and their respective employees, directors and officers.

  • Compliance with Rules and Regulations PFPC undertakes to comply with all applicable requirements of the Securities Laws and any laws, rules and regulations of governmental authorities having jurisdiction with respect to the duties to be performed by PFPC hereunder. Except as specifically set forth herein, PFPC assumes no responsibility for such compliance by the Fund or any other entity.

  • Compliance with Laws, Rules and Regulations a. Assurances. The Contractor agrees that all activity pursuant to this Contract will be in accordance with all applicable current federal, state and local laws, rules, and regulations, including but not limited to the Public Records Act (chapter 42.56 RCW), the Freedom of Information Act (5 U.S.C. 522) and the Records Retention Act (chapter 40.14 RCW).

  • Rules and Policies In addition to the terms and conditions contained herein, players acknowledge and agree that players shall be bound by and comply with all rules, regulations and policies established by SGM. SGM reserves the right in its sole and absolute discretion to amend,

  • Applicable Rules and Regulations The Account and each transaction therein shall be subject to the terms of this Agreement and to (a) all applicable laws and the regulations, rules and orders (collectively "regulations") of all regulatory and self-regulatory organizations having jurisdiction and (b) the constitution, by-laws, rules, regulations, orders, resolutions, interpretations and customs and usages (collectively "rules") of the market and any associated clearing organization (each an "exchange") on or subject to the rules of which such transaction is executed and/or cleared. The reference in the preceding sentence to exchange rules is solely for DWR's protection and DWR's failure to comply therewith shall not constitute a breach of this Agreement or relieve Customer of any obligation or responsibility under this Agreement. DWR shall not be liable to Customer as a result of any action by DWR, its officers, directors, employees or agents to comply with any rule or regulation.

  • General Provisions Applicable to Loans Section 6.1 Minimum Amounts for Committed Borrowings, Conversions or Continuations and Prepayments.

  • Rules, Regulations and Policies Employee shall abide by and comply with all of the rules, regulations, and policies of Employer, including without limitation Employer's policy of strict adherence to, and compliance with, any and all requirements of the banking, securities, and antitrust laws and regulations.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!