Structure and Operations Sample Clauses

Structure and Operations. By the affirmative vote of at least five members of the Board, the Board shall designate one member of the Committee to act as its chairman. The chairman, with input from the other Committee members and, where appropriate, management, shall set and distribute agendas and background materials for each Committee meeting. Except as expressly provided in this Charter, the Company’s Bye-laws or the Company’s corporate governance guidelines, or as required by law, regulation or NYSE listing requirements, the Committee shall set its own rules of procedure. The Committee may request that any directors, officers or other employees of the Company, or any other persons whose advice and counsel are sought by the Committee, attend any meeting of the Committee to provide such pertinent information as the Committee requests. Attendance by any directors who are not members of the Committee shall be on a non-voting basis. The Committee may exclude from its meetings anyone the Committee deems appropriate. Exhibit D to Shareholders Agreement The Committee shall maintain minutes or other records of its meetings and shall give regular reports to the Board on these meetings and such other matters as required by this Charter or as the Board shall from to time specify. Reports to the Board may take the form of oral reports by the chairman of the Committee or any other Committee member designated by the Committee to give such report.
Sample 1Sample 2See All (6)
AutoNDA by SimpleDocs
Structure and Operations. Article 7 The organs of the Association shall be: - the General Assembly — the Bureau. THE GENERAL ASSEMBLY Articles The General Assembly shall be the supreme organ of the Association. It shall be composed of National officers of Women's organisation of each July, 1987 Official Journal of the ECOWAS Vol. Member State of ECOWAS, tt shall meet once every two years and may be convened in an ex- traordinary session by the Bureau or at the re- quest of 2/3 of the member Associations. All member Associations shall receive notification of an extraordinary session of the General Assembly at least one month before such a session.
Sample 1
Structure and Operations. Article 7 The organs of the Association shall be: — the General Assembly — the bureau THE GENERAL ASSEMBLY
Sample 1
Structure and Operations. The position of the chairperson (the “Chair”) shall be assumed by each member of the Committee on a rotation basis every year, with the following sequence:
Sample 1
Structure and Operations. Size of Board The Board determines the number of directors on the Board, provided that there are at least three and not more than 15 directors, as provided in the certificate of incorporation. The Board will review the size of the Board based on the recommendation of the Governance and Nominating Committee of the Board (the “Governance and Nominating Committee”) and any other factors that it deems appropriate. The number of Board members may change from time to time depending upon the needs of the Board and the Corporation. Board Structure TriMas’ Board is equally divided into three classes. The members of each class of directors serve for staggered three-year terms. The Board believes that staggered election of directors helps to maintain continuity and ensure that a majority of directors at any given time will have in-depth knowledge of TriMas. Directors hold office until the expiration of their respective terms and their successors have been elected and qualified, or until their earlier death, resignation, retirement, disqualification or removal from office.
Sample 1
Structure and Operations. 1. The Committee shall designate a member of the Committee as the Chairperson based on a recommendation from the Nominating and Governance Committee of the Board. The Committee shall meet at least on a quarterly basis, and at such additional times as may be deemed necessary or appropriate by the Chairperson, at such times and places as it deems necessary to fulfill its responsibilities. All Committee members are expected to attend each meeting, in person or via tele-, video- or web-conference. The Committee is governed by the same rules regarding meetings (including meetings in person or by telephone or other similar communications equipment), action without meetings, notice, waiver of notice, and quorum and voting requirements as are applicable to the Board set forth in the Company’s Bylaws.
Sample 1
Structure and Operations 
Sample 1
AutoNDA by SimpleDocs

Related to Structure and Operations

  • Management and Operations 15.1 The Operator shall prepare an annual work programme and budget for each Calendar Year during the term of this Agreement. Each such work programme and budget shall set out in reasonable details, the work to be carried out, facilities to be purchased or created, training and employment programme, establishment, salaries and wages, social welfare schemes to be undertaken, and an estimate of the Expenditure to be incurred. The Operator shall present such work programme and budget to the Government and the Working Interest Owners before the start of each Calendar Year and thereafter provide a quarterly update on the implementation of such work programme and budget.

  • Business and Operations Borrower will continue to engage in the businesses presently conducted by it as and to the extent the same are necessary for the ownership, maintenance, management and operation of the Property. Borrower will qualify to do business and will remain in good standing under the laws of each jurisdiction as and to the extent the same are required for the ownership, maintenance, management and operation of the Property.

  • Financial Condition and Operations The Borrower will not permit any of the events set forth below to occur.

  • Use and Operation 3.1 Permitted Use ......................................................................................................

  • Maintenance and Operation Member-Generator agrees to maintain their system and facilities in accordance with applicable manufacturer's recommended maintenance schedule and standard prudent engineering practices. Member-Generator covenants and agrees to operate their system, facilities and equipment so as to minimize the likelihood for a malfunction or other disturbance, damaging or otherwise affecting or impairing Cooperative’s electrical system. Member-Generator shall comply with all applicable laws, regulations, zoning, building codes, safety rules and other environmental regulations or restrictions applicable to the design, installation, operation and maintenance of the Member-Generator's System. Member-Generator must, at least once every year, conduct a test to confirm that Member-Generator’s System automatically ceases to energize the output (interconnection equipment output voltage goes to zero) within two (2) seconds of being disconnected from Cooperative’s electrical system. Disconnecting the Member-Generator’s System from Cooperative’s electrical system at the visible disconnect switch and measuring the time required for the unit to cease to energize the output shall satisfy this test. Member-Generator shall maintain a record of the results of these tests and, upon request by Cooperative, shall provide a copy of the test results to Cooperative. If Member-Generator is unable to provide a copy of the test results upon request, Cooperative shall notify Member- Generator by mail that Member-Generator has thirty (30) days from the date Member-Generator receives the request to provide Cooperative with the results of a test. If Member-Generator does not provide Cooperative with the test results within the thirty (30) day time period or if the test results provided to Cooperative show that Member-Generator’s net metering unit is not functioning correctly, Cooperative may immediately disconnect Member-Generator’s System from Cooperative’s electrical system. If Member-Generator’s equipment ever fails this test, Member-Generator shall immediately disconnect Member-Generator’s System from Cooperative's electrical system. Member-Generator’s System shall not be reconnected to Cooperative's electrical system by the Member-Generator until Member-Generator’s System is repaired and operating in a normal and safe manner. Cooperative shall have the right to have a representative present and informed when any such tests are conducted. Cooperative does not warrant the testing procedures or results by the presence of its representative. Member-Generator is responsible for protecting their equipment from transient high voltage spikes caused by lightning and/or transient low voltage conditions caused by faults or short circuits, and from any other causes or events. Therefore, Cooperative shall not be responsible for damage to Member-Generator’s equipment allegedly caused by transient high voltage spikes caused by lightning and/or transient low voltage conditions caused by faults or short circuits or other causes or events. Member-Generator agrees to notify Cooperative no less than thirty (30) days prior to modification of the components or design of the Member-Generator’s System that in any way may degrade or significantly alter the System’s output characteristics. Member-Generator acknowledges that any such modifications will require submission of a new Application and Agreement to Cooperative.

  • FIRE AND CASUALTY If the Premises are damaged by fire or other serious disaster or accident and the Premises becomes uninhabitable as a result, (a) Tenant may immediately vacate the Premises and terminate this Agreement upon notice to Landlord or (b) Landlord may terminate this Agreement upon notice to Tenant. Tenant will be responsible for any unpaid rent or will receive any prepaid rent up to the day of such fire, disaster or accident. If the Premises are only partially damaged and inhabitable, Landlord may make full repairs and will do so within a prompt and reasonable amount of time. At the discretion of Landlord, the rent may be reduced while the repairs are being made.

  • Management and Operations of Business 30 Section 7.1 Management .............................................................. 30 Section 7.2 Certificate of Limited Partnership ...................................... 34 Section 7.3 Restrictions on General Partner's Authority ............................. 34 (i) 3 Section 7.4 Reimbursement of the Crescent Group ..................................... 35 Section 7.5 Outside Activities of the Crescent Group ................................ 35 Section 7.6 Contracts with Affiliates ............................................... 36 Section 7.7 Indemnification ......................................................... 36 Section 7.8 Liability of the General Partner ........................................ 39 Section 7.9 Other Matters Concerning the General Partner ............................ 39 Section 7.10 Title to Partnership Assets ............................................ 40 Section 7.11 Reliance by Third Parties .............................................. 40 Section 7.12 Limited Partner Representatives ........................................ 41

  • Communications and Operations Management a. Network Penetration Testing - Transfer Agent shall, on approximately an annual basis, contract with an independent third party to conduct a network penetration test on its network having access to or holding or containing Fund Data. Transfer Agent shall have a process to review and evaluate high risk findings resulting from this testing.

  • Capital Structure and Business If all or part of a Credit Party's Stock is pledged to Agent, that Credit Party shall not issue additional Stock. No Credit Party shall amend its charter or bylaws in a manner that would adversely affect Agent or Lenders or such Credit Party's duty or ability to repay the Obligations. No Credit Party shall engage in any business other than the businesses currently engaged in by it or businesses reasonably related thereto.

  • Fire and Casualty Insurance Developer shall obtain and keep in full force adequate fire and casualty insurance with coverage in an amount equal to the assessed value of such improvements. In the event of loss the Developer shall use the proceeds of such insurance to promptly reconstruct the damaged or lost improvements.

Time is Money Join Law Insider Premium to draft better contracts faster.