Call Procedures Clause Samples
The Call Procedures clause outlines the specific steps and requirements for initiating and conducting formal meetings or calls between parties under an agreement. It typically details how notice of a call should be given, the required advance timing, the method of communication, and any necessary information that must be included in the notice, such as agenda items or participant lists. By establishing a clear process for organizing and managing calls, this clause ensures that all parties are adequately informed and prepared, thereby reducing misunderstandings and promoting efficient communication.
Call Procedures. The Company Call Option may be exercised by delivery of written notice thereof (the “Company Call Notice”) to Purchaser prior to or within 60 days after the applicable Repurchase Date. The Company Call Notice shall state that the Company has elected to exercise the Company Call Option and the number and price of the Purchased Shares with respect to which the Company Call Option is being exercised. The closing of any purchase and sale of Purchased Shares pursuant to this Section 6 shall take place as soon as reasonably practicable, and in any event not later than 30 days after delivery of the Company Call Notice (provided, that such time shall be extended as necessary to comply with requirements of the ▇▇▇▇-▇▇▇▇▇-▇▇▇▇▇▇ Antitrust Improvements Act of 1976, as amended, or other applicable legal requirements) at the principal office of the Company, or at such other time and location as the parties may mutually determine. At the closing of any purchase and sale of Purchased Shares following the exercise of the Company Call Option, Purchaser shall deliver to the Company a certificate or certificates (or book-entry transfer) representing the Purchased Shares to be purchased by the Company duly endorsed, or with stock (or equivalent) powers duly endorsed, for transfer with signature guaranteed, free and clear of any lien or encumbrance, with any necessary stock (or equivalent) transfer tax stamps affixed, and the Company shall pay to Purchaser by certified or bank check or wire transfer of immediately available federal funds the purchase price of the Purchased Shares being purchased by the Company. The delivery of a certificate or certificates (or book-entry transfer) for Purchased Shares by Purchaser shall be deemed a representation and warranty by Purchaser that: (i) Purchaser has full right, title and interest in and to such Purchased Shares; (ii) Purchaser has all necessary power and authority and has taken all necessary action to sell such Purchased Shares as contemplated; (iii) such Purchased Shares are free and clear of any and all liens or encumbrances created by Purchaser; and (iv) there is no Adverse Claim with respect to such Purchased Shares. If any payment of cash is required upon the purchase of Purchased Shares by the Company upon the exercise of any Company Call Option and (x) such payment would constitute, result in or give rise to any breach or violation of, or any default or right or cause of action under, any financing arrangement by which the ...
Call Procedures. The Shareholders' Meetings may be called at any time by the Chairman, by his or her own initiative or at the written request of any Shareholder or otherwise as contemplated by the Brazilian Corporation Law. Failure by the Chairman to call any such meeting requested by any Shareholder within five (5) calendar days from the date of receipt of the pertinent request shall allow such Shareholder to call the applicable meeting. Subject to the applicable legal provisions, the call notices shall be delivered to each Shareholder at least eight (8) calendar days in advance of the date scheduled for the holding of each Shareholders' Meeting and shall contain information on the place, date and time the relevant Shareholders' Meeting will be held and the detailed agenda, as well as any documentation that shall be used to support the matters to be discussed at such meeting, subject to the provisions of Section 5.1.4 below. Unless otherwise agreed by the Shareholders, the Shareholders' Meeting shall be held at the Company's headquarters.
Call Procedures. The Shareholders’ Meetings may be called at any time by the Chairman, by his or her own initiative or at the written request of any Shareholder or otherwise as contemplated by the Brazilian Corporation Law. Failure by the Chairman to call any such meeting requested by any Shareholder within five (5) calendar days from the date of receipt of the pertinent request shall allow such Shareholder to call the applicable meeting. The applicable legal provisions being duly observed, the call notices shall be delivered to each Shareholder at least 8 (eight) calendar days in advance from the date scheduled for the holding of each Shareholders’ Meeting and shall contain information on the date and time the relevant Shareholders’ Meeting will be held and the detailed agenda, as well as any support documentation.
Call Procedures. The Chairman shall call all meetings of the Board of Directors. The call notice shall be delivered, either personally, by facsimile, by e-mail or by international mail, by his or her initiative or at the written request of any Member. Failure by the Chairman to call any meeting requested by any Member within five (5) calendar days from the date of receipt of the request by any Member allows such Member to call the meeting. The meetings of the Board of Directors shall be called at least eight (8) calendar days prior to the date of each meeting. The call notice shall specify the place, date and time of the meeting and shall comprise its detailed agenda, including any proposal of resolutions, any document prepared by the Company in advance of the meeting in order to support any resolution and all necessary documentation related thereto. Notice may be waived in writing or by the attendance of all Members. The attendance of a Member at a meeting shall constitute a waiver of notice of such meeting, except when the Member attends the meeting for the express purpose of objecting at the beginning thereof to the transaction of any business because the meeting has not been properly called or convened.
Call Procedures. The Chairman shall call all meetings of the Board of Directors. The call notice shall be delivered, either personally, by facsimile or by international mail, by his or her own initiative or at the written request of any Member. Failure by the Chairman to call any meeting requested by any Member within five (5) calendar days from the date of receipt of the request by any Member allows any other Member to call the requested meeting. The meetings of the Board of Directors shall be called at least eight (8) calendar days prior to the date of each meeting. The call notice shall specify the place, date and time of the meeting and shall inform the detailed agenda, subject to the provisions of Section 6.2.8 below, and attach any proposal of resolutions, any document prepared by the Company in advance of the meeting in order to support any resolution and all necessary documentation related thereto. Notice may be waived in writing or by the attendance of all Members. The attendance of a Member at a meeting shall constitute a waiver of notice of such meeting, except when the Member attends the meeting for the express purpose of objecting at the beginning thereof to the transaction of any business because the meeting has not been properly called or convened. Unless otherwise agreed by the Members, the Board of Directors' meetings shall be held at the Company's headquarters.
Call Procedures. To be offered additional shifts, Employees must notify the on call scheduling supervisor in writing of their interest to accept shifts across the agency.
Call Procedures. Board Meetings may be called by the chairperson on his/her own initiative, at any time, provided that, in addition to the ordinary and extraordinary meetings described herein and in Section 4.1 above, upon prior justification in writing, the Investor Directors shall be entitled to call no more than two (2) additional Board Meetings each Fiscal Year. The call notice may be delivered by e-mail message, to be followed by delivery of written notice, either personally or by mail, to each Director, provided that such written notice sent either personally or by mail shall be sent at least five (5) Business Days in advance of the date scheduled for the holding of each Board meeting, at the Company’s expense. Each call notice shall specify the place (which, unless otherwise agreed by the Board or required by Applicable Law, shall always be held in the Company’s headquarters), date and time of the meeting and shall include the agenda (which cannot only include generic wording as “to discuss other matters of interest” or the like), any document prepared by the Company in advance of the meeting in order to support any resolution, and all reasonably necessary documentation related thereto. Notice may be waived in writing or by the attendance of all Directors. The attendance of a Director at a meeting shall constitute a waiver of notice of such meeting, except when the Director attends the meeting for the express purpose of objecting at the beginning thereof to the transaction of any business because the meeting has not been properly called or convened.
Call Procedures. A call for Optional Capital Contributions shall be issued by or on behalf of the Board of Representatives by a notice that shall specify the aggregate amount of the call (the "Call Amount"). Such notice shall be sent to all Partners. The notice shall specify a date on which the Optional Capital Contribution is to paid which shall be not less than 15 days nor more than 30 days following the date of the notice by which the call was effected (the "Contribution Date"). No Partner shall be obligated to satisfy any such call; provided that the TCI General Partner and its Representatives shall have an obligation to act reasonably in approving a call for Optional Capital Contributions proposed by the Adelphia General Partner Representatives. To satisfy a call for Optional Capital Contributions, a Partner shall on or before the date that is 10 days after the date of the notice (the "Due Date") provide the Partnership with a written commitment to pay to the Partnership cash in an amount equal to its Applicable Percentage multiplied by the Call Amount (the "Commitment Amount"). If the aggregate Commitment Amounts are less than the Call Amount, then each Partner which has provided such a written commitment shall be advised simultaneously by the Partnership of that fact within five days of the Due Date and shall be given an opportunity for 10 days following receipt of such advice to withdraw such commitment or, alternatively, to provide the balance of the Call Amount. Any Partner so withdrawing such commitment shall not be obligated to make any contribution to the Partnership in respect of such commitment. If the Partners elect not to make contributions of all of the Call Amount, the Adelphia General Partner may (but shall have no obligation to) elect either (a) to provide funds in an amount equal to the Call Amount (directly or through an Affiliate) as new preferred equity, it being understood and agreed that such new preferred equity shall not affect the Applicable Percentages, shall have a preference over other equity with respect to distributions from the Partnership and shall be issued on commercially reasonable terms at market rates, all as reasonably determined by the Adelphia General Partner (which equity shall not be subject to the limitations or approval rights of the TCI General Partner under Section 7.5(i) or (iii)); (b) to provide such funds (directly or through an Affiliate) as a loan on commercially reasonable terms at market rates, as reasonably determi...
Call Procedures. To facilitate KPMG’s ability to resolve an issue in a timely fashion, the Client must observe the required issue reporting procedures. This section describes the procedures relating to the reporting of support calls to KPMG. All support service calls should be directed through KPMG’s standard support options as follows: Email: ▇▇▇▇▇▇▇@▇▇▇▇▇▇.▇▇▇ Telephone: Toll Free: ▇-▇▇▇-▇▇▇-▇▇▇▇, extension 2; or Direct: ▇▇▇-▇▇▇-▇▇▇▇, extension 2.
Call Procedures. Each of CareSource and CGHC shall take all commercially reasonable actions necessary to consummate the Call Right, including making any required notices, filings or applications with Governmental Authorities, receiving necessary consents, approvals or other authorizations from such Governmental Authorities or other Persons, entering into agreements and delivering certificates and instruments and consents as may be deemed necessary or appropriate and as are normal and customary for comparable transactions.