Evaluation mechanism Sample Clauses
An evaluation mechanism clause establishes the process and criteria by which the performance or quality of goods, services, or contractual obligations will be assessed. Typically, this clause outlines who will conduct the evaluation, the standards or benchmarks to be used, and the timing or frequency of assessments. For example, it may require periodic reviews of a supplier’s deliverables against agreed-upon specifications. The core function of this clause is to ensure objective and transparent measurement of performance, thereby reducing disputes and clarifying expectations between the parties.
Evaluation mechanism a. The performance evaluation of independent directors shall be done by the entire Board of Directors, excluding the director being evaluated.
b. On the basis of the report of performance evaluation, it shall be determined whether to extend or continue the term of appointment of the independent director.
1. At all the times, Independent Director shall comply with all the confidential obligations mentioned below:
a) The Independent Director agrees and acknowledges that during the course of Independent Director’s appointment with the Company, the Independent Director shall have access to Confidential Information and shall hold the Confidential Information in confidence.
b) The Independent Director understands and acknowledges that an access to the Confidential Information has been provided to the Independent Director solely as a consequence of Independent Director’s appointment with the Company. The Independent Director, in particular (without limitation), will not use or exploit any of Confidential Information for any other purposes, commercially or otherwise. The Independent Director shall not analyze the Confidential Information beyond the Purpose.
c) The Independent Director understands and acknowledges that the Confidential Information is of immense value to the Company and /or its present, past or prospective clients. The Independent Director understands that any use or disclosure of such Confidential Information including any inadvertent disclosure can cause immense and irreparable harm, loss, damage and injury to the Company and its reputation and hence undertakes to keep such Confidential Information confidential and hold it in at least the same manner and with the same protections as the Company would do so.
d) The Independent Director agrees and undertakes to absolutely refrain from, in any manner, divulging, distribute, discussing, disclosing or attempting to divulge, distribute, discuss or disclose to any third party who is not authorized to have such information, including any individual or corporation other than the Company.
e) The Independent Director shall use the Confidential Information solely in the manner expressly authorized by the Company and only during the term of Independent Director’s appointment with the Company. The Independent Director also agrees and undertakes to absolutely refrain from in any manner directly or indirectly using the Confidential Information without express permission of the Company.
f) In the event the Indepen...
Evaluation mechanism. The performance evaluation of independent directors shall be done by the entire Board of Directors, excluding the director being evaluated.
Evaluation mechanism. (1) The performance evaluation of independent Directors shall be done by the entire Board of Directors, excluding the Director being evaluated.
(2) On the basis of the report of performance evaluation, it shall be determined whether to extend or continue the term of appointment of the independent Director.
(1) Subject to the provisions of this Act, a Director of a Company shall act in accordance with the articles of the Company.
(2) A Director of a Company shall act in good faith in order to promote the objects of the Company for the benefit of its members as a whole, and in the best interests of the Company, its employees, the shareholders, the community and for the protection of environment.
(3) A Director of a Company shall exercise his duties with due and reasonable care, skill and diligence and shall exercise independent judgment.
(4) A Director of a Company shall not involve in a situation in which he may have a direct or indirect interest that conflicts, or possibly may conflict, with the interest of the Company.
(5) A Director of a Company shall not achieve or attempt to achieve any undue gain or advantage either to himself or to his relatives, partners, or associates and if such Director is found guilty of making any undue gain, he shall be liable to pay an amount equal to that gain to the Company.
(6) A Director of a Company shall not assign his office and any assignment so made shall be void.
(7) If a Director of the Company contravenes the provisions of this section such Director shall be punishable with fine which shall not be less than one lakh rupees but which may extend to five lakh rupees. Responsibilities of the Board
1. Disclosure of Information
a. Members of the Board and key executives should be required to disclose to the Board whether they, directly, indirectly or on behalf of third parties, have a material interest in any transaction or matter directly affecting the Company.
b. The Board and top management should conduct themselves so as to meet the expectations of operational transparency to stakeholders while at the same time maintaining confidentiality of information in order to ▇▇▇▇▇▇ a culture for good decision-making.
2. Key functions of the Board The Board should fulfill certain key functions, including:
a. Reviewing and guiding corporate strategy, major plans of action, risk policy, annual budgets and business plans; setting performance objectives; monitoring implementation and corporate performance; and overseeing major cap...