FORMATION AND OPERATION OF PRACTICE MANAGEMENT BOARD Sample Clauses

FORMATION AND OPERATION OF PRACTICE MANAGEMENT BOARD. Management Company and ICRM will establish a practice management board (“Practice Management Board”), which will be responsible, to assist ICRM, in developing management and administrative policies for the overall operation of ICRM. The Practice Management Board will consist of designated representatives from Management Company as determined by Management Company, designated representatives of ICRM as determined by ICRM, the Executive Director and the Medical Director. It is the intent and objective of Management Company and ICRM that they agree on the overall provision of the Business Services to ICRM. In the case of any matter requiring a formal vote, ICRM shall have one (1) vote and Management Company shall have one (1) vote; provided, however, the determination with respect to adding Shareholders, or hiring or firing of Physician-Employees shall be determined solely by ICRM. The desire is that Management Company and ICRM agree on matters of operations and that, if they disagree, they will have to work cooperatively to resolve any disagreement. The Practice Management Board shall meet at least three (3) times per calendar year and will maintain minutes of all meetings, which minutes shall, among other things, reflect all decisions of the Practice Management Board.
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FORMATION AND OPERATION OF PRACTICE MANAGEMENT BOARD. IntegraMed and CRM will establish a practice management board ("Practice Management Board"), which will be responsible, to assist CRM, in developing management and administrative policies for the overall operation of CRM. The Practice Management Board will consist of designated representatives from IntegraMed as determined by IntegraMed, designated representatives of CRM as determined by CRM, the Executive Director and the Medical Director. It is the intent and objective of IntegraMed and CRM that they agree on the overall provision of the Business Services to CRM. In the case of any matter requiring a formal vote, CRM shall have one (1) vote and IntegraMed shall have one (1) vote; provided, however, the determination with respect to adding Shareholders, or hiring or firing of Physician-Employees shall be determined solely by CRM. The desire is that IntegraMed and CRM agree on matters of operations and that, if they disagree, they will have to work cooperatively to resolve any disagreement. The Practice Management Board shall meet at least three (3) times per calendar year and will maintain minutes of all meetings, which minutes shall, among other things, reflect all decisions of the Practice Management Board.
FORMATION AND OPERATION OF PRACTICE MANAGEMENT BOARD. IntegraMed and PC will establish a practice management board ("Practice Management Board"), which will be responsible for developing management and administrative policies for the overall operation of PC. The Practice Management Board will consist of designated representatives from IntegraMed, one or more PC owners, as determined by PC, such other PC physicians, as appropriate and determined by PC, and the Executive Director. It is the intent and objective of IntegraMed and PC that they agree on the overall provision of the Services to PC. In that connection, IntegraMed will serve in an advisory capacity to the Practice Management Board with the expectation that IntegraMed will counsel and advise the Practice Management Board as to the provision of the Services. It is understood and agreed that nothing herein shall obligate IntegraMed to provide Services that are commercially unreasonable, beyond IntegraMed's economic ability to do so or inconsistent with the spirit and intent of this Agreement.
FORMATION AND OPERATION OF PRACTICE MANAGEMENT BOARD. Management Company and UFC will establish a practice management board (“Practice Management Board”), which will be responsible, to assist UFC, in developing management and administrative policies for the overall operation of UFC. The Practice Management Board will consist of designated representatives from Management Company as determined by Management Company, designated representatives of UFC as determined by UFC, the Executive Director and the Medical Director. It is the intent and objective of Management Company and UFC that they agree on the overall provision of the Business Services to UFC. In the case of any matter requiring a formal vote, UFC shall have one (1) vote and Management Company shall have one (1) vote; provided, however, the determination with respect to adding Shareholders, or hiring or firing of Physician-Employees shall be determined solely by UFC. The desire is that Management Company and UFC agree on matters of operations and that, if they disagree, they will have to work cooperatively to resolve any disagreement. The Practice Management Board shall meet at least three (3) times per calendar year and will maintain minutes of all meetings, which minutes shall, among other things, reflect all decisions of the Practice Management Board.
FORMATION AND OPERATION OF PRACTICE MANAGEMENT BOARD. Management Company and LLC will establish a practice management board (“Practice Management Board”), which will be responsible to assist LLC in developing management and administrative policies for the overall operation of LLC; provided, however, that LLC shall retain final authority for approving policies and procedures governing medical and clinical aspects of LLC’s operations. The Practice Management Board will consist of designated representatives from Management Company as determined by Management Company, designated representatives of LLC as determined by LLC, the Executive Director and the Medical Director. It is the intent and objective of Management Company and LLC that they use all reasonable efforts to agree on the overall provision of the Business Services to LLC and that, if they disagree, they will work cooperatively to resolve any such disagreement as outlined in this Agreement.
FORMATION AND OPERATION OF PRACTICE MANAGEMENT BOARD. RPI and Reproductive Partners will establish a practice management board ("Practice Management Board"), which will be responsible, to assist Reproductive Partners, in developing management and administrative policies for the overall operation of Reproductive Partners. The Practice Management Board will consist of designated representatives from RPI as determined by RPI, designated representatives of Reproductive Partners as determined by Reproductive Partners, the Executive Director and the Medical Director of each Cost Center. It is the intent and objective of RPI and Reproductive Partners that they agree on the overall provision of the Services to Reproductive Partners. In the case of any matter requiring a formal vote, Reproductive Partners shall have one (1) vote and RPI shall have one (1) vote; provided, however, the determination with respect to adding Shareholders, or hiring or firing of Physician-Employees shall be determined solely by Reproductive Partners. The desire is that RPI and Reproductive Partners agree on matters of operations and that, if they disagree, they will have to work cooperatively to resolve any disagreement. The Practice Management Board shall meet at least three (3) times per calendar year and will maintain minutes of all meetings, which minutes shall, among other things, reflect all decisions of the Practice Management Board.
FORMATION AND OPERATION OF PRACTICE MANAGEMENT BOARD. IntegraMed and ARMS will establish a practice management board ("Practice Management Board"), which will be responsible for developing management and administrative policies for the overall operation of ARMS. The Practice Management Board will consist of designated representatives from IntegraMed as determined by IntegraMed, designated representatives of ARMS as determined by ARMS, the Executive Director and the Medical Director. It is the intent and objective of IntegraMed and ARMS that they agree on the overall provision of the Business Services to ARMS. In the case of any matter requiring a formal vote, ARMS shall have one (1) vote and IntegraMed shall have one (1) vote; provided, however, the determination with respect to adding Shareholders, or hiring or firing of Physician-Employees shall be determined solely by ARMS. The desire is that IntegraMed and ARMS agree on matters of operations and that, if they disagree, they will have to work cooperatively to resolve any disagreement. During the Initial Term, the Practice Management Board will meet not less than monthly. Thereafter, the Practice Management Board shall meet at least three (3) times per calendar year and will maintain minutes of all meetings, which minutes shall, among other things, reflect all decisions of the Practice Management Board.
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FORMATION AND OPERATION OF PRACTICE MANAGEMENT BOARD. IntegraMed and SEFC will establish a practice management board ("Practice Management Board"), which will be responsible, to assist SEFC, in developing management and administrative policies for the overall operation of SEFC. The Practice Management Board will consist of designated representatives from IntegraMed as determined by IntegraMed, designated representatives of SEFC as determined by SEFC, the Executive Director and the Medical Director. It is the intent and objective of IntegraMed and SEFC that they agree on the overall provision of the Business Services to SEFC. In the case of any matter requiring a formal vote, SEFC shall have one (1) vote and IntegraMed shall have one (1) vote; provided, however, the determination with respect to adding Shareholders, or hiring or firing of Physician-Employees shall be determined solely by SEFC. The desire is that IntegraMed and SEFC agree on matters of operations and that, if they disagree, they will have to work cooperatively to resolve any disagreement. The Practice Management Board shall meet at least three (3) times per calendar year and will maintain minutes of all meetings, which minutes shall, among other things, reflect all decisions of the Practice Management Board.

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  • 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.

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  • Maintenance and Operation (a) Lessee, at its own cost and expense, shall maintain, repair and keep each Unit, and cause the Manager under the Management Agreement to maintain, repair and keep each Unit, (i) according to Prudent Industry Practice and in all material respects, in good working order, and in good physical condition for railcars of a similar age and usage, normal wear and tear excepted, (ii) in a manner in all material respects consistent with maintenance practices used by the Manager in respect of railcars owned, leased or managed by the Manager similar in type to such Unit or, with respect to (A) any Equipment subject to an Existing Equipment Sublease that is a Net Sublease, maintenance practices used by the applicable Sublessee in respect of railcars similar in type to such Unit used by such Sublessee on its domestic routes in the United States; (provided further, however that after the return to the Manager of any Unit which was subject to a Net Sublease immediately prior to such return, such Unit shall be maintained and repaired in all material respects in a manner consistent with maintenance practices used by the Manager in respect of railcars owned, leased or managed by the Manager similar in type to such Unit) and (B) any Permitted Sublease that is a Net Sublease entered into after the Closing Date where (x) the long term unsecured debt of the applicable Sublessee is rated at least BBB- by S&P and Baa3 by Xxxxx'x (or at least BBB- by S&P or Baa3 by Xxxxx'x if then rated by only one such rating agency) or similarly rated by any rating agency, (y) the applicable Sublessee is organized under the laws of the United States or any State thereof and (z) the applicable Sublessee is the owner or lessee of at least 250 railcars used primarily on domestic routes in the United States, maintenance practices used by such Sublessee in respect of railcars similar in type to such Unit, (iii) in accordance with all manufacturer's warranties in effect but only to the extent that the lack of compliance therewith would reasonably be expected to adversely affect the coverage thereunder and in accordance with all applicable provisions, if any, of insurance policies required to be maintained pursuant to Section 12 and (iv) in compliance in all material respects with any applicable laws and regulations from time to time in effect, including, without limitation, the Field Manual of the AAR, FRA rules and regulations and Interchange Rules as they apply to the maintenance and operation of the Units in interchange regardless of upon whom such applicable laws and regulations are nominally imposed; provided, however, that, so long as the Manager or, with respect to any Equipment subject to an Existing Equipment Sublease which is a Net Sublease, the applicable Sublessee, as applicable, is similarly contesting such law or regulation with respect to all other similar equipment owned or operated by Manager or, with respect to any Equipment subject to an Existing Equipment Sublease which is a Net Sublease, the applicable Sublessee, as applicable, Lessee (or such Sublessee) may, in good faith and by appropriate proceedings diligently conducted, contest the validity or application of any such standard, rule or regulation in any manner that does not (w) materially interfere with the use, possession, operation or return of any of the Units, (x) materially adversely affect the rights or interests of Lessor, Policy Provider or the Indenture Trustee in the Units or hereunder, (y) expose Lessor, Policy Provider or the Indenture Trustee to criminal sanctions or (z) violate any maintenance requirements contained in any insurance policy required to be maintained by the Lessee under this Lease or the Collateral Agency Agreement if such violation would reasonably be expected to adversely affect the coverage thereunder; provided further, that Lessee shall promptly notify Lessor, Policy Provider and Indenture Trustee in reasonable detail of any such contest. In no event shall Lessee discriminate in any material respect as to the use or maintenance of any Unit (including the periodicity of maintenance or recordkeeping in respect of such Unit) as compared to equipment of a similar nature which the Manager owns or manages. Lessee will maintain all records, logs and other materials required by relevant industry standards or any governmental authority having jurisdiction over the Units required to be maintained in respect of any Unit, all as if Lessee were the owner of such Units, regardless of whether any such requirements, by their terms, are nominally imposed on Lessee, Lessor or Owner Participant.

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  • Information and Cooperation Each Party that has responsibility for filing and prosecuting any Patent Rights under this Section 7.4 (a “Filing Party”) shall (a) regularly provide the other Party (the “Non-Filing Party”) with copies of all patent applications filed hereunder and other material submissions and correspondence with the patent offices, in sufficient time to allow for review and comment by the Non-Filing Party; and (b) provide the Non-Filing Party and its patent counsel with an opportunity to consult with the Filing Party and its patent counsel regarding the filing and contents of any such application, amendment, submission or response. The advice and suggestions of the Non-Filing Party and its patent counsel shall be taken into consideration in good faith by such Filing Party and its patent counsel in connection with such filing. Each Filing Party shall pursue in good faith all reasonable claims and take such other reasonable actions, as may be requested by the Non-Filing Party in the prosecution of any Patent Rights covering any Program Technology under this Section 7.4; provided, however, if the Filing Party incurs any additional expense as a result of any such request, the Non-Filing Party shall be responsible for the cost and expenses of pursuing any such additional claim or taking such other actions. In addition, Company agrees that if Licensor claims any action taken under Section 7.4(d)(i) would be detrimental to Patent Rights covering Licensor Technology, Licensor shall provide written notice to Company and the Patent Coordinators shall, as promptly as possible thereafter, meet to discuss and resolve such matter and, if they are unable to resolve such matter, the Parties shall refer such matter to a mutually agreeable outside patent counsel for resolution.

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