Management Operations Clause Samples

The Management Operations clause defines the procedures and authority for overseeing and directing the day-to-day activities of a project or business venture. It typically outlines who is responsible for making operational decisions, how those decisions are communicated, and any limitations on management powers. For example, it may specify that a designated manager or management committee handles budgeting, staffing, and routine business matters. This clause ensures clarity in operational responsibilities and helps prevent disputes by clearly delineating management roles and processes.
Management Operations. The AOL Buying Directory will enable AOL Users to search across Onvia's inventory of products and services along with such other third-party inventory integrated into the AOL Buying Directory in accordance Exhibit A-1 and Exhibit I hereto. AOL will have design approval rights for user interface and display elements of the AOL Buying Directory and results pages (e.g., the manner in which results pages will list AOL third party partner inventory as well as Onvia inventory). As long as Onvia's products and services are directly relevant to the queried item or service, AOL will list at least one of Onvia's products or services [* * *] on the first results page. Upon AOL's request, Onvia will integrate into the AOL Buying Directory (including without limitation the results pages thereof), third-party services and products, in a manner specified by AOL and in accordance with the schedule set forth in Exhibit A-1 and Exhibit I hereto. The products and services of Onvia to be integrated into the AOL Buying Directory are limited to the categories of products and services set forth in Exhibit D hereto but shall include a comprehensive offering of such categories as set forth on Exhibit A-1. Although the AOL Buying Directory may reside within the AOL Network rather than the Co-Branded Site, all express obligations, representations and warranties of Onvia herein with respect to the Co-Branded Site (e.g., management, quality, competitiveness, etc.), shall apply equally with respect to the AOL Buying Directory (except as otherwise expressly set forth in this Section 6.4). Notwithstanding anything to the contrary, AOL owns, operates and controls all areas on which the AOL Buying Directory resides, including the Advertising inventory therein; provided that Onvia retains any existing ownership of (i) any proprietary underlying technology related to the AOL Buying Guide as Execution Copy provided by Onvia to AOL, and (ii) the Co-Branded Site Buying Directory (defined below), subject to the terms hereof. In addition to the other operational requirements of this Agreement, Onvia shall ensure that the AOL Buying Directory performs searches and displays results at least as quickly as the buying directory then-currently available on the Standard Site. Such results shall be displayed in a manner designated by AOL from time to time, which may include two columns. If and when (in AOL's discretion) AOL launches the B2B Area, then Onvia shall promptly make the AOL Buying Directory av...
View SourceView Similar (2)
Management Operations. TERASUM will carry out the Management Transactions via the Trading Platform, based on the best sale and purchase prices offered on this Trading Platform on the date of the Management Transaction. TERASUM shall not be obliged to use any other trading platform or to seek other sale or purchase prices than those offered on the Trading Platform.
View Source
Management Operations. Those which demand high levels of managerial expertise and competence to co-ordinate and direct a variety of technical programmes. This may entail determining technical service standards and priorities (generally in conjunction with professional staff) within operational directives and the constraints of resources. Positions at this level are generally the recognised head of a major work group/production operation within the organisation. Supervision/Management Operations. Functions: - the coordination of technical operations. - the planning of work flow within a technical environment to achieve an end result. - the direction of technical employees and technical support personnel to contribute to the achievement of the end result/operations. - the organisation of staff/physical/financial resources to undertake technical work and/or contribute to the achievement of technical objectives - the evaluation of technical operations/contributions. - the oversight of technical activities. - the management of projects - the supervision of work programmes/contracts/activities - the administration of contracts/programmes. - the coordination/control of technical/non-technical staff. - the management of field camps. • the application of scientific knowledge, expertise and competence to perform standard or routine diagnostic/research duties, including participation in problem definition, planning, execution, analysis and reporting. • the scope and complexity of duties within the diagnostic/research environment will increase with experience to give an evolving level of operational competence. • application of professional knowledge.
View Source
Management Operations. The Board of Managers shall have general power to manage the Company. Nothing in this Agreement is intended to limit the Board of Managers from outsourcing some or all of the Board of Manager’s duties. All outsourced duties shall be memorialized in a separate contractual agreement between the Company and the entity or entities to which duties have been outsourced. Notwithstanding the foregoing, it is the Members’ intent for the Company to enter into a management and technology services contract with Community Care of North Carolina, Inc. (the “CCNC Contract”) upon industry-standard terms and conditions. In the event the CCNC Contract is terminated pursuant to its provisions, the Company may contract with another entity or entities pursuant to its policies and procedures.
View Source
Management Operations. The AOL Buying Directory will ---------------------- enable AOL Users to search across Onvia's inventory of products and services along with such other third-party inventory integrated into the AOL Buying Directory in accordance Exhibit A-1 and Exhibit I hereto. AOL will have design approval rights for user interface and display elements of the AOL Buying Directory and results pages (e.
View Source
Management Operations. Except as expressly provided otherwise by the terms of this Agreement, the determination and administration of CITY policy, the operations of the CITY and the direction of the employees are vested exclusively in the City Manager or his designated representatives when so delegated by the City Manager.
View Source
Management Operations. In light of the novel coronavirus disease 2019 (COVID-19) pandemic, ▇▇▇▇ planned many of the activities for Year 4 with remote work in mind. However, as the disease surges in communities globally, the availability of stakeholders may shift accordingly. Further, as restrictions ease in places where the burden of the COVID-19 pandemic is lessening, SALT is prepared to accommodate that shift, heeding all public health guidance. With the unpredictable nature of pandemics, communication is vital; therefore, SALT will continue to keep an open line of communication with USAID and foundation partners should there be an impact to ▇▇▇▇’s proposed work in Year 4. Management of staff and resources is an important part of implementing a USAID cooperative agreement. In order to be effective in technical implementation and operational compliance, staff management must be a priority. SALT will operate as a cohesive unit to implement the program. While staff is in California, Colorado, and Washington, D.C., FishWise will ensure that frequent and consistent communication systems are in place for video and audio meetings.
View Source
Management Operations. The management of the site will include the following: site inspections; mowing of grass verges and path edges; repairing and keeping paths weed free; tree thinning and shrub coppicing to establish woodland areas and retain open wetland areas for newts; keeping ponds, culverts and ditches clear of overgrowth; clearing litter; maintaining the ▇▇▇▇ ▇▇▇▇▇ and passes; purchasing and maintaining welcome signs; newt monitoring and any actions needed to protect them such as removing fish from ▇▇▇▇ ▇▇▇▇▇. Ecological surveys will take place to identify ways to improve the site for wildlife and it is envisaged that the conservation interest of the site will grow as the site develops. 3.3 LRT owns the land. It will manage the endowment and will appoint CCDC as the site manager to manage the site in accordance with the adopted management plan. LRT will retain responsibility for the site relating to its history as a former brickworks and coal and refuse tip. CCDC will be responsible for the physical maintenance of the site, staffing, and co- ordinating the roles of other partners, together with day to day health and safety under normal occupiers liability. Other interested parties include English Partnerships (EP) and Advantage West Midlands. It is also hoped to consult with and involve the following organisations and groups: o Hednesford Football Club and the business units, to gain their support and work with them to ensure that parts of their land can linked ecologically o Local Residents bordering the site, aim to consider setting up a Friends Group and / or Voluntary Ranger Service o Anglers, so that fishing can be legitimised, improved and controlled o The Wildlife Trust – to gain advice on habitat management o Forest of Mercia o Hednesford Town Council, ▇▇▇▇▇ ▇▇▇▇▇ and Wimblebury Parish Council
View Source
Management Operations 
View SourceView Similar (5)

Related to Management Operations

  • Interim Operations (a) The Company covenants and agrees as to itself and its Subsidiaries that, from and after the execution of this Agreement and prior to the Effective Time (unless Parent shall otherwise approve in writing, which approval shall not be unreasonably withheld, conditioned or delayed, and except as (1) required by applicable Law, (2) expressly required by this Agreement or (3) otherwise expressly disclosed in Section 6.1(a) of the Company Disclosure Letter), the Company shall use its reasonable best efforts to conduct its business and the business of its Subsidiaries in the ordinary course of business consistent with past practice and each of the Company and its Subsidiaries shall, subject to compliance with the specific matters set forth below, use reasonable best efforts to preserve its business organization intact and maintain the existing relations and goodwill with Governmental Entities, customers, suppliers, distributors, licensors, creditors, lessors, employees and business associates and others having material business dealings with it and keep available the services of the Company and its Subsidiaries’ present employees and agents. Without limiting the generality of, and in furtherance of, the foregoing, the Company covenants and agrees as to itself and its Subsidiaries that, from and after the date of this Agreement and prior to the Effective Time, except (A) as required by applicable Law, (B) as Parent may approve in writing (such approval not to be unreasonably withheld, conditioned or delayed), (C) as expressly disclosed in Section 6.1(a) of the Company Disclosure Letter or (D) as expressly provided for in this Agreement, the Company shall not and will not permit any of its Subsidiaries to: (i) (A) amend its articles of incorporation or code of regulations (or comparable governing documents) (other than immaterial amendments to the governing documents of any wholly owned Subsidiary of the Company that would not prevent, materially delay or materially impair the Merger or the other transactions contemplated by this Agreement), (B) split, combine, subdivide or reclassify its outstanding shares of capital stock (except for any such transaction by a wholly owned Subsidiary of the Company which remains a wholly owned Subsidiary after consummation of such transaction), (C) declare, set aside or pay any dividend or distribution payable in cash, stock or property (or any combination thereof) in respect of any shares of its capital stock (except for (1) any dividends or distributions paid by a direct or indirect wholly owned Subsidiary of the Company to another direct or indirect wholly owned Subsidiary of the Company or to the Company or (2) other than normal quarterly cash dividends on the Company’s Shares as described in Section 6.1(a)(i)(C) of the Company Disclosure Letter), (D) enter into any agreement with respect to the voting of its capital stock or (E) purchase, repurchase, redeem or otherwise acquire any shares of its capital stock or any securities convertible or exchangeable into or exercisable for any shares of its capital stock (other than (1) pursuant to the cashless exercise of Company Options or the forfeiture of, or withholding of Taxes with respect to, Company Options, Company Restricted Stock Units or Company Performance Stock Units in connection with any Taxable event related to such awards, in each case in accordance with past practice and with the terms of the applicable Company Stock Plan as in effect on the date of this Agreement (or as modified after the date of this Agreement in accordance with the terms of this Agreement) or (2) purchases, repurchases, redemptions or other acquisitions of securities of any wholly owned Subsidiary of the Company by the Company or any other wholly owned Subsidiary of the Company); (ii) merge or consolidate with any other Person, or restructure, reorganize or completely or partially liquidate (other than mergers among, or the restructuring, reorganization or liquidation of any wholly owned Subsidiaries of the Company that would not (x) prevent, materially delay or materially impair the Merger or the other transactions contemplated by this Agreement or (y) reasonably be expected to result in any significant Tax liability); (iii) except as expressly contemplated by the terms of this Agreement, as expressly disclosed in Section 6.1(a)(iii) of the Company Disclosure Letter or as required by applicable Law or by the terms of any Company Plan listed on Section 5.1(h)(i) of the Company Disclosure Letter or any CBA, in either case as in effect on the date hereof (or as modified after the date of this Agreement in accordance with the terms of this Agreement): (A) increase the compensation or benefits payable to any director or named executive officers as identified in the Company’s proxy statement for the 2017 annual meeting of stockholders (collectively, the “Senior Executives”) of the Company, increase the compensation or benefits payable to any employee or individual consultant of the Company or any of its Subsidiaries, or make any loans to, any director, officer, employee or individual consultant of the Company or any of its Subsidiaries; (B) grant any new equity-based awards, or amend or modify the terms or accelerate the vesting of any such outstanding awards (except for any acceleration of any Company Option, Company Performance Stock Unit and Company Restricted Stock Unit in connection with the cessation of any Person’s employment with the Company or any of its Subsidiaries (other than any Senior Executive) to the extent that such acceleration is consistent with past practice), under any Company Plan; (C) amend any severance plan or agreement as in effect on the date hereof or waive or release any restrictive covenants thereunder; (D) make any change to any Company Pension Plan or any Company Plan that is an “employee welfare benefit plan” (within the meaning of Section 3(1) of ERISA) that would materially increase the costs to the Company or any of its Subsidiaries in respect of such Company Plan; (E) establish, adopt, or enter into any new arrangement that would be a Company Plan if in effect on the date hereof, other than individual separation and release agreements entered into in connection with ordinary-course terminations on terms consistent with the severance arrangements listed on Section 5.1(h)(i) of the Company Disclosure Schedule; (F) accelerate the payment of non-equity related compensation or benefits to any director, officer, employee, consultant or individual service provider, except as required (without discretion) pursuant to the terms of the Company Plans; (G) hire any new officer, employee, consultant or individual service provider (provided that the Company shall be permitted to (x) hire employees, consultants or other individual service providers with an aggregate annual base compensation and target incentive opportunity below $350,000 in the ordinary course of business consistent with past practice, or (y) engage individual or entity service providers with an aggregate annual base compensation and target incentive opportunity below $350,000 in the ordinary course of business consistent with past practice to fill positions that are open as of the date hereof or that become open following the date hereof to the extent reasonably necessary as determined by the Company in its sole discretion to maintain the Company’s core business); or (H) terminate any employee or officer of the Company or any of its Subsidiaries at level B7 or higher other than for cause (as determined in the ordinary course of business consistent with past practice); (iv) incur or guarantee any Indebtedness or issue any warrants or other rights to acquire any Indebtedness, except (A) in the ordinary course of business consistent with past practice, borrowings under the Company’s revolving credit facility as in effect as of the date hereof, (B) inter-company Indebtedness among the Company and its wholly owned Subsidiaries, (C) commercial paper issued in the ordinary course of business and (D) (i) to the extent not drawn upon and payments are not triggered thereby, letters of credit, bank guarantees, security or performance bonds or similar credit support instruments and (ii) overdraft facilities or cash management programs, in the case of each of clauses (i) and (ii), issued, made or entered into in the ordinary course of business; (v) make or commit to any capital expenditures other than (A) in connection with the repair or replacement of facilities, properties or assets destroyed or damaged due to casualty or accident or (B) in the ordinary course of business consistent with past practice and which do not exceed during either the 2017 fiscal year or the 2018 fiscal year one hundred and five percent (105%) of the amounts reflected in the Company’s capital expenditure budget for 2017, a copy of which was previously provided to Parent; (vi) transfer, lease, license, sell, assign, let lapse, abandon, cancel, mortgage, pledge, place a Lien (other than a Permitted Lien) upon or otherwise dispose of any Intellectual Property; provided that this clause (vi) shall not restrict (A) any of the foregoing that occur in the ordinary course of business or, to the extent applicable, among the Company and its Subsidiaries, (B) the granting of any licenses of Intellectual Property in the ordinary course consistent with past practice or (C) transfers, leases, sales, assignments, lapses, abandonments, cancellations, mortgages, pledges, Liens, or other dispositions of Intellectual Property (other than licenses) with a fair market value less than $10,000,000 in the aggregate for all such actions; (vii) other than in the ordinary course of business consistent with past practice, transfer, lease, license, sell, assign, let lapse, abandon, cancel, mortgage, pledge, place a Lien upon or otherwise dispose of any properties or assets (including capital stock of any of its Subsidiaries but not including any Intellectual Property, which is governed by Section 6.1(a)(vi) with a fair market value in excess of $5,000,000 individually or $12,500,000 in the aggregate (other than transactions among the Company and its wholly owned Subsidiaries); (viii) issue, deliver, sell, grant, transfer, or encumber, or authorize the issuance, delivery, sale, grant, transfer or encumbrance of, any shares of its capital stock or any securities convertible or exchangeable into or exercisable for, or any options, warrants or other rights to acquire, any such shares, except (A) for any Shares issued pursuant to Company Options, Company Restricted Stock Units and Company Performance Stock Units outstanding on the date of this Agreement in accordance with the existing terms of such awards and the Company Stock Plans, or (B) by wholly owned Subsidiaries to the Company or to any other wholly owned Subsidiary of the Company; (ix) spend or commit to spend in excess of $5,000,000 individually or $12,500,000 in the aggregate to acquire any business or businesses or to acquire assets or other property, whether by merger, consolidation, purchase of property or assets or otherwise (valuing any non-cash consideration at its fair market value as of the date of the agreement for such acquisition); provided that neither the Company nor any of its Subsidiaries shall make any acquisition that would, or would reasonably be likely to, prevent, delay or impair the Company’s ability to consummate the transactions contemplated by this Agreement; provided, further that nothing in this Section 6.1(a)(ix) shall restrict the ability of the Company to invest additional funds in any existing asset of the Company to offset any dilution in the Company’s existing interest in such asset; (x) make any material change with respect to its financial accounting policies or procedures, except as required by changes in GAAP (or any interpretation thereof) or by applicable Law; (xi) except as required by applicable Law, (A) make, change or revoke any material Tax election or take any material position on any material Tax Return filed on or after the date of this Agreement, in each case that is inconsistent with elections made or positions taken in preparing or filing similar Tax Returns in prior periods, except in each case as a result of, or in response to, any change in U.S. federal Tax Laws or regulations or administrative guidance promulgated or issued thereunder, (B) change any Tax accounting period or any material method of Tax accounting, (C) amend any material Tax Return, (D) settle or resolve any material Tax liability or any Tax audit or controversy with respect to a material amount of Taxes, (E) surrender any right to claim a material refund of Taxes, (F) consent to any extension or waiver of the limitation period applicable to any material Tax claim or assessment relating to the Company or any of its Subsidiaries, other than any extension pursuant to an extension of time to file any Tax Return or (G) enter into any closing agreement or similar agreement with any Tax authority in respect of Taxes; (xii) (A) enter into any new line of business other than any line of business that is reasonably ancillary to and a reasonably foreseeable extension of any line of business as of the date of this Agreement or (B) conduct a line of business of the Company or any of its Subsidiaries in any geographic area where it has never previously conducted business prior to the date of this Agreement; (xiii) make any loans, advances or capital contributions to, or investments in, any Person (other than loans, advances or capital contributions to the Company or any direct or indirect wholly owned Subsidiary of the Company); (xiv) (A) amend or modify in any material respect or terminate (excluding terminations upon expiration of the term thereof in accordance with the terms thereof) any Material Contract or waive, release or assign any material rights, claims or benefits under any Material Contract, other than any amendment, modification, termination, waiver, release or assignment (x) as required by Law, (y) pursuant to “most favored nation” offers made prior to the date of this Agreement or (z) in the ordinary course of business; provided that in no event shall the Company or its Subsidiaries amend or modify a Contract in which the packaging or rate terms would materially impact meeting the Company’s business plan, (B) enter into any Contract that would have been a Material Contract had it been entered into prior to the date of this Agreement unless it is on terms substantially consistent with, or on terms more favorable to the Company and/or its Subsidiaries (and to Parent and its Subsidiaries following the Closing) than a contract it is replacing; provided that in no event shall the Company or its Subsidiaries enter into a Contract in which the packaging or rate terms would materially impact meeting the Company’s business plan or (C) without restricting any action that is permissible in accordance with clauses (A) or (B) hereof, make any concession, or offer to make any concession, under any Material Contract except for (x) annual “most favored nation” offers made in the ordinary course of business consistent with past practice in connection with new issues arising after March 2017 or (y) mutual “clean slate” releases with distributors; provided that the foregoing shall not prohibit or restrict the ability of the Company or its Subsidiaries to take any action described in this Section 6.1(a)(xiv) in the ordinary course of business with respect to Material Contracts between the Company and/or one or more of its wholly owned Subsidiaries; provided, further that for the avoidance of doubt, this Section 6.1(a)(xiv) shall not prohibit or restrict any Company Plans; (xv) settle any action, suit, case, litigation, claim, hearing, arbitration, investigation or other proceedings before or threatened to be brought before a Governmental Entity, or pay, discharge, settle or waive any material liability, other than settlements (A) if the amount of any such settlement is not in excess of $500,000 individually or $2,000,000 in the aggregate; provided that such settlements are solely for money damages (and confidentiality and other similar customary provisions that would not reasonably be expected to place any material restrictions on the

  • Current Operating Areas Where logging or road construction is in progress but not completed, unless agreed otherwise, Purchaser shall, before opera- tions cease annually, remove all temporary log culverts and construct temporary cross drains, drainage ditches, dips, berms, culverts, or other facilities needed to control erosion.

  • Co-operation Each Party acknowledges that this ESA must be approved by the Department and agree that they shall use Commercially Reasonable efforts to cooperate in seeking to secure such approval.

  • Direct Operation System Agency may temporarily assume operations of a Grantee’s program or programs funded under this Contract when the continued operation of the program by ▇▇▇▇▇▇▇ puts, at risk, the health or safety of clients and/or participants served by Grantee.

  • Ongoing Operations From the Effective Date through Closing: