Common use of Plan Authority Clause in Contracts

Plan Authority. Prior to the Operational Separation Date, actions required under this Agreement by any member of the Keysight Group or, where applicable, any member of the Agilent Group, shall be authorized and taken where applicable (i) by Agilent in its capacity as the direct or indirect sole shareholder of Keysight, whether by shareholder consent, action by the Agilent Board or a committee thereof or its delegate as well as by any officer or employee of any member of the Agilent Group or (ii) by the member of the Keysight Group whether by shareholder consent, action by the board of directors of the applicable Keysight Group member or a committee thereof. On or after the Operational Separation Date, actions required under this Agreement by any member of the Keysight Group, or, where applicable, the Agilent Group, shall be taken by such member whether by shareholder consent, action by the Keysight Board, or, where applicable, the Agilent Board, or the board of directors of the applicable Keysight Group member, or, where applicable, the Agilent Group member, or a committee thereof or its delegate, as well as by any officer or employee of any member of the Keysight Group, or, where applicable, the Agilent Group. On or after the Operational Separation Date, actions consisting of fiduciary duties under ERISA with respect to a Keysight Benefit Plan shall be taken by the applicable named fiduciary under such plan.