Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into the Diridon Station Steering Committee (Steering Committee). b. The Steering Committee shall advance the Project and manage the Parties’ collective efforts to implement the terms of the Agreement. The Steering Committee shall work on the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; and draft plans for community outreach, funding, and advocacy. c. The Steering Committee shall have eight appointed members: two appointed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRA. The Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇. d. The Steering Committee shall have a Chair and Vice Chair. These positions shall rotate every calendar year between Caltrain, San ▇▇▇▇, and VTA. The Chair and Vice Chair shall not be held by members from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwise. e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, the Steering Committee shall secure from the appropriate Parties approval for its actions. Actions by the Steering Committee not subject to requested or required approval by the Parties shall be deemed final. f. Steering Committee meetings shall be public and held quarterly. Members of the Steering Committee are expected to attend all meetings, with the exception of one excused absence per calendar year. The Steering Committee may call for additional meetings. g. The Steering Committee shall be administered by VTA staff.
Appears in 4 contracts
Sources: Cooperative Agreement, Cooperative Agreement, Cooperative Agreement
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board A. CIFNAL/ICBFN shall be restructured into the Diridon Station managed by a Steering Committee (Steering Committee)comprised of elected representatives from the membership.
b. B. The Steering Committee is empowered to conduct the business of CIFNAL/ICBFN in accordance with the recommendations of the membership; approve and enact project activities; discuss and recommend future policy or changes in policy to be adopted by the membership; make budgetary decisions for CIFNAL/ICBFN; approach funding agencies; conduct periodic membership drives; and maintain communication with scholarly and professional associations as well as with other, similar cooperative projects.
C. The Steering Committee shall advance consist of at least five representatives of CIFNAL/ICBFN.
1. Four representatives shall be elected to at-large positions on the Project and manage the Parties’ collective efforts to implement the terms of the Agreement. The Steering Committee in accordance with the procedures in Section VIII. At least one representative shall work on the scope and budget; prepare progress reports; select station design alternatives; decide on be from a recommendation for a long-term governance structure; and draft plans for community outreach, funding, and advocacyFrench or francophone institution.
c. The Steering Committee shall have eight appointed members: two appointed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRA. The Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇.
d. The Steering Committee shall have a Chair and Vice Chair. These positions shall rotate every calendar year between Caltrain, San ▇▇▇▇, and VTA2. The Chair and Vice Chair of CIFNAL/ICBFN shall not be held by members from chair the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwiseSteering Committee.
e. The Steering Committee 3. Elected Coordinators of standing Working Groups shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, serve on the Steering Committee for the period of their elected terms.
4. A representative of CRL shall secure serve as an ex officio member of the Steering Committee.
D. An advisory group of scholars and end-users, including representatives from the appropriate Parties approval for its actions. Actions academic organizations concerned with library and scholarly issues in francophone studies as well as non-academic information users and providers, shall be appointed by the Steering Committee not subject to requested or required approval by as appropriate. The makeup of the Parties advisory group shall be deemed final.
f. Steering Committee meetings shall be public formulated to provide a balance of opinion and held quarterlydiversity of expertise. Members of the advisory group need not be from institutions that are a member of CIFNAL/ICBFN, and shall serve as ex officio members of the Steering Committee.
E. All elected representatives on the Steering Committee, including the Chair, shall have equal votes on matters requiring a formal approval by the Committee. Each member shall be accorded one vote. Ex officio members shall be non-voting members.
F. Steering Committee are expected to attend all meetingsMembers shall serve three-year terms, with staggered elections; re- election is permitted for one additional term. Elected members begin their term of office immediately following the exception of one excused absence per calendar year. The Steering Committee may call for additional meetingsannual membership meeting.
g. The Steering Committee G. In the event a member is unable to serve a full term, the Chair shall appoint a replacement to serve the remainder of the term. Following this period, the replacement shall be administered by VTA staff.eligible to stand for election according to the terms of Section V.
Appears in 4 contracts
Sources: Individual Participant Agreement, Institutional Participant Agreement, Individual Participant Agreement
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board A. GNARP/DNABG shall be restructured into the Diridon Station managed by a Steering Committee (Steering Committee)comprised of elected representatives from the membership.
b. B. The Steering Committee is empowered to conduct the business of GNARP/DNABG in accordance with the recommendations of the membership; approve and enact project activities; discuss and recommend future policy or changes in policy to be adopted by the membership; make budgetary decisions for GNARP/DNABG; approach funding agencies; conduct periodic membership drives; and maintain communication with scholarly and professional associations as well as with other, similar cooperative projects.
C. The Steering Committee shall advance consist of at least the Project and manage elected working group coordinators in addition to the Parties’ collective efforts to implement the terms of the Agreement. The Steering Committee shall work on the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; and draft plans for community outreach, funding, and advocacy.
c. The Steering Committee shall have eight appointed members: two appointed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRA. The Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇.
d. The Steering Committee shall have a Chair and Vice Chair.
1. These positions Furthermore, the Chair shall rotate every calendar year between Caltrainappoint two German, San ▇▇▇▇Personal Members, and VTAor other Members to the Steering Committee.
2. The Chair and Vice Chair of GNARP/DNABG shall not be held by members from chair the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwiseSteering Committee.
e. The Steering Committee 3. Elected Coordinators of standing Working Groups shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, serve on the Steering Committee for the period of their elected terms.
4. Representatives of CRL, the Library of Congress, and the German National Library shall secure from the appropriate Parties approval for its actions. Actions by serve as ex officio non-voting members of the Steering Committee not subject to requested or required Committee.
D. All elected and appointed voting members of the Steering Committee, including the Chair, shall have equal votes on matters requiring a formal approval by the Parties Committee. Each voting member shall be deemed finalaccorded one vote.
f. E. Steering Committee meetings Members shall serve two-year terms, re-election is permitted for one additional term. Elected members begin their term of office immediately following the annual meeting.
F. In the event a member is unable to serve a full term, the Chair shall appoint a replacement to serve the remainder of the term. Following this period, the replacement shall be public and held quarterly. Members eligible to stand for election according to the terms of the Steering Committee are expected to attend all meetings, with the exception of one excused absence per calendar year. The Steering Committee may call for additional meetings.
g. The Steering Committee shall be administered by VTA staff.Section
Appears in 3 contracts
Sources: Institutional Participant Agreement, Institutional Participant Agreement, Individual Participant Agreement
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into the Diridon Station 10.1. A Steering Committee (is established as the coordinating and governing body of this Voluntary Agreement.
10.2. Each Service Provider with more than two million U.S. residential multichannel video subscribers as of its date of execution of this Voluntary Agreement, or which is one of the four largest Signatory telephone providers of U.S. residential multichannel video services, may nominate one person to represent it as a Member on the Steering Committee). Initial Service Provider Signatories shall maintain their Member seats on the Steering Committee notwithstanding any merger or consolidation of particular Service Provider Members.
b. 10.3. The Vendor Signatories in Annex 7, Part B together may nominate no more than three persons to serve as Members of the Steering Committee. A representative of the Consumer Technology Association shall serve as one such Member. No Vendor Signatory may be represented twice.
10.4. A representative of NCTA shall serve as a Member.
10.5. The Energy Advocates together may nominate no more than two persons to serve as voting Members of the Steering Committee. The Energy Advocates may also nominate a third person as a non-voting participant of the Steering Committee representing an Energy Advocate who has not nominated a voting Member, with full rights to receive information, participate, and attend meetings as do Members but with no voting rights.
10.6. Signatories entitled to nominate a Member may appoint an alternate representative that may attend meetings and vote in the absence of that Member. A Signatory may replace its Member or alternative representative on notice.
10.7. The Steering Committee shall advance will elect a Chair from among its Members.
10.8. The Chair will be responsible for convening the Project Steering Committee meetings at least once each calendar year, and manage the Parties’ collective efforts to implement the terms for running meetings of the Steering Committee.
10.9. At the request of any Signatory, the Chair may authorize any person to attend meetings of the Steering Committee as a non-voting observer.
10.10. Attendees at Steering Committee meetings shall sign a confidentiality agreement as a condition of attendance.
10.11. The Steering Committee may adopt rules of procedure and administration. At a minimum, such rules will provide that all Members will be provided with at least fifteen (15) days’ prior written notice of meetings of the Steering Committee or any sub-committee or any other groups acting in accordance with this Voluntary Agreement, that an agenda will be circulated sufficiently before the meeting to be reviewed by counsel, that no substantive vote will occur unless the subject of the vote was included in such prior notice, and that written minutes as to all topics of discussion be recorded, approved by all committee Members, and retained. In lieu of the above procedures, the Steering Committee may also vote in writing, or conduct a vote on less than fifteen days’ notice, provided that all Members cast a vote and that the Committee’s action is recorded in the book of minutes.
10.12. The Steering Committee may adopt rules for reporting, verification, and audit, which may be informed by existing ENERGY STAR procedures.
10.13. The Steering Committee may delegate any of its powers under the Voluntary Agreement to specific individuals or to sub-committees established by the Steering Committee.
10.14. The Steering Committee shall work on designate an Independent Administrator to be responsible for the scope collection and budget; prepare progress reports; select station design alternatives; decide on processing of information supplied directly or indirectly by Signatories and determining a recommendation for a long-term governance structure; and draft plans for community outreach, funding, and advocacySignatory’s compliance with the Voluntary Agreement.
c. 10.15. The costs of operating the Steering Committee shall have eight appointed members: two appointed be allocated in cost-recovery only annual dues set by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; the Steering Committee and one appointed by CHSRAassessed equally on each Commercial Signatory.
10.16. The Steering Committee shall have two additional members serving ex- officio: an will seek regular consultation and engagement with the official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇representatives of the Department of Energy, ▇▇.
d. The Steering Committee shall have a Chair and Vice Chair. These positions shall rotate every calendar year between Caltrainthe Environmental Protection Agency, San ▇▇▇▇appropriate state regulatory authorities, and VTAother stakeholders to provide updates regarding the implementation of this Agreement. The Chair and Vice Chair shall not be held by members Such meetings will include a representative from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwiseEnergy Advocates.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, the Steering Committee shall secure from the appropriate Parties approval for its actions. Actions by the Steering Committee not subject to requested or required approval by the Parties shall be deemed final.
f. Steering Committee meetings shall be public and held quarterly. Members of the Steering Committee are expected to attend all meetings, with the exception of one excused absence per calendar year. The Steering Committee may call for additional meetings.
g. The Steering Committee shall be administered by VTA staff.
Appears in 3 contracts
Sources: Voluntary Agreement, Voluntary Agreement for Ongoing Improvement to the Energy Efficiency of Set Top Boxes, Voluntary Agreement
Steering Committee. a. The 6.1 Upon execution of this Agreement, the Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into the Diridon Station set up a Steering Committee (hereinafter: the "Steering Committee).
b. The Steering Committee shall advance the Project and manage the Parties’ collective efforts to implement the terms ") composed of the Agreement. The Steering Committee shall work on the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; and draft plans for community outreach, funding, and advocacy.
c. The Steering Committee shall have eight appointed members: two following three (3) members (1 representative appointed by each Party): ▇▇▇▇▇▇▇▇; two ▇ representative: [**] IBERENOVA representative: [**] OPT representative: [**] The representative appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRA[**] shall be the chairman of the Steering Committee. The Steering Committee shall have two additional members serving ex- officio: ultimate overall control and decision-making powers with regard to the activities under Phase 1 of this Agreement. A Party may change its representative or designate an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇alternate (who will need to be an employee of the appointing Party or of any company of its group of companies subject to the confidentiality obligations provided herein), ▇▇subject to give prior written notice to the other Parties.
d. 6.2 The Steering Committee shall meet as often as necessary, but at least [**]. Any Party shall have the right to submit a Chair proposal for consideration by the Steering Committee.
6.3 The meetings will be held alternately in Madrid and Vice Chair. These positions shall rotate every calendar year between Caltrain, San Paris (at the head-offices of IBERENOVA and ▇▇▇▇) or at such other place as may be agreed from time to time by the Parties. The presence of all representatives of the Parties shall be required to constitute a quorum for any meeting of the Steering Committee. Each Party shall use its reasonable efforts to ensure the existence of a quorum at any duly called meeting of the Steering Committee.
6.4 The Parties intend that the members of the Steering Committee shall attend the meetings of the Steering Committee in person, but recognise that members may from time to time be prevented from doing so. Therefore, members of the Steering Committee may participate in a meeting of the Steering Committee by means of telephone or video conference or similar communications equipment by means of which all persons participating in the meeting can hear each other, and VTAsuch participation shall constitute presence in person at such meeting. The Chair and Vice Chair shall not Each Party may also designate by written notice to the other Parties an alternate representative, who will need to be held by members from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out an employee of the rotation appointing Party or of these officesany company of its group companies subject to the confidentiality obligations provided herein, unless to act in the Party chooses otherwiseabsence of a member unable to attend a meeting of the Steering Committee. Any action required or permitted to be taken at a meeting of the Steering Committee may be taken without a meeting if a written consent, setting forth the action so taken, is signed by all members of the Steering Committee.
e. 6.5 The Steering Committee shall not supersede be responsible for the authority following activities: - reviewing, modifying and approving the budget for all costs and expenses to be incurred in accordance with clause 5 in connection with the Project; - monitoring Project progress and adherence to the budget; - engagement and termination of any external accountants, engineers, environmental consultants, financial advisors or legal counsel and all other external advisors providing services for the Project; - approving the distribution or payment of any amount to any Party except pursuant to the approved budget; - approving the selection of the site whereon Power Station may be installed; - analysis of the conclusions of the Feasibility Studies and recommendation to the Parties as to the possible implementation of the Project; - deciding that the Feasibility Studies of the Project are ended; - extending the duration of the Feasibility Studies phase; - approving a time schedule for the possible implementation of the Project;
6.6 Decisions of the Steering Committee shall be made by unanimous approval of the representatives of the Parties (principle of consensus), it being understood that the representative of each Party shall have one (1) vote. If the Steering Committee is unable to reach agreement on any matter within its competence, at the request of either Party, a second meeting of the Steering Committee shall be convened to be held within [**] weeks from the date of the first meeting at which the Steering Committee failed to reach agreement. As required by law or the Agreement or as requested by a PartyAt this second meeting, the Steering Committee shall secure from apply all possible means to resolve the appropriate Parties approval for its actions. Actions disagreement.
6.7 All decisions taken during a meeting by the Steering Committee not subject to requested or required approval by the Parties shall be deemed final.
f. Steering Committee recorded in minutes. Minutes of the meetings shall be public and held quarterly. Members of the Steering Committee are expected shall be drafted in English by the Chairman and a draft shall be sent to attend all meetings, with the exception Parties within [**] working days of one excused absence per calendar yearthe meeting. The Steering Committee may call for additional meetingsminutes shall be deemed approved by the Parties if no comment is made within [**] working days from the sending of the draft to the Parties. All the important decisions taken during a meeting shall be recorded and signed upon at the end of the meeting.
g. The 6.8 Relations with French media will be managed by ▇▇▇ as per the decision taken by the Steering Committee shall Committee. Similar arrangements will be administered by VTA staffimplemented for phase 2.
Appears in 2 contracts
Sources: Contract for the Development and Application of a Sea Wave Energy Generation System (Ocean Power Technologies, Inc.), Contract for the Development and Application of a Sea Wave Energy Generation System (Ocean Power Technologies, Inc.)
Steering Committee. a. 5.1.1 The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into establish and maintain a steering committee (the Diridon Station Steering Committee (“Steering Committee).
b. The Steering Committee shall advance ”) to oversee the Project and manage the Parties’ collective efforts to implement the terms relationship of the Parties under this Agreement. The Steering Committee shall work on consist of three (3) members, with one member chosen from JEPLAN, with one member chosen from Axens and one member from IFPEN: - The 1 representatives of JEPLAN is: [**] - The 1 representatives of IFPEN is: [**] - The 1 representative of Axens is: [**] Each Party may replace its representatives above-mentioned by written notice sent to the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; and draft plans for community outreach, funding, and advocacyother Parties.
c. The 5.1.2 All decisions of the Steering Committee shall have eight appointed members: two appointed be resolved and decided by ▇▇▇▇▇▇▇▇; two appointed unanimous vote of the Parties. Steering Committee shall meet at least twice a year or at any time upon written request of a Party with one (1) month prior written notice. Axens will be in charge of sending the invitation and the agenda of each meeting to each member of the Steering Committee. Joint Development Agreement No. IFPEN n°2020-0085 The meetings of the Steering Committee may be held with physical attendance or by San ▇▇▇▇; two appointed teleconference or other telecommunication means, provided that the Parties agree so. The quorum for the conduct of business at each meeting shall require the attendance of at least one representative of each Party.
5.1.3 The responsibilities of the Steering Committee shall include (but not limited to) the following activities:
(a) Review the progress and direction of the Project and the Work. The initial activities detailed in Schedule A shall be considered approved upon execution of this Agreement.
(b) Monitor the overall budget of the Project (including CAPEX for New Equipment) in accordance with expenditure report as per Article 6, approve the annual budget proposed by VTA; one appointed by MTCR&D Management Team and discuss any budget overruns.
(c) Validate the deliverables detailed in Schedule A and validate the New Equipment to be implemented on the KHP Pilot demo plant.
(d) Assess readiness for Commercialization of the Process. This readiness for Commercialization can take place before the end of the Work, according to Schedule A. Should a Party oppose to readiness for Commercialization of the Process, the Parties shall discuss the reasons of such opposition which shall be duly justified; and should the Parties fail to reach an agreement to assess commercial readiness of the Process within two (2) month from Steering Committee meeting stating the opposition, Axens may decide, at its sole discretion and risk, to Commercialize the Process (therefore provisions of Article 10.5 will not apply). Additionally, the Parties will decide upon the opportunity to continue Commercializing the Intermediate Process after the readiness for Commercialization of the Process.
(e) Discuss the repair plan on KHP Pilot demo plant (in case of dysfunction or defect) as per Article 3.6.3
(f) Review any technical hurdle that may be encountered during the Work as informed by the R&D Management Team and review the Process data report from site operation of the Process prepared by R&D Management Team or one appointed of the Parties.
(g) Manage the relationship and interactions of the Parties in performing and administering this Agreement, including ongoing review of the performance of the Work, intellectual property management and direction of the Results and resolution of questions or conflicts that may arise.
(h) Review and approve or disapprove any changes to Schedule A (Scope of Work) initiated by CHSRAthe Project Leaders (defined below).
(i) Update, when necessary, Schedule B of the Agreement.
(j) Decide at the end of the Scope of Work or at any Go/No Go date defined by the parties in schedule A whether to go on with the next steps of the Project (“Go/NoGo Decision”). A Go Decision may only be decided unanimously by the Parties. In case a Party opposes to the Go Decision, with a (30) days prior written notice, the Parties shall discuss the reasons of such opposition which shall be duly justified and should the Parties fail to reach an agreement to the Go Decision, a NoGo Decision will be adopted. In case of NoGo Decision, the Project Leaders shall review and amend as need be the Work, convene another Steering Committee in order to reach a Go Decision. Should the Parties fail to reach a Go Decision, the Parties may decide to terminate the Agreement in accordance with the provisions of Article 15.5.
(k) Exchange information regarding the Commercialization of the Process and/or Intermediate Process, subject to third party’s right and to extend legally possible, and acknowledge which Party, JEPLAN or Axens, is bringing the opportunity and the customer for a new potential project.
(l) Validate and determine the strategy between the Parties regarding any trademark (registered or not) exploitation on the Product (or any product derived from the Products) and the Process and discuss the sharing of any financial compensation between the Parties linked to the commercialization of such trademark. Such discussions will be materialized in a separate agreement based on the principles agreed between the Parties in schedule E.
(m) Validate the conditions of use of and access to the KHP Pilot demo plant outside the Work (as per Articles 3.6.2 and 3.6.4).
(n) Approve the list of Proprietary Equipment submitted by Commercial Committee.
(o) Seek for funding programs available or any other sources of funding for the Project (Japanese/French/European).
(p) Discuss the possibility to establish any structure including a project company or any joint venture company between the Parties that will support one or several projects in a specific area or globally. Joint Development Agreement No. IFPEN n°2020-0085
(q) Discuss of possible use or incorporation in the Project of technology elements of third parties including, if necessary, from Direct Competitors.
(r) Prepare and maintain minutes of all meetings of the Steering Committee. Meeting minutes shall be issued and communicated to all the representatives of the Parties within ten (10) calendar days of the meeting. The minutes shall be considered as accepted if, within fifteen (15) calendar days from sending, no representative has objected in writing with respect to the accuracy of the draft of the minutes. The powers of the Steering Committee shall be limited to the foregoing. The Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇.
d. The Steering Committee shall have a Chair and Vice Chair. These positions shall rotate every calendar year between Caltrain, San ▇▇▇▇, and VTA. The Chair and Vice Chair shall not be held by members from no authority to take any decision which would increase the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out financial commitment of the rotation Parties, amend the scope of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Party. As required by law Project or the otherwise amend this Agreement or as requested by decide a Party, the Steering Committee waiver of compliance with or breach of provisions of this Agreement. All such matters shall secure from the appropriate Parties approval for its actions. Actions be subject to an amendment agreement to be signed by the Steering Committee not subject to requested or required approval by the Parties shall be deemed final.
f. Steering Committee meetings shall be public and held quarterlyParties. Members Each member of the Steering Committee are expected may invite the person/experts of his choice to attend all meetingsmeetings of the Steering Committee, with provided this person is a permanent member of the exception staff of one excused absence per calendar yearthe Party or of its Affiliates to which the representative belongs, and is subject to the confidentiality obligations set forth in Article 11 of this Agreement. The Steering Committee may call for additional meetings.
g. The Steering Committee Should a party request that an external person attends a meeting, it shall seek prior written approval of the other Parties and this person shall be administered bound by VTA staffconfidentiality obligations not less stringent as those set forth in Article 11.
Appears in 2 contracts
Sources: Joint Development Agreement (JEPLAN Holdings, Inc.), Joint Development Agreement (JEPLAN Holdings, Inc.)
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into the Diridon Station Steering Committee (Steering Committee)Sec.
b. The Steering Committee shall advance the Project and manage the Parties’ collective efforts to implement the terms of the Agreement1. The Steering Committee shall work consists of five members, of whom: • three members are appointed by Lif, • one member is appointed by IGL, • one member is appointed by The Association for Parallel Importers of Medicine. Lif acts as secretariat for the Steering Committee. ▇▇▇ appoints a chairman of the Steering Committee for 2 years at a time.
2. Within the framework of the Agreement and ENLI's budget, the Steering Committee has the authority to make decisions on the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; and draft plans for community outreachfollowing matters: • appointment of investigators, fundingincluding the head of secretariat, and advocacymembers of the Appeals Board, • changes to the rules, • changes to the case handling rules of ENLI, • changes to ENLI’s Penalties and Fees Regulation. In addition, the Steering Committee may discuss and coordinate any joint political or commu- nicative initiatives in relation to ENLI.
c. The 3. Decisions are made by simple majority unless otherwise stated in the Agreement. Each mem- ber of the Steering Committee shall have eight appointed members: two appointed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; has one appointed by MTC; and one appointed by CHSRAvote. In the event of a tie, the Chairman has the casting vote. The Steering Committee shall have two additional is quorum when three members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇are present.
d. The Steering Committee shall have a Chair 4. For the adoption of amendments to the Rules, Code of Procedure for ENLI or ENLI's Penalties and Vice Chair. These positions shall rotate every calendar year between CaltrainFees Regulations, San ▇▇▇▇which impose significant new restrictions, and VTA. The Chair and Vice Chair shall not be held by duties or expenses on affili- ated organizations or companies, or which discriminate against companies, subject to ENLI's jurisdiction, all four members from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, the Steering Committee shall secure from the appropriate Parties approval for its actionsbe required to agree. Actions by Lif's members of the Steering Committee not subject Committee, regardless of the above, may at any time decide to requested or required approval by change the Parties shall be deemed final.
f. Rules with effect for Lif's members, without this requiring the consent of the other members of the Steering Committee meetings shall be public Committee. Such changes apply only to IGL’s and held quarterly. the Association of Parallel Importers of Medicine’s Members if the respective members of the Steering Committee are expected to attend all meetings, with for IGL and the exception Association of one excused absence per calendar yearParallel Importers of Medicine respectively agree.
5. The Steering Committee may call for additional meetings.
g. ask ▇▇▇▇’s case handling bodies to explain issues of a principled nature such as new interpretations of rules, ENLI's practice, etc. The Steering Committee shall may request ▇▇▇▇'s case processing bodies to get any doubt on interpretation clarified by the ▇▇▇- ish Medicines Agency if the agency is the right authority. Or by EFPIA, Medicines for Europe or IFPMA in the case of EFPIA, Medicines for Europe or IFPMA rules. The Steering Committee may request ▇▇▇▇’s case handling bodies to elaborate or specify guid- ance to the Rules where this is deemed to be administered lacking.
6. ENLI is obliged externally by VTA staffsignature of the chairman in conjunction with another member of the Steering Committee or in the chairman's absence by the secretariat manager’s signing in association with a member of the Steering Committee.
Appears in 1 contract
Sources: Cooperation Agreement
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into the Diridon Station Steering Committee (Steering Committee)Sec.
b. The Steering Committee shall advance the Project and manage the Parties’ collective efforts to implement the terms of the Agreement1. The Steering Committee shall work on the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; and draft plans for community outreachconsists of five members, funding, and advocacy.
c. The Steering Committee shall have eight appointed membersof whom: two • three members are appointed by ▇▇▇, • one member is appointed by IGL, • one member is appointed by The Association for Parallel Importers of Medicine. Lif acts as secretariat for the Steering Committee. ▇▇▇▇▇; two appointed ▇ appoints a chairman of the Steering Committee for 2 years at a time.
2. Within the framework of the Agreement and ENLI's budget, the Steering Committee has the authority to make decisions on the following matters: • appointment of investigators, including the head of secretariat, and members of the Appeals Board, • changes to the rules, • changes to the case handling rules of ENLI, • changes to ENLI’s Penalties and Fees Regulation. In addition, the Steering Committee may discuss and coordinate any joint political or commu- nicative initiatives in relation to ENLI.
3. Decisions are made by San ▇▇▇▇; two appointed by VTA; simple majority unless otherwise stated in the Agreement. Each mem- ber of the Steering Committee has one appointed by MTC; and one appointed by CHSRAvote. In the event of a tie, the Chairman has the casting vote. The Steering Committee shall have two additional is quorum when four members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇are present.
d. The Steering Committee shall have a Chair 4. For the adoption of amendments to the Rules, Code of Procedure for ENLI or ENLI's Penalties and Vice Chair. These positions shall rotate every calendar year between CaltrainFees Regulations, San ▇▇▇▇which impose significant new restrictions, and VTA. The Chair and Vice Chair shall not be held by duties or expenses on affili- ated organizations or companies, or which discriminate against companies, subject to ENLI's jurisdiction, all five members from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, the Steering Committee shall secure from the appropriate Parties approval for its actionsbe required to agree. Actions by Lif's members of the Steering Committee not subject Committee, regardless of the above, may at any time decide to requested or required approval by change the Parties shall be deemed final.
f. Rules with effect for Lif's members, without this requiring the consent of the other members of the Steering Committee meetings shall be public Committee. Such changes apply only to IGL’s and held quarterly. the Association of Parallel Importers of Medicine’s Members if the respective members of the Steering Committee are expected to attend all meetings, with for IGL and the exception Association of one excused absence per calendar yearParallel Importers of Medicine respectively agree.
5. The Steering Committee may call for additional meetings.
g. ask ▇▇▇▇’s case handling bodies to explain issues of a principled nature such as new interpretations of rules, ENLI's practice, etc. The Steering Committee shall may request ▇▇▇▇'s case processing bodies to get any doubt on interpretation clarified by the ▇▇▇- ish Medicines Agency if the agency is the right authority. Or by EFPIA, Medicines for Europe or IFPMA in the case of EFPIA, Medicines for Europe or IFPMA rules. The Steering Committee may request ▇▇▇▇’s case handling bodies to elaborate or specify guid- ance to the Rules where this is deemed to be administered lacking.
6. ENLI is obliged externally by VTA staffsignature of the chairman in conjunction with another member of the Steering Committee or in the chairman's absence by the secretariat manager’s signing in association with a member of the Steering Committee.
Appears in 1 contract
Sources: Cooperation Agreement
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into the Diridon Station Steering Committee (Steering Committee).
b. The Steering Committee is the ultimata decision-making body of the consortium and is in charge of the overal! supervision and major decisions with regard to the Project. The Steering committee shall advance be advised by recommendations made to it by the Project management Committee. Steering Committee has no competence to take decisions concerning the interna! .rereignty and manage independence of the Parties’ collective efforts to implement the terms of the Agreement. The Steering Committee consists of three members, two appointed representatives of PROPCONEL participants and the Coordinator. The se shall work in particular be responsible for approval of: • Proposals for changes of the GA or the IA; • Proposal of the Parties for changes of this CA; • Entry of a new Party to the Consortium and approval of the settlement on the scope conditions of the accession of such a new Party; • Withdrawal of a Party from the Consortium and budgetthe approval of the settlement on the conditions of the withdrawal; prepare progress reports• Termination of a Defaulting Party's participation in the Consortium and measures relating thereto; select station design alternatives; decide on a recommendation • Proposal to the JU for a long-term governance structurechange of the Coordinator; • Proposal to the JU for termination of the Project and draft plans for community outreachthe Consortium Agreement. Decisions conceming individua! partners (default or acceding or leaving the consortium) can only be taken unanimously. Ali decisions of the Steering committee are taken unanimously. The Coordinator shall call and chair all meetings of the Steering Committee. The Coordinator shall give each of the Parties at least thirty (30) calendar days' notice in writing of such meetings or ftfteen (15) calendar days' notice in case of an extraordinary meeting, funding, and advocacy.
c. The Steering Committee along with an agenda. Each Party shall have eight appointed members: two appointed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRAvote. The Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇.
d. The Steering Committee shall have Should a Chair and Vice Chair. These positions shall rotate every calendar year between Caltrain, San ▇▇▇▇, and VTA. The Chair and Vice Chair shall member not be held by members from the same Partyable to attend a meeting, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, it shall appoint a substitute to attend and VTAvote on its behalf. Caltrain, San ▇▇▇▇, and VTA shall not This substitute may be left out of the rotation of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, the Steering Committee member of another Party. Any substitute will have to justify its appointment as a substitute by written evidence, to be distributed to the Coordinator in advance of the meeting. Any decision requiring a vote at a Steering Committee meeting must be identified as such on the invitation.
Should a Party suggest adding a discussion/decision to the proposed agenda, it shall secure from do so in writing to all other Parties at least seven (7) calendar days prior to the appropriate Parties approval for its actionsmeeting date. Actions However, any decision required or permitted to be taken by the Steering Committee not subject to requested may be adopted:
i. ln meetings including meetings held via teleconference or required approval by videoconference.
ii. Without a meeting, through circulation among the Parties shall of a written document setting forth the decision to be deemed final.
f. Steering Committee meetings shall voted which must be public and held quarterly. Members of the Steering Committee are expected to attend all meetings, with the exception of one excused absence per calendar year. The Steering Committee may call for additional meetings.
g. The Steering Committee shall be administered by VTA staff.returned within fifteen
Appears in 1 contract
Sources: Internal Consortium Agreement
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board Within thirty (30) days after the Effective Date, the Initial Shareholders and CPLB shall be restructured into form the Diridon Station Steering Committee (“Steering Committee).
b. The Steering Committee shall advance the Project ” to have oversight and manage the Parties’ collective efforts to implement the terms review responsibility for CPLB’s research, development and commercialization of the AgreementProducts. The Steering Committee shall work on report to the scope Board and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; shall consist of two (2) representatives of each Initial Shareholder and draft plans for community outreach, funding, of CPLB. It is the intent that such representatives will be relevant function heads or senior management in the respective organizations. A Party may change its representatives from time to time upon written notice to the other Parties. The operation and advocacy.
c. The authority of the Steering Committee shall have eight appointed members: two appointed be as follows:
8.1.1. Subject to the Restated Licenses, CPLB shall prepare a plan for the research, Development and/or Commercialization of each Product based on criteria to be determined by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; the Steering Committee, which plan(s), and one appointed by CHSRAamendments thereto, are subject to the approval of the Steering Committee. The Steering Committee shall have two additional members serving ex- officio: an official periodically review such plan(s) from ▇▇▇▇ a strategic and ▇▇▇ ▇▇▇▇▇▇▇operational perspective to monitor CPLB’s progress under such plan(s) and to determine whether the Parties are meeting their commitments, ▇▇if any, of both human and financial support for the research, Development and Commercialization of Products.
d. 8.1.2. The Steering Committee shall have meet at least once in each calendar quarter at a Chair time and Vice Chairplace to be determined by the Steering Committee. These positions CPLB shall rotate every calendar year between Caltraingive thirty days’ prior written notice containing the agenda, San ▇▇▇▇, time and VTAplace of each meeting to the Initial Shareholders. The Chair Non-voting participants may attend meetings of the Steering Committee as mutually agreed by the Initial Shareholders and Vice Chair shall not CPLB. CPLB will bear all expenses associated with attendance of its employees at any in-person meetings. Any conference call meeting will be held by members from means of telephone conference or similar communications equipment through which all participants can hear each other. CPLB shall prepare minutes of each meeting, which CPLB shall distribute to the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, Initial Shareholders for review and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwiseapproval within thirty (30) days following such meeting.
e. The Steering Committee shall not supersede the authority 8.1.3. Decisions of each Party. As required by law or the Agreement or as requested by a Party, the Steering Committee shall secure from be made by unanimous vote, with the appropriate Parties approval for its actionsrepresentatives of each Initial Shareholder and CPLB having one collective vote. Actions by If the Steering Committee not subject is unable to requested or required approval by reach a unanimous vote on any issue, then the Parties issue shall be deemed final.
f. Steering Committee meetings referred to the Board, whose decision shall be public and held quarterly. Members of control the Steering Committee are expected to attend all meetings, matter in accordance with the exception terms of one excused absence per calendar yearthis Agreement. The Steering Committee may call for additional meetingsTHIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.
g. The Steering Committee shall be administered by VTA staff.
Appears in 1 contract
Sources: Joint Venture Agreement
Steering Committee. a. To plan, manage and oversee work on the Development Program and to approve, update and modify the Work Plan as may be necessary, NOVAVAX and ESPRIT shall promptly after the Effective Date organize a steering committee (the “Steering Committee"), consisting of three (3) members from NOVAVAX and three (3) members from ESPRIT. ESPRIT shall have the right to appoint one of its members to be the chairperson of the Steering Committee. The Parties agree shall each have the right, upon notifying the other, to change its members of the Steering Committee at any time during the Term of this Agreement and to invite such non-Steering Committee members to a meeting of the Steering Committee as such Party shall reasonably determine. The Parties shall hold meetings of the Steering Committee as mutually agreed by the Parties (but in no event less than once per Calendar Quarter) to review the Development Program and to discuss future activities under this Agreement; provided, however, that VTA’s existing Diridon Station Joint Policy Advisory Board each Party shall have the right to call additional meetings of the Steering Committee in order to discuss new material events upon twenty (20) days’ prior Novavax Esprit License and Development Agreement — written notice (one of which may require an in person meeting). Not later than ten (10) days prior to each of the four regularly scheduled Steering Committee meetings, ESPRIT shall prepare a report for the Steering Committee detailing the progress of the Development, Program including successes, difficulties, milestone achievements and a comparison of the status of the Development Program as compared to the timeline contained in the Work Plan. Such report shall also contain any recommendations for updates or modifications to the Work Plan. Consultants and non-Steering Committee member employees of the Parties may attend meetings of the Steering Committee as required to further the Development Program only upon written notice to the Party not bringing the consultants and non-Steering Committee members. Unless otherwise mutually agreed by the Parties, the Steering Committee meetings shall be restructured into in-person and shall alternate between ESPRIT’s designated facility and NOVAVAX’s designated facility. The first meeting shall be held at ESPIRT’s designated facility. Minutes of all such meetings setting forth decisions of the Diridon Station Steering Committee (Steering Committee).
b. The relative to the Development Program shall be prepared. Responsibility for the minutes shall alternate between NOVAVAX and ESPRIT, with NOVAVAX being responsible for the minutes of the first meeting; provided that minutes shall not become official until approved by each of the Parties. Any vote of the Steering Committee shall advance the Project include at least one (1) representative of each of NOVAVAX and manage the Parties’ collective efforts to implement the terms of the AgreementESPRIT. The Steering Committee shall work on the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a longmake all decisions only by consensus. Any non-term governance structure; and draft plans for community outreach, funding, and advocacy.
c. The Steering Committee shall have eight appointed members: two appointed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRA. The Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇.
d. The Steering Committee shall have a Chair and Vice Chair. These positions shall rotate every calendar year between Caltrain, San ▇▇▇▇, and VTA. The Chair and Vice Chair shall not be held by members from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, the Steering Committee shall secure from the appropriate Parties approval for its actions. Actions by the Steering Committee not subject to requested or required approval by the Parties shall be deemed final.
f. Steering Committee meetings shall be public and held quarterly. Members concurrence of the Steering Committee are expected relating to attend all meetingsany issue, with the exception of one excused absence per calendar year. The Steering Committee may call for additional meetings.
g. The Steering Committee question or dispute shall be administered elevated to the Head of Research and Development of ESPRIT and to the Head of Research and Development of NOVAVAX Novavax Esprit License and Development Agreement — for resolution and failing resolution by VTA staffsuch individuals, to the President and Chief Executive Officer of NOVAVAX and President and Chief Operating Officer of ESPRIT for resolution, recognizing that, in the event of continuing disagreement, the final decision and ultimate resolution shall rest with ESPRIT.
Appears in 1 contract
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into the Diridon Station A Steering Committee (is established as the coordinating and governing body of this Voluntary Agreement. Each Service Provider that has at least two million residential broadband Internet access subscribers at or after the date of execution of the Voluntary Agreement may nominate one person to represent it as a Member on the Steering Committee).
b. . Initial Service Provider Signatories shall maintain their Member seats on the Steering Committee notwithstanding any merger or consolidation of particular Service Provider Members. Additional Service Provider Signatories may be admitted on terms to be approved by the Steering Committee. The Vendor Signatories may together nominate no more than three persons to serve as Members of the Steering Committee. A representative of the Consumer Technology Association shall serve as one such Member. A representative of NCTA shall serve as a Member. The Energy Advocates together may nominate no more than two persons to serve as Members of the Steering Committee. Signatories entitled to nominate a Member may appoint an alternate representative that may attend meetings and vote in the absence of that Member. A Signatory may replace its Member or alternative representative on notice. The Steering Committee shall advance will elect a Chair from among its Members. The Chair will be responsible for convening the Project Steering Committee meetings at least once each calendar year, and manage the Parties’ collective efforts to implement the terms for running meetings of the AgreementSteering Committee. At the request of any Signatory, the Chair may authorize any person to attend meetings of the Steering Committee as a non-voting observer. Attendees at Steering Committee meetings shall sign a confidentiality agreement as a condition of attendance. The Steering Committee may adopt rules of procedure and administration. The Steering Committee may delegate any of its powers under the Voluntary Agreement to specific individuals or to sub-committees established by the Steering Committee. The Steering Committee shall work on designate an Independent Administrator to be responsible for the scope collection and budget; prepare progress reports; select station design alternatives; decide on processing of information supplied directly or indirectly by Signatories and determining a recommendation for a long-term governance structure; and draft plans for community outreach, funding, and advocacy.
c. Signatory’s compliance with the Voluntary Agreement. The costs of attending Steering Committee meetings will be borne by each attendee. The costs of operating the Steering Committee shall have eight appointed members: two appointed be allocated in cost-recovery only annual dues set by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; the Steering Committee and one appointed by CHSRAassessed equally on each Signatory, except that the Steering Committee may approve lower dues for non-profit Energy Advocates. The Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ will seek regular consultation and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇engagement with representatives of appropriate regulatory authorities and other stakeholders to provide updates regarding the implementation of this Agreement.
d. The Steering Committee shall have a Chair and Vice Chair. These positions shall rotate every calendar year between Caltrain, San ▇▇▇▇, and VTA. The Chair and Vice Chair shall not be held by members from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, the Steering Committee shall secure from the appropriate Parties approval for its actions. Actions by the Steering Committee not subject to requested or required approval by the Parties shall be deemed final.
f. Steering Committee meetings shall be public and held quarterly. Members of the Steering Committee are expected to attend all meetings, with the exception of one excused absence per calendar year. The Steering Committee may call for additional meetings.
g. The Steering Committee shall be administered by VTA staff.
Appears in 1 contract
Sources: Voluntary Agreement for Ongoing Improvement to Energy Efficiency of Small Network Equipment
Steering Committee. a. A. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into the Diridon Station TRAIL Steering Committee (Steering Committee)is the principal body that shall consider and formulate the policies and procedures governing TRAIL in accordance with the recommendations of the membership.
b. B. The Steering Committee is empowered to conduct the business of TRAIL, including but not limited to; approve and enact project activities; discuss and recommend future policy or changes in policy to be adopted by the membership; make budgetary decisions for TRAIL; approach funding agencies; conduct periodic membership drives; and maintain communication with scholarly and professional associations, government agencies, and other cooperative projects.
C. The Steering Committee shall advance consist of four (4) elected officers, Working Group Coordinators, additional representatives appointed from the Project membership, and manage the Parties’ collective efforts to implement the terms of the Agreementex officio members. The Steering Committee shall work be comprised of not fewer than eight (8) members.
1. The Chair of TRAIL shall chair the Steering Committee.
2. Coordinators of standing Working Groups shall serve on the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation Steering Committee for a long-term governance structure; and draft plans for community outreach, funding, and advocacythe period of their appointed terms.
c. The 3. Additional members of the Steering Committee shall have eight appointed members: two be appointed by the Chair as needed.
4. A representative of CRL shall serve as an ex officio non-voting member of the Steering Committee.
▇. ▇▇▇ elected and appointed voting members of the Steering Committee, including the Chair, shall have equal votes on matters requiring a formal approval by the Committee. Each voting member shall be accorded one vote, regardless of the number of elected/appointed positions held.
▇. ▇▇▇▇▇▇▇▇▇ Committee members shall generally serve two-year terms, with appointments beginning immediately after the TRAIL Annual Meeting; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRAre-election/re-appointment is permitted. The Steering Committee member elections and appointments shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇.
d. The Steering Committee shall have be staggered to ensure a Chair and Vice Chair. These positions shall rotate every calendar year between Caltrain, San ▇▇▇▇, and VTA. The Chair and Vice Chair shall not be held by members from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out measure of the rotation of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, continuity within the Steering Committee each year. Individuals should serve on a Working Group for a minimum of one year before being considered for the Steering Committee.
F. In the event a member is unable to serve a full term, the Chair shall secure appoint a replacement to serve the remainder of the term (see V.B.4 for the special case involving the Vice-Chair/Chair- Elect). In the event the Chair is unable to serve a full term, the Chair-Elect shall fulfill the remainder of the Chair’s term.
G. Any appointed or elected Steering Committee member may be removed from the appropriate Parties approval for its actions. Actions office by the Steering Committee whenever, in their judgment, he or she does not subject to requested or required approval fulfill the duties of the office. Removal may be enacted by the Parties shall be deemed final.
f. a majority vote of all Steering Committee meetings shall be public and held quarterly. Members of the Steering Committee are expected to attend all meetings, with the exception of one excused absence per calendar year. The Steering Committee may call for additional meetingsmembers.
g. The Steering Committee shall be administered by VTA staff.
Appears in 1 contract
Sources: Participant Agreement
Steering Committee. a. A. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into the Diridon Station TRAIL Steering Committee (Steering Committee)is the principal body that shall consider and formulate the policies and procedures governing TRAIL in accordance with the recommendations of the membership.
b. B. The Steering Committee is empowered to conduct the business of TRAIL, including but not limited to; approve and enact project activities; discuss and recommend future policy or changes in policy to be adopted by the membership; make budgetary decisions for TRAIL; approach funding agencies; conduct periodic membership drives; and maintain communication with scholarly and professional associations, government agencies, and other cooperative projects.
C. The Steering Committee shall advance consist of four (4) elected officers, Working Group Coordinators, additional representatives appointed from the Project membership, and manage the Parties’ collective efforts to implement the terms of the Agreementex officio members. The Steering Committee shall work on the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; and draft plans for community outreach, funding, and advocacybe comprised of not fewer than eight (8) members.
c. The Steering Committee shall have eight appointed members: two appointed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRA. The Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇.
d. The Steering Committee shall have a Chair and Vice Chair. These positions shall rotate every calendar year between Caltrain, San ▇▇▇▇, and VTA1. The Chair and Vice Chair of TRAIL shall not be held by members from chair the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwiseSteering Committee.
e. The 2. Coordinators of standing Working Groups shall serve on the Steering Committee shall not supersede for the authority period of each Partytheir appointed terms.
3. As required by law or the Agreement or as requested by a Party, Additional members of the Steering Committee shall secure from be appointed by the appropriate Parties Chair as needed.
4. A representative of CRL shall serve as an ex officio non-voting member of the Steering Committee.
D. All elected and appointed voting members of the Steering Committee, including the Chair, shall have equal votes on matters requiring a formal approval for its actionsby the Committee. Actions by Each voting member shall be accorded one vote, regardless of the number of elected/appointed positions held.
E. Steering Committee members shall generally serve two-year terms, with appointments beginning immediately after the TRAIL Annual Meeting; re-election/re-appointment is permitted. Steering Committee member elections and appointments shall be staggered to ensure a measure of continuity within the Steering Committee not subject to requested or required approval by each year. Individuals should serve on a Working Group for a minimum of one year before being considered for the Parties shall be deemed finalSteering Committee.
f. Steering Committee meetings F. In the event a member is unable to serve a full term, the Chair shall be public and held quarterly. Members appoint a replacement to serve the remainder of the Steering Committee are expected to attend all meetings, with term (see V.B.4 for the exception of one excused absence per calendar year. The Steering Committee may call for additional meetings.
g. The Steering Committee shall be administered by VTA staff.special case involving the Vice-Chair/Chair-
Appears in 1 contract
Sources: Participant Agreement
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into the Diridon Station HRWG Steering Committee (is comprised of members from the HRWG that represents approximately 10% of the total membership. HRWG members may volunteer or nominate others to participate on the Steering Committee).
b. The . We seek to have a Steering Committee shall advance the Project and manage the Parties’ collective efforts to implement the that is representative of its diverse membership in terms of the Agreementgeography, industry and topical expertise. The Steering Committee shall work will provide guidance to the BSR team who make decisions for the group on topics, guests, and administration of the working group, including an advisory role over how the annual budget is allocated against agreed upon outputs. Steering Committee members will participate in a quarterly planning call with the BSR team to help shape the agenda for the group, and ensure that member views are reflected in meeting planning. We have space available on the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; and draft plans for community outreach, funding, and advocacy.
c. The 2018 Steering Committee shall have eight appointed members: two appointed by Committee. Please email ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRA. The Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇.
d. The Steering Committee shall have a Chair and Vice Chair. These positions shall rotate every calendar year between Caltrain, San HRWG Project Director (▇▇▇▇, and VTA. The Chair and Vice Chair shall not be held by members from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San @▇▇▇.▇▇▇) to inquire about participation. BSR’s 2018 Responsibilities Strategy and governance • Work with members to co-create a compelling vision, mission and strategy, as well as design an effective governance model that sets the collaboration on the path to success. • Ensure continuous progress against the initiatives' objectives through robust measurement, evaluation, and VTA shall not be left out reporting. This includes at least an annual survey of the rotation group to ensure alignment with the group’s needs and goals. Facilitation and implementation • Prepare for each meeting: conduct research and benchmarking on relevant topics, arrange speakers, coordinate logistics, develop agendas for meetings and webinars (full group or workstreams), facilitate the meetings and webinars, and share summary meeting notes. • Facilitate, record, and circulate monthly webinars for participants to discuss issues related to business and human rights. Communications and engagement • Monthly newsletters • Regular external communications including blogs • Circulate all relevant materials from each meeting to the group • Maintain an online platform (“Chatter”) to collect and organize resources and research materials and encourage continued discussion and dialogue among the group Member recruitment and services • Work toward recruitment of these officesnew members – three per year • Onboarding services including a 30min call with a new member to orient them to the activities of the initiative • Respond to day-to-day requests from members Administration • Provide a full suite of administrative support functions to this collaboration, unless the Party chooses otherwise.
e. including accounting, finance, legal, information technology, and human resources systems Fundraising and partnerships • Partner with members to ensure that each initiative is appropriately resourced to meet its objectives, reaching at minimum 40 HRWG members for 2018 2018 Schedule See 2018 Activities, above. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, the Steering Committee shall secure from the appropriate Parties approval for its actions. Actions by the Steering Committee not subject to requested or required approval by the Parties shall be deemed final.
f. Steering Committee meetings shall be public and held quarterly. Members of the Steering Committee are expected to attend all meetings, with Human Rights Working Group (‘the exception Collaboration’) believe that the objectives of one excused absence per calendar yearthe Collaboration can best be advanced through collaborative efforts. The Steering Committee may call Collaboration and its Members acknowledge and understand that their activities must at all times be undertaken in compliance with all applicable laws and regulations, including but not limited to laws and regulations relating to antitrust and competition. These laws are intended to preserve and promote free, fair and open competition. Failure to abide by these laws can potentially have extremely serious consequences for additional meetings.
g. the Collaboration and its Members. The Steering Committee shall policy of the Collaboration and its Members is therefore to conduct all of its activities in strict compliance with all applicable antitrust and competition laws, in order to facilitate legitimate pro-competitive and other activities that help advance the objectives of the initiative, but which excludes any prohibited activities. It is against the policy of the Collaboration to sponsor, encourage or tolerate any discussion, communication of any kind, information sharing or agreement that would violate applicable antitrust or competition laws. Any discussion, communication of any kind or agreement relating to commercially sensitive information, including but not limited to the following, must therefore be administered by VTA staff.strictly avoided at all times:
Appears in 1 contract
Sources: Participation Agreement
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into the Diridon Station Steering Committee (Steering Committee)Sec.
b. The Steering Committee shall advance the Project and manage the Parties’ collective efforts to implement the terms of the Agreement1. The Steering Committee shall work on the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; and draft plans for community outreachconsists of five members, funding, and advocacy.
c. The Steering Committee shall have eight appointed membersof whom: two • three members are appointed by ▇▇▇, • one member is appointed by IGL, • one member is appointed by The Association for Parallel Importers of Medicine. Lif acts as secretariat for the Steering Committee. ▇▇▇▇▇; two appointed ▇ appoints a chairman of the Steering Committee for 2 years at a time.
2. Within the framework of the Agreement and ENLI's budget, the Steering Committee has the authority to make decisions on the following matters: • appointment of investigators, including the head of secretariat, and members of the Appeals Board, • changes to the rules, • changes to the case handling rules of ENLI, • changes to ENLI’s Penalties and Fees Regulation. In addition, the Steering Committee may discuss and coordinate any joint political or commu- nicative initiatives in relation to ENLI.
3. Decisions are made by San ▇▇▇▇; two appointed by VTA; simple majority unless otherwise stated in the Agreement. Each mem- ber of the Steering Committee has one appointed by MTC; and one appointed by CHSRAvote. In the event of a tie, the Chairman has the casting vote. The Steering Committee shall have two additional is quorum when three members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇are present.
d. The Steering Committee shall have a Chair 4. For the adoption of amendments to the Rules, Code of Procedure for ENLI or ENLI's Penalties and Vice Chair. These positions shall rotate every calendar year between CaltrainFees Regulations, San ▇▇▇▇which impose significant new restrictions, and VTA. The Chair and Vice Chair shall not be held by duties or expenses on affili- ated organizations or companies, or which discriminate against companies, subject to ENLI's jurisdiction, all four members from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, the Steering Committee shall secure from the appropriate Parties approval for its actionsbe required to agree. Actions by Lif's members of the Steering Committee not subject Committee, regardless of the above, may at any time decide to requested or required approval by change the Parties shall be deemed final.
f. Rules with effect for Lif's members, without this requiring the consent of the other members of the Steering Committee meetings shall be public Committee. Such changes apply only to IGL’s and held quarterly. the Association of Parallel Importers of Medicine’s Members if the respective members of the Steering Committee are expected to attend all meetings, with for IGL and the exception Association of one excused absence per calendar yearParallel Importers of Medicine respectively agree.
5. The Steering Committee may call for additional meetings.
g. ask ▇▇▇▇’s case handling bodies to explain issues of a principled nature such as new interpretations of rules, ENLI's practice, etc. The Steering Committee shall may request ▇▇▇▇'s case processing bodies to get any doubt on interpretation clarified by the ▇▇▇- ish Medicines Agency if the agency is the right authority. Or by EFPIA, Medicines for Europe or IFPMA in the case of EFPIA, Medicines for Europe or IFPMA rules. The Steering Committee may request ▇▇▇▇’s case handling bodies to elaborate or specify guid- ance to the Rules where this is deemed to be administered lacking.
6. ENLI is obliged externally by VTA staffsignature of the chairman in conjunction with another member of the Steering Committee or in the chairman's absence by the secretariat manager’s signing in association with a member of the Steering Committee.
Appears in 1 contract
Sources: Cooperation Agreement
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into the Diridon Station Steering Committee (Steering Committee)Sec.
b. The Steering Committee shall advance the Project and manage the Parties’ collective efforts to implement the terms of the Agreement1. The Steering Committee shall work on the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; and draft plans for community outreachconsists of four members, funding, and advocacy.
c. The Steering Committee shall have eight appointed membersof whom: • two members are appointed by ▇▇▇, • one member is appointed by IGL, • one member is appointed by The Association for Parallel Importers of Medicine. Lif acts as secretariat for the Steering Committee. ▇▇▇▇▇; two appointed ▇ appoints a chairman of the Steering Committee for 2 years at a time.
2. Within the framework of the Agreement and ENLI's budget, the Steering Committee has the authority to make decisions on the following matters: • appointment of investigators, including the head of secretariat, and members of the Appeals Board, • changes to the rules, • changes to the case handling rules of ENLI, • changes to ENLI’s Penalties and Fees Regulation. In addition, the Steering Committee may discuss and coordinate any joint political or commu- nicative initiatives in relation to ENLI.
3. Decisions are made by San ▇▇▇▇; two appointed by VTA; simple majority unless otherwise stated in the Agreement. Each mem- ber of the Steering Committee has one appointed by MTC; and one appointed by CHSRAvote. In the event of a tie, the Chairman has the casting vote. The Steering Committee shall have two additional is quorum when three members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇are present.
d. The Steering Committee shall have a Chair 4. For the adoption of amendments to the Rules, Code of Procedure for ENLI or ENLI's Penalties and Vice Chair. These positions shall rotate every calendar year between CaltrainFees Regulations, San ▇▇▇▇which impose significant new restrictions, and VTA. The Chair and Vice Chair shall not be held by duties or expenses on affili- ated organizations or companies, or which discriminate against companies, subject to ENLI's jurisdiction, all four members from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, the Steering Committee shall secure from the appropriate Parties approval for its actionsbe required to agree. Actions by Lif's members of the Steering Committee not subject Committee, regardless of the above, may at any time decide to requested or required approval by change the Parties shall be deemed final.
f. Rules with effect for Lif's members, without this requiring the consent of the other members of the Steering Committee meetings shall be public Committee. Such changes apply only to IGL’s and held quarterly. the Association of Parallel Importers of Medicine’s Members if the respective members of the Steering Committee are expected to attend all meetings, with for IGL and the exception Association of one excused absence per calendar yearParallel Importers of Medicine respectively agree.
5. The Steering Committee may call for additional meetings.
g. ask ▇▇▇▇’s case handling bodies to explain issues of a principled nature such as new interpretations of rules, ENLI's practice, etc. The Steering Committee shall may request ▇▇▇▇'s case processing bodies to get any doubt on interpretation clarified by the ▇▇▇- ish Medicines Agency if the agency is the right authority. Or by EFPIA, Medicines for Europe or IFPMA in the case of EFPIA, Medicines for Europe or IFPMA rules. The Steering Committee may request ▇▇▇▇’s case handling bodies to elaborate or specify guid- ance to the Rules where this is deemed to be administered lacking.
6. ENLI is obliged externally by VTA staffsignature of the chairman in conjunction with another member of the Steering Committee or in the chairman's absence by the secretariat manager’s signing in association with a member of the Steering Committee.
Appears in 1 contract
Sources: Cooperation Agreement
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into the Diridon Station Steering Committee (Steering Committee).
b. The Steering Committee shall advance is hereby established according to the Project following terms:
(i) The role of the Steering Committee is to:
(A) oversee the implementation of this MOU, including the G2G Process;
(B) approve the Terms of Reference prepared by the Technical Committee;
(C) oversee and manage supervise the Technical Committee, including assisting the Technical Committee to fulfil its roles;
(D) provide oversight and direction to the Technical Committee, including the resolution of disputes that may arise within the Technical Committee;
(E) develop and approve policies and procedures for engaging third-parties including First Nations, local communities and industry stakeholders in accordance with Articles 9.0 and 12.0 below;
(F) engage with other First Nations or third-party stakeholders as required;
(G) develop, review and approve the Consensus Recommendations for consideration by the Parties for approval; and
(H) report to the Executive Committee and/or the Parties’ collective efforts to implement representative leadership on the terms implementation of this MOU and the Agreement. G2G Process.
(ii) The Steering Committee shall work on will make all decisions required to achieve the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; and draft plans for community outreach, funding, and advocacy.
c. The Steering Committee shall have eight appointed members: two appointed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRAoutcomes described in this MOU according to consensus between the Parties’ representatives. The Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇.
d. The Steering Committee shall have a Chair and Vice Chair. These positions shall rotate every calendar year between Caltrain, San ▇▇▇▇, and VTA. The Chair and Vice Chair shall Where the Parties’ representatives cannot be held by members from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Partyachieve consensus, the Steering Committee shall secure will refer the matter to consideration by the Executive Committee to resolve any lack of consensus.
(iii) The Steering Committee will be comprised of an equal number of senior representatives from the appropriate Province and ‘Namgis, and each Party will appoint a co-chair. The Parties approval for will notify each other in writing of their initial Steering Committee Representation.
(iv) Either Party may change its actions. Actions representatives on the Steering Committee, including its appointed co-chair, by notifying the other Party in writing.
(v) The Steering Committee will meet regularly according to a schedule agreed to by the Steering Committee not subject to requested or required approval by the Parties shall be deemed finalCommittee.
f. Steering Committee meetings shall be public and held quarterly. Members of the Steering Committee are expected to attend all meetings, with the exception of one excused absence per calendar year. (vi) The Steering Committee will rely on the Technical Committee for advice in the development and preparation of the Consensus Recommendations, but may call also, from time to time, utilize technical expertise and capacity, including if necessary, establishing a technical working group or team, on an as needed basis. This may include subject matter experts or external advisors from the respective Parties who will conduct specific research, analysis and problem solving, and develop proposed plans, policies or program recommendations for additional meetingsthe review and consideration by the Technical Committee or the Steering Committee.
g. The Steering Committee shall be administered by VTA staff.
Appears in 1 contract
Sources: Memorandum of Understanding
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into 3.1 To ensure the Diridon Station Steering Committee (Steering Committee).
b. The completion of the Research Project, a Steering Committee shall advance be established. Each Party, including affiliated Party, shall appoint one member to the Project and manage the Parties’ collective efforts to implement the terms of the AgreementCommittee. The Steering Committee shall work on the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; and draft plans for community outreach, funding, and advocacy.
c. The Steering Committee shall have eight appointed members: two appointed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRA. The Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇.
d. head of neonatology at Rigshospitalet and deputy head of the Institute of Gynecology, Obstetrics and Paediatrics, University of Copenhagen chairs the Steering Committee. The Steering Committee will oversee the Research Project.
3.2 The Steering Committee forms a quorum when all members of the Committee are present or represented by another member by proxy. Decisions shall be made by simple majority. Upon parity of votes, the chairman’s vote shall be decisive.
3.3 Steering Committee meetings are called at with at least a four-week notice and there is one meeting a year and when otherwise requested by one of the Parties. The meetings are prepared and called by the chairman of the Committee. Within two weeks after each meeting, the chairman prepares and distributes meeting minutes which are considered approved by the members if the chairman has not received any written objections at least three weeks after the date of distributing the minutes. In the event of consensus, the Steering Committee may suggest suitable changes to the Research Project and Budget to the Parties. The changes may subsequently be made provided that all Parties have a Chair given their prior written consent An Executive Board shall be established. The Executive Board shall consist of one member from the 6 Core Partners. The Executive Board members will be responsible individually for their designated services to the project and Vice Chairfor effective collaboration. These positions shall rotate every calendar year between Caltrain, San Collectively the members of the Executive Board are responsible for revising the project plans and will in case of major changes to matters related to the trial setup seek guidance from Steering Commitee. ▇▇▇▇ ▇▇▇▇▇▇▇, head of neonatology at Rigshospitalet and VTAdeputy head of the Institute of Gynecology, Obstetrics and Paediatrics, University of Copenhagen chairs the Executive Board. The Chair Executive Board forms a quorum when all members of the Executive Board are present or represented by another member by proxy. Decisions shall be made by simple majority. Upon parity of votes, the chairman’s vote shall be decisive.
4.1 Executive Board meetings are called at with at least four-week notice and Vice Chair shall there are two meetings a year and when otherwise requested by one of the members of the Executive Board. The meetings are prepared and called by the chairman of the Executive Board. Within two weeks after each meeting, the chairman prepares and distributes meeting minutes which are considered approved by the members if the chairman has not received any written objections at least three weeks after the date of distributing the minutes.
4.2 The Research Project is to be held performed in accordance with the Purpose. The Parties are obligated to promote the Research Project diligently and subject to the best possible utilisation of the resources allocated to the Project in accordance with the Budget. The Parties do not have any liability towards each other in terms of results and are for example thus not responsible for lacking fulfilment of the Purpose.
4.3 If observing the timetable of the Research Project is met by members from obstacles, including the same Partyexistence of Third Party rights, unless there the Executive Board group is unanimous agreement between Caltrainto be informed immediately. Subsequently, San the Executive Board shall, to a reasonable extent, attempt to overcome the obstacles. No Party can be made liable to pay unforeseen expenses in this respect or other expenses in excess of the expenses assigned to the Party in question in accordance with the Budget.
4.4 ▇▇▇▇ ▇▇▇▇▇▇▇, head of neonatology at Rigshospitalet and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out deputy head of the rotation Institute of these officesGynecology, unless Obstetrics and Paediatrics, University of Copenhagen shall be the Research Project Leader.
4.4 A Party may not without consent from the other Parties let a Third Party perform parts of the Research Project which rest upon the Party chooses otherwisein question unless agree d upon.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, the Steering Committee shall secure from the appropriate Parties approval for its actions. Actions by the Steering Committee not subject to requested or required approval by the Parties shall be deemed final.
f. Steering Committee meetings shall be public and held quarterly. Members of the Steering Committee are expected to attend all meetings, with the exception of one excused absence per calendar year. The Steering Committee may call for additional meetings.
g. The Steering Committee shall be administered by VTA staff.
Appears in 1 contract
Sources: Co Operation Agreement
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into the Diridon Station 8.1 A Steering Committee (is established as the coordinating and governing body of this Voluntary Agreement.
8.2 Each Service Provider that has at least two million residential broadband Internet access subscribers at or after the date of execution of the Voluntary Agreement may nominate one person to represent it as a Member on the Steering Committee). Initial Service Provider Signatories shall maintain their Member seats on the Steering Committee notwithstanding any merger or consolidation of particular Service Provider Members. Additional Service Provider Signatories may be admitted on terms to be approved by the Steering Committee.
b. 8.3 The Vendor Signatories may together nominate no more than three persons to serve as Members of the Steering Committee. A representative of the Consumer Technology Association shall serve as one such Member.
8.4 A representative of NCTA shall serve as a Member.
8.5 The Energy Advocates together may nominate no more than two persons to serve as Members of the Steering Committee.
8.6 Signatories entitled to nominate a Member may appoint an alternate representative that may attend meetings and vote in the absence of that Member. A Signatory may replace its Member or alternative representative on notice.
8.7 The Steering Committee will elect a Chair from among its Members.
8.8 The Chair will be responsible for convening the Steering Committee meetings at least once each calendar year, and for running meetings of the Steering Committee.
8.9 At the request of any Signatory, the Chair may authorize any person to attend meetings of the Steering Committee as a non-voting observer.
8.10 Attendees at Steering Committee meetings shall sign a confidentiality agreement as a condition of attendance.
8.11 The Steering Committee may adopt rules of procedure and administration.
8.12 The Steering Committee may delegate any of its powers under the Voluntary Agreement to specific individuals or to sub-committees established by the Steering Committee.
8.13 The Steering Committee shall advance designate an Independent Administrator to be responsible for the Project collection and manage processing of information supplied directly or indirectly by Signatories and determining a Signatory’s compliance with the Parties’ collective efforts to implement the terms Voluntary Agreement.
8.14 The costs of the Agreement. The attending Steering Committee shall work on the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; and draft plans for community outreach, funding, and advocacymeetings will be borne by each attendee.
c. 8.15 The Steering Committee shall have eight appointed members: two appointed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRA. The Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇.
d. The Steering Committee shall have a Chair and Vice Chair. These positions shall rotate every calendar year between Caltrain, San ▇▇▇▇, and VTA. The Chair and Vice Chair shall not be held by members from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out costs of the rotation of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, operating the Steering Committee shall secure from the appropriate Parties approval for its actions. Actions be allocated in cost-recovery only annual dues set by the Steering Committee not subject to requested or required approval by the Parties shall be deemed final.
f. Steering Committee meetings shall be public and held quarterly. Members of assessed equally on each Signatory, except that the Steering Committee are expected to attend all meetings, with the exception of one excused absence per calendar year. may approve lower dues for non-profit Energy Advocates.
8.16 The Steering Committee may call for additional meetingswill seek regular consultation and engagement with representatives of appropriate regulatory authorities and other stakeholders to provide updates regarding the implementation of this Agreement.
g. The Steering Committee shall be administered by VTA staff.
Appears in 1 contract
Sources: Voluntary Agreement for Ongoing Improvement to Energy Efficiency of Small Network Equipment
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall sales and marketing program for the Test in the Territories will be restructured into managed by a steering committee having equal representation of the Diridon Station parties (the “Steering Committee”), which Steering Committee (may be the same as the “Steering Committee).
b. The Steering Committee shall advance ” (as defined in the Project and manage U.S. Co-Promotion Agreement) managing the Parties’ collective efforts to implement the terms of the U.S. Co-Promotion Agreement. The Steering Committee shall work on will include three (3) members from each party and will meet in-person at least quarterly with at least one (1) meeting per year being conducted in person while more frequent meetings or teleconferences will be held anytime they are needed and requested by the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a longSteering Committee’s members of either party. If an in-term governance structure; and draft plans for community outreachperson meeting is impracticable, funding, and advocacy.
c. The Steering Committee shall have eight appointed members: two appointed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRA. The Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇.
d. The Steering Committee shall have a Chair and Vice Chair. These positions shall rotate every calendar year between Caltrain, San ▇▇▇▇, and VTA. The Chair and Vice Chair shall not meetings may be held by videoconference or teleconference. When meetings are held in person, individual members from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, the Steering Committee shall secure from the appropriate Parties approval for its actions. Actions by the Steering Committee not subject to requested or required approval by the Parties shall be deemed final.
f. Steering Committee meetings shall be public and held quarterly. Members of the Steering Committee are expected may nonetheless participate by videoconference or teleconference. If unable to attend all meetingsin person or by videoconference or teleconference, with an individual member of the exception Steering Committee may grant a proxy to another individual member of the Steering Committee in order to act on his or her behalf on any matter to be acted upon at any meeting of the Steering Committee. Other representatives of the parties may attend Steering Committee meetings as non-voting participants. At least one excused absence per calendar yearweek prior to any meeting of the Steering Committee, the parties shall agree upon a proposed agenda of the matters to be discussed at such meeting. The parties shall agree, at the first meeting of the Steering Committee, upon procedures for maintaining meeting minutes. The Steering Committee may call take action on a matter at a meeting only if a quorum exists with respect to that matter. The attendance of at least two (2) members of the Steering Committee of each party at a meeting shall constitute a quorum for additional meetings.
g. The the transaction of business. Each member of the Steering Committee shall be administered entitled to cast one (1) vote, either in person or by VTA staffproxy, on any matter to be acted upon at any meeting of the Steering Committee. All decisions made by the Steering Committee shall require a majority vote by the members of the Steering Committee, either in person or by proxy. Any action required or permitted to be taken at any meeting of the Steering Committee may be taken without a meeting if the action is taken by all members of the Steering Committee. Such action must be evidenced by one or more written consents describing the action taken and signed by each member of the Steering Committee. In the event the Steering Committee is unable to achieve a majority vote on any issue, then the dispute resolution process set forth in Section 5.3 hereof will be followed with respect to such issue.
Appears in 1 contract
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into IOCB will establish a steering committee (the Diridon Station Steering Committee (“Steering Committee).
b. The Steering Committee shall advance ”) for the Project and manage the Parties’ collective efforts to implement the terms governance of the Agreementoperations of GSRC, selection of the Members of GSRC and allocation of the funds to GSRC’s operations. The Steering Committee shall work will conduct its activities in accordance with this Agreement including the by-laws set forth in Annex D.
(a) Responsibilities. The responsibilities of the Steering Committee will
(i) Allocating the funds that IOCB receives through the Donations for
(ii) Selecting distinguished researcher employees of IOCB as Members of GSRC and approving the individual participants in Member Research Groups for participation in the GSRC (each individual participant, a “GSRC Participant”);
(iii) Supervising the research conducted by the research groups led by the GSRC Members and providing guidance on GSRC research activities on an ongoing basis;
(iv) Monitoring inventions made by GSRC Members and directing timely disclosure of such inventions to IOCB;
(v) Reviewing the scope Member Annual Reports from all Members and budget; prepare progress reports; select station design alternatives; decide on a recommendation preparing and providing to the Advisory Board the GSRC Annual Report pursuant to Section 3.3(b);
(vi) Establishing and allocating funding for a longthe GSRC post-term governance structure; doctoral fellowship and draft plans the GSRC pre-doctoral stipend as contemplated in Section 4.2(c), establishing guidelines, support levels and terms for community outreach, fundingsuch fellowship and stipend, and advocacyselecting recipients for such fellowship and stipend; and
(vii) Performing such other activities, including without limitation administrative activities, as appropriate for the governance of the GSRC on an ongoing basis.
c. The Steering Committee shall have eight appointed members: two appointed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRA(b) Representatives. The Steering Committee shall have two additional members serving ex- officio: an official from will consist of eight (8) representatives, with one of such representatives being the then-current Director of IOCB and the other representatives consisting of research group leaders at IOCB. The initial representatives of the Steering Committee are set forth in Annex E. The initial chairperson of the Steering Committee will be ▇▇. ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇. IOCB will determine, ▇▇.
d. The Steering Committee shall have a Chair and Vice Chair. These positions shall rotate every calendar year between Caltrain, San ▇▇▇▇, and VTA. The Chair and Vice Chair shall not be held by members from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Partyat its sole discretion, the Steering Committee shall secure from the appropriate Parties approval for its actions. Actions by the Steering Committee not subject to requested or required approval by the Parties shall be deemed final.
f. Steering Committee meetings shall be public and held quarterly. Members tenure of the Steering Committee are expected to attend all meetings, with representatives and the exception procedures for the subsequent appointment or election of one excused absence per calendar year. The Steering Committee may call for additional meetingsrepresentatives.
g. The Steering Committee shall be administered by VTA staff.
Appears in 1 contract
Sources: Donation Agreement
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board 5.1 Each Partner shall be restructured into appoint a representative to the Diridon Station Steering Committee.
5.2 A Chairperson for the Steering Committee will be appointed by all Partners on the basis of a majority of votes (Steering Committee51% of all votes).
b. 5.3 The Steering Committee shall advance decide all fundamental questions and issues regarding cooperation during the Project and manage the Parties’ collective efforts to implement the terms of the Agreement. project implementation.
5.4 The Coordinator shall convene a Steering Committee shall work on the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; and draft plans for community outreach, funding, and advocacy.
c. The Steering Committee shall have eight appointed members: two appointed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRA. The Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇.
d. The Steering Committee shall have a Chair and Vice Chair. These positions shall rotate every calendar year between Caltrain, San ▇▇▇▇, and VTA. The Chair and Vice Chair shall not be held by members from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, the Steering Committee shall secure from the appropriate Parties approval for its actions. Actions by the Steering Committee not subject to requested or required approval by the Parties shall be deemed final.
f. Steering Committee meetings shall be public and held quarterly. Members of the Steering Committee are expected to attend all meetings, with the exception of one excused absence per calendar yearmeeting when required. The Steering Committee may call for additional meetingsalso meet in the form of a telephone conference or may be consulted by email.
g. The 5.5 All meetings minutes and decisions taken by the Steering Committee shall be administered put in writing and circulated by VTA staffthe Coordinator among the Partners. Partners have normally 7 working days (unless a longer period is given by the Coordinator) to provide any comment. After this period, if no objections are made, the decision is to be considered approved and fully effective.
5.6 All Partners are represented in the Steering Committee with one vote. All decisions by the Steering Committee should be unanimous. If the Partners fail to reach a unanimous decision, a majority vote (51%) is acceptable.
5.7 In exception to the provisions of article 5.6, unanimity is required for decisions in the following cases:
a) substantial amendments to the GA with the Center of European Projects,
b) amendments to the allocation of tasks among the Partners,
c) all financial issues entailing costs not included in the approved budget.
5.8 In the event that a decision is made regarding a specific Partner, this Partner should be represented. Defaulting Party members may not vote.
5.9 A Partner that can show that its own work, time for performance, costs, liabilities, intellectual property rights or other legitimate interests would be severely affected by a decision of the Steering Committee may exercise a veto with respect to the corresponding decision or relevant part of the decision. Such veto shall be reasonably and duly justified. When the decision is foreseen on the original agenda, a Partner may veto such a decision during the meeting only. When a decision has been taken on a new item added to the agenda before or during the meeting, a Partner may veto such decision during the meeting and within 15 days after the minutes of the meeting are sent. In case of exercise of veto, the members of the Project Steering Committee shall make every effort to resolve the matter which caused the veto to the general satisfaction of all Parties. A Partner may not veto decisions relating to its identification as a Defaulting Party. The Defaulting Party may not veto decisions relating to its participation and termination in the Consortium or the consequences of them. A partner requesting to leave the Consortium may not veto decisions relating thereto.
5.10 At its inaugural meeting, the Steering Committee should adopt rules of procedure to be observed in the formal execution of its work.
5.11 In addition to the Partners, one or more members of the Advisory Board may be invited to attend the Steering Group Meetings. They will have a consulting role with no voting rights.
Appears in 1 contract
Sources: Consortium Agreement
Steering Committee. a. (a) The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board parties shall be restructured into establish and maintain throughout the Diridon Station Steering Committee Term of this Agreement a committee (the “Steering Committee).
b. The Steering Committee shall advance ”) to oversee the Project implementation and manage the Parties’ collective efforts to implement the terms operation of the this Agreement. The Steering Committee shall work on consist of six natural Persons. Aviall shall be entitled to appoint three members of the scope Steering Committee and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; GE shall be entitled to appoint three members of the Steering Committee. The initial members of the Steering Committee appointed by Aviall shall be the Senior Managing Director of Engine Programs, Director of GE Engine Program and draft plans for community outreach, fundingDirector of Procurement of Aviall, and advocacythe initial members of the Steering Committee appointed by GE shall be the Spares General Manager, Spares Customer and Fulfillment Leader and CF6 Platform representative of GE. Aviall shall be entitled to remove and replace at any time, at the sole discretion of Aviall, one or more of the members of the Steering Committee appointed by Aviall and GE shall be entitled to remove and replace at any time, at the sole discretion of GE, one or more of the members of the Steering Committee appointed by GE.
c. (b) The Steering Committee shall oversee the implementation and operation of this Agreement with the purpose of ensuring that each Party’s relevant interests, as summarized in the Recitals to this Agreement, have eight appointed members: two appointed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRAare being addressed in a satisfactory manner consistent with the broad principles of cooperation underlying the execution of this Agreement. The If and to the extent the Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇determines that such relevant interests are not being addressed in a fully satisfactory manner as contemplated herein, ▇▇.
d. The Steering Committee shall have a Chair and Vice Chairthen they will attempt to agree on what action, if any, is required in view of their joint determination. These positions shall rotate every calendar year between Caltrain, San ▇▇▇▇, and VTA. The Chair and Vice Chair shall not be held by members from Without limiting the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Partyforegoing, the Steering Committee shall secure meet to:
(i) Review and discuss the following items as it pertains to Product support:
A. Catalog List prices
B. Catalog Lead Times
C. Manufacturing Lead Times
(ii) Payment Issues (Past Due, Credit Holds, etc) General Electric Company
(iii) Discuss pertinent Customer Information
A. Input from Customers relating to the appropriate Parties approval Products and other GE Engines
B. Discuss Customer Service issues and opportunities
C. Review Potential Customers not yet approved by GE
D. Administration of Special Customer Agreements
(iv) Marketing & Sales Information
A. Evaluate and discuss market status and strategy
B. Evaluate and discuss sales opportunities
C. Market intelligence and competitive information for its actions. Actions by the Steering Committee not subject to requested GE Engines
(v) Review Six Sigma training and projects
(vi) Discuss and review new business plans or Fleet Programs
(vii) Configuration Management
A. Product Control Board Decisions
B. Airworthiness Directives
(viii) Discuss any required approval by the Parties shall be deemed final.IT infrastructure and changes
f. Steering Committee meetings shall be public and held quarterly. Members of the Steering Committee are expected to attend all meetings, with the exception of one excused absence per calendar year. The Steering Committee may call for additional meetings.(ix) Metrics
g. The Steering Committee shall be administered by VTA staff.A. Delivery Performance
B. Material Delinquencies
C. Other Metrics (x) Compliance Issues A. Blacklisted Countries General Electric Company
Appears in 1 contract
Steering Committee. a. A. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into the Diridon Station TRAIL Steering Committee (Steering Committee)is the principal body that shall consider and formulate the policies and procedures governing TRAIL in accordance with the recommendations of the membership.
b. B. The Steering Committee is empowered to conduct the business of TRAIL, including but not limited to; approve and enact project activities; discuss and recommend future policy or changes in policy to be adopted by the membership; make budgetary decisions for TRAIL; approach funding agencies; conduct periodic membership drives; and maintain communication with scholarly and professional associations, government agencies, and other cooperative projects.
C. The Steering Committee shall advance consist of four (4) elected officers, Working Group Coordinators, additional representatives appointed from the Project membership, and manage the Parties’ collective efforts to implement the terms of the Agreementex officio members. The Steering Committee shall work on the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; and draft plans for community outreach, funding, and advocacybe comprised of not fewer than eight (8) members.
c. The Steering Committee shall have eight appointed members: two appointed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRA. The Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇.
d. The Steering Committee shall have a Chair and Vice Chair. These positions shall rotate every calendar year between Caltrain, San ▇▇▇▇, and VTA1. The Chair and Vice Chair of TRAIL shall not be held by members from chair the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwiseSteering Committee.
e. The 2. Coordinators of standing Working Groups shall serve on the Steering Committee shall not supersede for the authority period of each Partytheir appointed terms.
3. As required by law or the Agreement or as requested by a Party, Additional members of the Steering Committee shall secure be appointed by the Chair as needed.
4. A representative of CRL shall serve as an ex officio non-voting member of the Steering Committee.
D. All elected and appointed voting members of the Steering Committee, including the Chair, shall have equal votes on matters requiring a formal approval by the Committee. Each voting member shall be accorded one vote, regardless of the number of elected/appointed positions held.
E. Steering Committee members shall generally serve two-year terms, with appointments beginning immediately after the TRAIL Annual Meeting; re-election/re-appointment is permitted. Steering Committee member elections and appointments shall be staggered to ensure a measure of continuity within the Steering Committee each year. Individuals should serve on a Working Group for a minimum of one year before being considered for the Steering Committee.
F. In the event a member is unable to serve a full term, the Chair shall appoint a replacement to serve the remainder of the term (see V.B.4 for the special case involving the Vice-Chair/Chair- Elect). In the event the Chair is unable to serve a full term, the Chair-Elect shall fulfill the remainder of the Chair’s term.
G. Any appointed or elected Steering Committee member may be removed from the appropriate Parties approval for its actions. Actions office by the Steering Committee whenever, in their judgment, he or she does not subject to requested or required approval fulfill the duties of the office. Removal may be enacted by the Parties shall be deemed final.
f. a majority vote of all Steering Committee meetings shall be public and held quarterly. Members of the Steering Committee are expected to attend all meetings, with the exception of one excused absence per calendar year. The Steering Committee may call for additional meetingsmembers.
g. The Steering Committee shall be administered by VTA staff.
Appears in 1 contract
Sources: Participant Agreement
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into No later than ten (10) days after the Diridon Station Steering Committee (Effective Date, the parties will establish a joint Steering Committee, which will be made up of representatives from the parties (collectively the “Steering Committee”).
b. The Steering Committee shall advance the Project and manage the Parties’ collective efforts to implement the terms of the Agreement. The Steering Committee shall work on will manage the scope Collaborative Program and budgetwill (i) provide strategic direction and performance criteria for the Collaborative Program; prepare (ii) monitor progress reportsand communicate status of the Collaborative Program; select station design alternatives(iii) facilitate the cooperation of the parties under the Collaborative Program; decide on a recommendation for a long-term governance structure(iv) approve the achievement of milestones; and, (v) continue to communicate following the Collaborative Period regarding the development and draft plans for community outreach, funding, and advocacy.
c. The Steering Committee shall have eight appointed members: two appointed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRAcommercialization of Products. The Steering Committee shall have will consist of two additional members serving ex- officio: an official from ▇▇▇▇ (2) representatives designated by Senomyx and ▇▇▇ ▇▇▇▇▇▇▇two (2) representatives designated by Nestlé. Subject to the quorum requirements below, ▇▇.
d. The permanent Steering Committee shall have a Chair and Vice Chairmembers may delegate their voting powers to delegates from their respective companies. These positions shall rotate every calendar year between Caltrain, San ▇▇▇▇, and VTA. The Chair and Vice Chair shall not be held by members from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, the Steering Committee shall secure from the appropriate Parties approval for its actions. Actions by the Steering Committee not subject to requested or required approval by the Parties shall be deemed final.
f. Steering Committee meetings shall be public and held quarterly. Members Each member of the Steering Committee are expected to attend all meetings, with the exception of will have one excused absence per calendar year(1) vote. The Steering Committee may call for additional meetings.
g. The will first meet no later than thirty (30) days after the Effective Date and at least four (4) times per year during the Collaborative Period using mutually agreed upon meeting locations and formats including teleconferencing and videoconferencing. Each party shall bear its own expenses relating to the meetings and activities of the Steering Committee. During the Collaborative Period, Senomyx will promptly prepare and deliver to the members of the Steering Committee shall minutes of such meetings for review and approval by both parties. Decisions of the Steering Committee will be administered made by VTA staffunanimous vote, at a meeting where all four voting representatives are present. A minimum of two (2) Steering Committee members, one from each of Nestlé and Senomyx, must be present at each meeting of the Steering Committee. One (1) permanent member from each of Nestlé and Senomyx must be present to constitute a quorum. Subject to the quorum requirements in this Section, each member (or an authorized representative) of the Steering Committee must be represented at each meeting either in person, or by a mutually agreed upon format including teleconferencing and videoconferencing, for a quorum to be constituted. In addition, each permanent Steering Committee member must attend at least fifty percent (50%) of the Steering Committee meetings. All unresolved disputes will be settled in accordance with Section 17.4, or as otherwise mutually agreed upon in writing.
Appears in 1 contract
Sources: Collaborative Research and License Agreement (Senomyx Inc)
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into the Diridon Station Steering Committee (Steering Committee).
b. 6.1 The Steering Committee shall advance the Project and manage the Parties’ collective efforts to implement the terms be composed of the AgreementScientific Coordinator and its Deputies, the Administrative Manager and the Work Package Leaders of Networking-, Transnational Access- and Joint Research Activities, and will include the chairperson of the Governing Board as ex-officio member.
6.2 Each Work Package Leader, including the Scientific Coordinator as WP1 Leader, shall have one vote. In case a Work Package has two or more Work Package Leaders they shall have a single vote.
6.3 The Steering Committee shall be chaired by the Scientific Coordinator or one of its Deputies. The Steering Committee shall work on the scope meet as often as deemed necessary by its members and budget; prepare progress reports; select station design alternatives; decide on at least four (4) times a recommendation for a longyear, face-term governance structure; and draft plans for community outreach, funding, and advocacyto face or by telephone/video- conference.
c. The 6.4 All meetings shall be convened by the Scientific Coordinator, who shall give at least fourteen (14) calendar days prior written notice and who shall include the agenda in the notice. Shorter notice may be given subject to prior approval thereof by all Steering Committee shall have eight appointed members: two appointed members and items may be added to the agenda during the meeting if so agreed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRA. The all Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇.
d. The Steering Committee shall have a Chair and Vice Chairpresent or represented at the meeting. These positions shall rotate every calendar year between Caltrain, San ▇▇▇▇, and VTA. The Chair and Vice Chair shall not be held by members from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out Minutes of the rotation meetings of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, the Steering Committee shall secure from the appropriate Parties approval for its actions. Actions be sent within fourteen (14) calendar days by the Administrative Manager, liaising with the Scientific Coordinator, to all Steering Committee not subject to requested or required approval by the Parties members. They shall be deemed finalconsidered as accepted if within fourteen (14) calendar days from receipt no member has objected in writing to the chairperson.
f. Steering Committee meetings 6.5 Decisions shall be public and held quarterly. Members taken by a majority of two-thirds of the votes of the Steering Committee are expected to attend all meetings, with members present or represented and voting it being understood that the exception of one excused absence per calendar year. The Steering Committee may call for additional meetings.
g. The Steering Committee shall endeavour to reach consensus on its decisions wherever possible. Any decision shall be administered subject to a quorum of two-thirds of the Steering Committee members being present or represented and voting. In case this quorum is not reached, another extraordinary Steering Committee meeting may be convened within thirty (30) calendar days where the decision may be re-submitted to a vote.
6.6 The Steering Committee, with due respect to the Grant Agreement including Annex 1 (Description of Work) thereto, shall in particular:
(a) ensure the implementation of decisions taken by VTA staffthe Governing Board;
(b) monitor the progress of the work and review Project Deliverables in accordance with Annex I to the Grant Agreement and Annex 5 (Reporting Procedures) to this Agreement, and in case of major issues may organize internal reviews concerning certain tasks or Project Deliverables, and may propose adjustments of the work programme for approval to the Governing Board.
(c) assist the Coordinator in ensuring compliance by the Participants of their obligations in relation to the Project;
(d) take executive decisions on administrative and technical issues,
(e) prepare meetings and decisions to be taken by the Governing Board and submit the corresponding proposals;
(f) require the Coordinator to issue notices requiring remedy of a breach by a Defaulting Participant;
(g) consider and make recommendations concerning publication and dissemination issues;
(h) decide on the replacement of Task Leaders, if necessary. Issues that cannot be resolved at Steering Committee level shall be submitted by the Scientific Coordinator to the Governing Board.
Appears in 1 contract
Sources: Consortium Agreement
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board A. GNARP/DNABG shall be restructured into the Diridon Station managed by a Steering Committee (Steering Committee)comprised of elected representatives from the membership.
b. B. The Steering Committee is empowered to conduct the business of GNARP/DNABG in accordance with the recommendations of the membership; approve and enact project activities; discuss and recommend future policy or changes in policy to be adopted by the membership; make budgetary decisions for GNARP/DNABG; approach funding agencies; conduct periodic membership drives; and maintain communication with scholarly and professional associations as well as with other, similar cooperative projects.
C. The Steering Committee shall advance consist of at least the Project and manage elected working group coordinators in addition to the Parties’ collective efforts to implement the terms of the Agreement. The Steering Committee shall work on the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; and draft plans for community outreach, funding, and advocacy.
c. The Steering Committee shall have eight appointed members: two appointed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRA. The Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇.
d. The Steering Committee shall have a Chair and Vice Chair.
1. These positions Furthermore, the Chair shall rotate every calendar year between Caltrainappoint two German, San ▇▇▇▇Personal Members, and VTAor other Members to the Steering Committee.
2. The Chair and Vice Chair of GNARP/DNABG shall not be held by members from chair the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwiseSteering Committee.
e. The Steering Committee 3. Elected Coordinators of standing Working Groups shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, serve on the Steering Committee for the period of their elected terms.
4. Representatives of CRL, the Library of Congress, and the German National Library shall secure from the appropriate Parties approval for its actions. Actions by serve as ex officio non-voting members of the Steering Committee not subject to requested or required Committee.
▇. ▇▇▇ elected and appointed voting members of the Steering Committee, including the Chair, shall have equal votes on matters requiring a formal approval by the Parties Committee. Each voting member shall be deemed finalaccorded one vote.
f. E. Steering Committee meetings Members shall serve two-year terms, re-election is permitted for one additional term. Elected members begin their term of office immediately following the annual meeting.
F. In the event a member is unable to serve a full term, the Chair shall appoint a replacement to serve the remainder of the term. Following this period, the replacement shall be public and held quarterly. Members eligible to stand for election according to the terms of the Steering Committee are expected to attend all meetings, with the exception of one excused absence per calendar year. The Steering Committee may call for additional meetings.
g. The Steering Committee shall be administered by VTA staff.Section
Appears in 1 contract
Sources: Individual Participant Agreement
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into implementation of the Diridon Station Steering Committee (agreement is governed by a Steering Committee).;
b. The Steering Committee shall advance the Project will decide upon and manage the Parties’ collective efforts to implement the terms of the Agreement. The Steering Committee shall work on the scope and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; and draft plans for community outreach, funding, and advocacy.its own working method;
c. The Steering Committee shall have eight appointed Each delegation to the agreement appoints two (2) members: two appointed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; , one appointed by MTC; representative and one appointed by CHSRA. The deputy representative, to the Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇.Committee;
d. The Steering Committee shall have a Chair and Vice Chair. These positions shall rotate every calendar year between Caltrainis chaired by an independent chairperson, San ▇▇▇▇, and VTA. The Chair and Vice Chair shall not be held jointly appointed by members from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwise.all Parties;
e. The Steering Committee shall not supersede takes decisions unanimously;
f. Each Party has the authority right to ask for a decision of each Party. As required by law or the Agreement or as requested by a PartySteering Committee in respect of matters in connection to this agreement;
g. Where relevant, the Steering Committee shall secure from will invite adhering banks to this agreement to attend the appropriate Parties approval for its actions. Actions by meeting of the Steering Committee;
h. The Steering Committee not subject to requested is responsible for dealing with day-to-day governance issues for the implementation of the agreement. It is responsible for, inter alia: o New projects, initiatives or required approval cooperation with other entities that support or reinforce the implementation of the agreement; o Safeguarding a balanced contribution by the Parties shall to the activities and the results; o Convening an annual evaluation meeting to inform the Parties of the steps taken to implement the commitments in this agreement and, where needed, to provide the Parties and the adhering banks with recommendations for improvement; o Developing and maintaining an implementation plan20;
i. The Parties will ask a third party to host an independent secretariat to assist the Steering Committee;
j. The annual information provided by the Parties and the adhering banks for assessing the individual progress made in implementing this agreement will be deemed final.sent in Q1 of each year to the secretariat of the Steering Committee. Reasons for non-disclosure need to be explained. The secretariat will provide the information to the independent Monitoring Committee21 for the annual monitoring report. The independent Monitoring Committee will, through the secretariat, provide the annual monitoring report to the Steering Committee. Competitively sensitive information provided by individual banks will not be shared with any representative of any other bank;
f. Steering Committee meetings shall be public and held quarterly. Members k. The secretariat of the Steering Committee are expected to attend all meetings, with will treat the exception of one excused absence per calendar yearcompetitively sensitive information received from the Parties and the adhering banks as strictly confidential. The Steering Committee may call for additional meetings.
g. The will not receive this competitively sensitive information. In this regard, the Steering Committee shall be administered by VTA staffwill develop a confidentiality protocol that will safeguard this notion during the agreement period. This protocol will apply to the Steering Committee and the secretariat that assists the Steering Committee.
Appears in 1 contract
Sources: Dutch Banking Sector Agreement on International Responsible Business Conduct Regarding Human Rights
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board A. CIFNAL/ICBFN shall be restructured into the Diridon Station managed by a Steering Committee (Steering Committee)comprised of elected representatives from the membership.
b. B. The Steering Committee is empowered to conduct the business of CIFNAL/ICBFN in accordance with the recommendations of the membership; approve and enact project activities; discuss and recommend future policy or changes in policy to be adopted by the membership; make budgetary decisions for CIFNAL/ICBFN; approach funding agencies; conduct periodic membership drives; and maintain communication with scholarly and professional associations as well as with other, similar cooperative projects.
C. The Steering Committee shall advance consist of at least five representatives of CIFNAL/ICBFN.
1. Four representatives shall be elected to at-large positions on the Project and manage Steering Committee in accordance with the Parties’ collective efforts to implement procedures in Section VIII. At least one representative shall be from a French or francophone institution.
2. The Chair of CIFNAL/ICBFN shall chair the terms Steering Committee.
3. Elected Coordinators of standing Working Groups shall serve on the Steering Committee for the period of their elected terms.
4. A representative of CRL shall serve as an ex officio member of the AgreementSteering Committee.
▇. ▇▇ advisory group of scholars and end-users, including representatives from academic organizations concerned with library and scholarly issues in francophone studies as well as non-academic information users and providers, shall be appointed by the Steering Committee as appropriate. The makeup of the advisory group shall be formulated to provide a balance of opinion and diversity of expertise. Members of the advisory group need not be from institutions that are a member of CIFNAL/ICBFN, and shall serve as ex officio members of the Steering Committee shall work Committee.
E. All elected representatives on the scope and budget; prepare progress reports; select station design alternatives; decide Steering Committee, including the Chair, shall have equal votes on matters requiring a recommendation for a longformal approval by the Committee. Each member shall be accorded one vote. Ex officio members shall be non-term governance structure; and draft plans for community outreach, funding, and advocacyvoting members.
c. The Steering Committee shall have eight appointed members: two appointed by ▇. ▇▇▇▇▇▇▇▇▇ Committee Members shall serve three-year terms, with staggered elections; two appointed by San ▇▇▇▇; two appointed by VTA; re- election is permitted for one appointed by MTC; and one appointed by CHSRAadditional term. The Steering Committee shall have two additional Elected members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇begin their term of office immediately following the annual membership meeting.
d. The Steering Committee shall have G. In the event a Chair and Vice Chair. These positions shall rotate every calendar year between Caltrainmember is unable to serve a full term, San ▇▇▇▇, and VTA. The Chair and Vice the Chair shall not be held by members from appoint a replacement to serve the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out remainder of the rotation of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Partyterm. As required by law or the Agreement or as requested by a PartyFollowing this period, the Steering Committee shall secure from the appropriate Parties approval for its actions. Actions by the Steering Committee not subject to requested or required approval by the Parties replacement shall be deemed final.
f. Steering Committee meetings shall be public and held quarterly. Members eligible to stand for election according to the terms of the Steering Committee are expected to attend all meetings, with the exception of one excused absence per calendar year. The Steering Committee may call for additional meetings.
g. The Steering Committee shall be administered by VTA staff.Section V.
Appears in 1 contract
Sources: Institutional Participant Agreement
Steering Committee. a. 1. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board Members shall be restructured into meet in the Diridon Station Steering Committee (Steering Committee)in person, by telephone or video conference in order to take decisions on the overall organisation and activities of the Consortium.
b. The Steering Committee shall advance the Project and manage the Parties’ collective efforts to implement the terms of the Agreement2. The Steering Committee shall work on consist of one representative per Member (the scope “representatives”). Substitutes for representatives may also be appointed. Replacements of representatives, proxies or substitutes shall be possible and budget; prepare progress reports; select station design alternatives; decide on shall be communicated in writing or electronically to the Consortium Manager who shall promptly advise the other Steering Committee members of the change. The representatives may be accompanied by external experts/consultants in meetings of the Steering Committee. The Chairman is the representative of the Lead Registrant. In case of multiple Lead Registrants within the Consortium, the representatives shall jointly elect a recommendation Chairman for a long-term governance structure; of [1 year or more] and draft plans for community outreach, funding, and advocacy.
c. The may elect a deputy Chairman. Each Member is entitled to one vote in the Steering Committee. Decisions of the Steering Committee shall be taken by a simple majority of the voting representatives unless otherwise provided for in this Agreement. [Decisions can be taken by the Steering Committee if at least half of its Members are present or represented/Decisions taken by the Steering Committee do not require any presence quorum]. For an only representative as Member and in accordance with article III.2, the Consortium Manager will be informed of the number of non-EU manufacturers being represented by the only representative. For the purpose of equal voting, each non-EU manufacturer and its affiliates will have eight appointed members: two appointed one vote and the total amount of votes of non-EU manufacturers will be allocated to the only representative. Decisions of the Steering Committee can equally be adopted during a face-to-face meeting, a conference call or in writing, including email. In this latter case, a Member’s failure to respond means approval of the decisions subject to approval, when no response is provided within a certain time to be defined on a case by ▇▇▇▇▇▇▇▇; two appointed case basis by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; the Steering Committee. Upon unanimous decision, the Steering Committee is entitled to modify any provisions and one appointed by CHSRAAnnexes to this Agreement. A Member shall be excluded from voting in the event of a vote on the exclusion of that Member pursuant to Article III 5 or on matters in which he has no vested interest, including a vote on testing proposals which he is not required to provide for the purpose of registration and in which he does not intend to participate.
3. The Steering Committee shall have two additional members serving ex- officioall powers and make all decisions necessary to ensure that the Purpose is achieved. The tasks of the Steering Committee may include inter alia the following: - Appointment of the Consortium Manager; - Decisions on funding, scope and matters of policy; - Appointment and directing the Technical Committee(s); - Decisions to carry out and on proposals for testing; - Decisions on working and finance plan and management of financial resources of the Consortium, including budgeting, funding collection and accountancy; - Decision on the appointment of external consultants to perform technical and scientific tasks; - Establishment of ad hoc task forces and/or an official from ▇▇▇▇ executive committee and ▇▇▇ ▇▇▇▇▇▇▇its respective operational rules, ▇▇whenever necessary, including for the development of Joint Registration Dossier required for each specific Substance covered by the Consortium [or for the development of an application for Authorisation]; - Approval of the Joint Registration Dossier to be submitted jointly to the Agency; - Coordination and supervision of activities of the Consortium Manager and the Lead Registrant(s); - Arbitration in cases of disagreement or disparities within the Technical Committee(s); - Adoption of the technical decisions when there is no Technical Committee in place in the Consortium.
d. The Steering Committee shall have a Chair and Vice Chair4. These positions shall rotate every calendar year between Caltrain, San ▇▇▇▇, and VTA. The Chair and Vice Chair shall not be held by members from the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out Meetings of the rotation of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Party, the Steering Committee shall secure from be convened as deemed necessary to review, on the appropriate Parties approval for its actionsbasis of the technical and financial progress reports of the Consortium Manager and the progress relative to the work schedule and the budget. Actions Notice of each Steering Committee meeting and the agenda shall be transmitted to each Member by the Steering Committee Consortium Manager at least 7 days in advance. No decision can be taken on an item which does not subject to requested or required approval appear on the circulated agenda. A Member who is prevented from attending may be represented only by the Parties another Member. One Member, however, may not represent more than [one] other Member. The written proxy shall be deemed finalpresented to the Consortium Manager, before the meeting.
f. Steering Committee 5. Extraordinary meetings shall be public and held quarterly. Members of the Steering Committee will be convened by the Consortium Manager at the request of the majority of the Members wherever the agreed deadlines or estimated budget are expected to attend all meetings, with the exception of one excused absence per calendar yearoverrun or when other extraordinary circumstances occur. The Steering Committee may call for additional meetingsMembers of the Consortium shall have the opportunity on that occasion to consider their participation in the Consortium based on documented reasons.
g. The Steering Committee shall be administered by VTA staff.
Appears in 1 contract
Sources: Consortium Agreement
Steering Committee. a. The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board shall be restructured into the Diridon Station Steering Committee (Steering Committee).
b. The Steering Committee shall advance act as Trustees for the Project publication and manage shall have administrative responsibilities for the Parties’ collective efforts to implement the terms Periodical such as: Monitor quality and timeliness of the Agreement. Transaction with the assistance of Administrative Partner’s Executive Office, Verify the technical content of the Transaction is in accordance with the established scope and areas of interest, Approve the periodical budget (page count, subscription rates, etc.), Work with the EIC to establish operating policies and procedures for the Transactions, The membership of the Steering Committee shall work on consist of six members, five of whom have voting rights and are termed delegates of their sponsoring partners. There is one ex-officio member (without voting rights) of the scope and budget; prepare progress reports; select station design alternatives; decide on committee: the EIC. The Chair appointed from among this group will only vote to break a recommendation for tie. Each Society delegate must be appointed by his/her Society President, shall serve a long-term governance structure; and draft plans for community outreach, fundingtwo‐year appointment commencing Jan. 1, and advocacy.
c. may be re‐appointed for one additional term. Society delegates may be reappointed to the board after a five year hiatus from their prior term of up to four years. The distribution of delegates is as follows: Each delegate shall have equal (one) vote on matters before the Steering Committee. However, as described below, the Chair of the Steering Committee shall have eight appointed members: two appointed will not vote other than to break a tie. Business of the Steering Committee will be decided by majority vote and ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRA▇ Rules of Order will govern formal activity of the committee. The Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇, ▇▇.
d. The Steering Committee shall have a Chair and Vice Chair. These positions shall rotate every calendar convene at least three times per year between Caltrain, San ▇▇▇▇via teleconference during the start-up phase, and VTA. The Chair annual thereafter, to review the progress of LSL and Vice Chair shall not be held by members from prepare the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out budget of the rotation of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each PartyLSL. As required by law or the Agreement or as requested by a PartyIf possible, the Steering Committee shall secure from the appropriate Parties approval for its actions. Actions by the Steering Committee not subject to requested or required approval by the Parties shall be deemed final.
f. LSL Steering Committee meetings shall be public and held quarterly. Members scheduled to precede the AdCom/BoG meetings of all financial partners to allow review of preliminary budget submission of the Periodical Delegates unable to attend the Steering Committee Meeting can participate by teleconference or by transferring their voting privilege to another member of the Steering Committee, provided the Chair is notified in writing (including email) of the proxy transfer one week prior to the meeting. A Secretary shall also be elected from among the voting representatives of the steering committee. Annually, the Administrative Partner is responsible for preparing and submitting the initial budget of the Periodical to the Steering Committee are expected to attend all meetings, with the exception of one excused absence per calendar yearfor review. The Steering Committee may call for additional meetings.
g. The can approve the Periodical budget provided it is breakeven or better. Expenses and page budgets cannot exceed an annual increase of 10% unless authorized in advance by a vote of the financial partners with same voting structure as the SC. In the case of a proposed deficit budget, the Steering Committee shall must receive final budget approval from the President of every Financial Sponsor, unanimously. Mid-year expense increases, such as page increases, that are expected to result in a deficit budget must be administered by VTA staffsimilarly approved unanimously. All Financial Sponsors will receive a copy of the approved budget for the Periodical simultaneously when submitted to the IEEE TAB Finance Department.
Appears in 1 contract
Sources: Co Sponsorship Agreement
Steering Committee. a. (a) The Parties agree that VTA’s existing Diridon Station Joint Policy Advisory Board parties shall be restructured into establish and maintain throughout the Diridon Station Steering Committee Term of this Agreement a committee (the “Steering Committee).
b. The Steering Committee shall advance ”) to oversee the Project implementation and manage the Parties’ collective efforts to implement the terms operation of the this Agreement. The Steering Committee shall work on consist of six natural Persons. Aviall shall be entitled to appoint three members of the scope Steering Committee and budget; prepare progress reports; select station design alternatives; decide on a recommendation for a long-term governance structure; GE shall be entitled to appoint three members of the Steering Committee. The initial members of the Steering Committee appointed by Aviall shall be the Senior Managing Director of Engine Programs, Director of GE Engine Program and draft plans for community outreach, fundingDirector of Procurement of Aviall, and advocacythe initial members of the Steering Committee appointed by GE shall be the Spares General Manager, Spares Customer and Fulfillment Leader and CF6 Platform representative of GE. Aviall shall be entitled to remove and replace at any time, at the sole discretion of Aviall, one or more of the members of the Steering Committee appointed by Aviall and GE shall be entitled to remove and replace at any time, at the sole discretion of GE, one or more of the members of the Steering Committee appointed by GE.
c. (b) The Steering Committee shall oversee the implementation and operation of this Agreement with the purpose of ensuring that each Party’s relevant interests, as summarized in the Recitals to this Agreement, have eight appointed members: two appointed by ▇▇▇▇▇▇▇▇; two appointed by San ▇▇▇▇; two appointed by VTA; one appointed by MTC; and one appointed by CHSRAare being addressed in a satisfactory manner consistent with the broad principles of cooperation underlying the execution of this Agreement. The If and to the extent the Steering Committee shall have two additional members serving ex- officio: an official from ▇▇▇▇ and ▇▇▇ ▇▇▇▇▇▇▇determines that such relevant interests are not being addressed in a fully satisfactory manner as contemplated herein, ▇▇.
d. The Steering Committee shall have a Chair and Vice Chairthen they will attempt to agree on what action, if any, is required in view of their joint determination. These positions shall rotate every calendar year between Caltrain, San ▇▇▇▇, and VTA. The Chair and Vice Chair shall not be held by members from Without limiting the same Party, unless there is unanimous agreement between Caltrain, San ▇▇▇▇, and VTA. Caltrain, San ▇▇▇▇, and VTA shall not be left out of the rotation of these offices, unless the Party chooses otherwise.
e. The Steering Committee shall not supersede the authority of each Party. As required by law or the Agreement or as requested by a Partyforegoing, the Steering Committee shall secure meet to:
(i) Review and discuss the following items as it pertains to Product support:
A. Catalog List prices
B. Catalog Lead Times
C. Manufacturing Lead Times
(ii) Payment Issues (Past Due, Credit Holds, etc) DISTRIBUTION SERVICES AGREEMENT General Electric Company
(iii) Discuss pertinent Customer Information
A. Input from Customers relating to the appropriate Parties approval Products and other GE Engines
B. Discuss Customer Service issues and opportunities
C. Review Potential Customers not yet approved by GE
D. Administration of Special Customer Agreements
(iv) Marketing & Sales Information
A. Evaluate and discuss market status and strategy
B. Evaluate and discuss sales opportunities
C. Market intelligence and competitive information for its actions. Actions by the Steering Committee not subject to requested GE Engines
(v) Review Six Sigma training and projects
(vi) Discuss and review new business plans or Fleet Programs
(vii) Configuration Management
A. Product Control Board Decisions
B. Airworthiness Directives
(viii) Discuss any required approval by the Parties shall be deemed final.IT infrastructure and changes
f. Steering Committee meetings shall be public and held quarterly. Members of the Steering Committee are expected to attend all meetings, with the exception of one excused absence per calendar year. The Steering Committee may call for additional meetings.(ix) Metrics
g. The Steering Committee shall be administered by VTA staff.A. Delivery Performance
B. Material Delinquencies
C. Other Metrics
(x) Compliance Issues A. Blacklisted Countries DISTRIBUTION SERVICES AGREEMENT General Electric Company
Appears in 1 contract
Sources: Distribution Services Agreement