The Special Committee Sample Clauses

The Special Committee. In reaching the conclusions described above, the Special Committee considered a number of factors, including but not limited to the following:
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The Special Committee. Until the Effective Time, each of the following actions by Saturn or by the board of directors of Saturn may be effected only if such action is recommended by or taken at the direction of the Special Committee: (a) any action by Saturn or its board of directors with respect to any amendment or waiver of any provision of this Agreement; (b) termination of this Agreement by Saturn or its board of directors; (c) extension by Saturn or its board of directors of the time for the performance of any of the obligations or other acts of Xxxxxx or Merger Sub, or any waiver or assertion of any of Saturn’s rights under this Agreement; or (d) any other approval, agreement, authorization, consent or other action by Saturn or its board of directors with respect to this Agreement or the transactions contemplated hereby.
The Special Committee. Notwithstanding any other provision of this Article Four to the contrary, all determinations with respect to the payment of dividends on the Convertible Preferred Stock requiring action by the corporation's Board of Directors shall be taken by the Special Committee.

Related to The Special Committee

  • Special Committee The term “Special Committee” shall have the meaning as provided in Section 13(a).

  • Audit Committee (A) The Audit Committee shall be composed of five members who shall be selected by the Board of Directors from its own members, none of whom shall be an officer of the Company, and shall hold office at the pleasure of the Board.

  • Management Committee The Members shall act collectively through meetings as a "committee of the whole," which is hereby named the "Management Committee." The Management Committee shall conduct its affairs in accordance with the following provisions and the other provisions of this Agreement:

  • TRANSITION COMMITTEE 8.1.0 A transition committee comprised of the employee representatives and the employer representatives, including the Crown, will be established by January 31, 2016 to address all matters that may arise in the creation of the Trust.

  • Consultative Committee 26.1 The parties agree to establish a consultative committee to assist the parties improve productivity, efficiency and to provide for the effective involvement of employees in decision making processes. The committee will consist of an equal number of company and elected employee representatives.

  • Operating Committee the Consortium’s managing body, composed of representatives of the Manager and the Contractors, pursuant to Annex XI.

  • Joint Consultation Committee 5.0.1 A Joint Consultation Committee will be established to consult about issues relating to the workplace that affect the Parties or any employee bound by this Agreement.

  • Joint Committee 1. The Contracting Parties shall establish a Joint Committee (hereinafter referred to as “the Committee”) with a view to accomplishing the objectives of this Agreement. The functions of the Committee shall be:

  • Oversight Committee The Oversight Committee will resolve all issues arising out of the implementation of the wage structure and any unresolved issues arising out of the implementation committee review of the collective agreement and any other agreements between the parties. This committee will be comprised of two (2) senior level representatives from the Company and two (2) senior level representatives from the PWU. Should the Oversight Committee reach an impasse on an issue the matter may be remitted to mediation/arbitration using the same mediator/arbitrator as agreed to in Article 8.4.4.

  • Advisory Committee The Settling State shall designate an Opioid Settlement Remediation Advisory Committee (the “Advisory Committee”) to provide input and recommendations regarding remediation spending from that Settling State’s Abatement Accounts Fund. A Settling State may elect to use an existing advisory committee or similar entity (created outside of a State-Subdivision Agreement or Allocation Statute); provided, however, the Advisory Committee or similar entity shall meet the following requirements:

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