Standing Committee Standing Committees shall be maintained in the following manner:
Standing Committees The Board of Directors shall designate an audit committee and a compensation committee, each committee to consist of two or more directors to serve at the pleasure of the Board. The Board may designate one or more directors as alternate members of any committee, who may replace any absent or disqualified member at any meeting of the committee. In the absence or disqualification of a member of a committee, the member or members thereof present at any meeting and not disqualified from voting, whether or not he or they constitute a quorum, may unanimously appoint another member of the board of directors to act at the meeting in the place of any such absent or disqualified member. The committees shall keep regular minutes of their proceedings and report the same to the Board when required
Operating Committee Composition and duties The Operating Committee, management and decision-making body of the Consortium, is composed of representatives of the Manager, the Operator, and other Consortium Members. The Operating Committee shall be composed of one (1) full member of each Consortium Member. Each full member may be replaced by one (1) alternate member. Any Consortium Member may appoint or replace their regular and alternate representatives in the Operating Committee at any time. Each full member shall have the right to be escorted by consultants in any Operating Committee meeting. The Operating Committee shall be chaired by the representative of the Manager. The Manager’s performance in the Operating Committee shall be guided by the principles of legality, morality, reasonability, proportionality, economy, efficiency, and impersonality, pursuant to the Best Practices of the Oil Industry. Acts performed by the Manager that affect the Contractors’ rights shall be grounded. The Operating Committee shall be responsible for: resolving upon the issues listed in the Table of Competences and Resolutions; ensuring full compliance of the clauses of this Agreement; supervising Operations performed; resolving upon plans, programs, reports, projects, and other matters required for the performance of the Operations subject matter of this Agreement. ensuring compliance with the Local Content contracted, pursuant to Section Twenty-Five, in addition to the provisions in the subsequent paragraphs and in Annex IX. Expenditures approved by the Operating Committee shall be recognized as Cost Oil, according to Section IV of Annex VII to this Agreement, except for events expressly provided for in this Agreement or made explicit by the Manager in the Operating Committee. Deadline for creation The Operating Committee shall be created by the Consortium Members within sixty (60) days of the date of execution of this Agreement. The Operating Committee shall be considered created after its first meeting. Failure to create the Operating Committee within the term established shall not entail extension of the terms established in this Agreement. Meetings The Operating Committee shall meet on an ordinary basis on the date, time, and place established in the Internal Regulation of the Operating Committee. Frequency of meetings shall be defined in the Internal Regulation of the Operating Committee. Extraordinary meetings may be requested at any time by any Consortium Member, notifying the chairman of the Operating Committee pursuant to the Internal Regulation of the Operating Committee. Discussions and resolutions made in the Operating Committee meetings shall be recorded in minutes and in voting records and signed by the full members present at the meeting or their respective alternates, when acting as full members, under the Internal Regulation of the Operating Committee. The meeting minutes and voting records shall be kept by the Operating Committee during the effectiveness of the Agreement. When the Agreement is terminated, the collection of meeting minutes and voting records shall be submitted to the Manager. At the meetings, the chairman of the Operating Committee is responsible for, among other duties: setting the agenda, calling, and preparing and distributing the schedule of the meetings; coordinating and guiding the meetings; coordinating, when applicable, the postal votes set forth in paragraphs Error: Reference source not found to 1.29. The Operator shall be responsible for appointing one executive secretary, without voting right, with the following duties, among others: prepare the meeting minutes and voting records; prepare and distribute the draft meeting minutes; consolidate the meeting minutes after receiving comments; prepare the voting record; provide copies of the meeting minutes and voting record to the members of the Operating Committee.
The Joint Committee (a) shall be composed of representatives of the Governments of the Parties; and
Nominating Committee The Board shall appoint a nominating committee (“Nominating Committee”). The Nominating Committee shall have those powers, authorities, and responsibilities delegated to it by the Board in its Charter.
Steering Committee The Project Manager shall set up a Steering Committee for the Project, consisting of representatives from the Department, the Contractor, and any other key organisations whom the project will impact on, to be agreed between the parties. The function of the Steering Committee shall be to review the scope and direction of the Project against its aims and objectives, monitor progress and efficiency, and assess, manage and review expected impact and use of the findings from the Project. The Committee shall meet at times and dates agreed by the parties, or in the absence of agreement, specified by the Department. The Contractor’s representatives on the Steering Committee shall report their views on the progress of the Project to the Steering Committee in writing if requested by the Department. The Contractor’s representatives on the Steering Committee shall attend all meetings of the Steering Committee unless otherwise agreed by the Department.
Management Committee The Parties will act in good faith and use commercially reasonable efforts to promptly resolve any claim, dispute, claim, controversy or disagreement (each a "Dispute") between the Parties or any of their respective subsidiaries, affiliates, successors and assigns under or related to this Agreement or any document executed pursuant to this Agreement or any of the transactions contemplated hereby. If the Parties cannot resolve the Dispute within such time frame, the Dispute will be submitted to the Management Committee for resolution. For ten (10) days following submission of the Dispute to the Management Committee, the Management Committee will have the exclusive right to resolve such Dispute; provided further that the Management Committee will have the final and exclusive right to resolve Disputes arising from any provision of the Agreement which expressly or implicitly provides for the Parties to reach mutual agreement as to certain terms. If the Management Committee is unable to amicably resolve the Dispute during the ten-day period, then the Management Committee will consider in good faith the possibility of retaining a third party mediator to facilitate resolution of the Dispute. In the event the Management Committee elects not to retain a mediator, the dispute will be subject to the resolution mechanisms described below. "Management Committee" will mean a committee made up of a senior executive from each of the Parties for the purpose of resolving Disputes under this Section 7 and generally overseeing the relationship between the Parties contemplated by this Agreement. Neither Party will seek, nor will be entitled to seek, binding outside resolution of the Dispute unless and until the Parties have been unable amicably to resolve the Dispute as set forth in this Section 7 and then, only in compliance with the procedures set forth in this Section 7.
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:
Oversight Committee An Oversight Committee comprised of representatives of Eligible Organizations shall be appointed by MHEC to assist and support MHEC and INFOSEC in developing and refining the implementation of this Master Agreement. This shall include, but not be limited to, assistance with marketing strategies, representing the interests of Eligible Organizations in assuring quality and timely products and services, web presence; and to advise INFOSEC on the effectiveness of its implementation progression. At the very least there will be an annual meeting between INFOSEC and MHEC (and perhaps members of the Oversight Committee) to perform a contract health check; including items such as those above.
Joint Consultation Committee 8.01 On the request of either party, the parties must meet at least once every four (4) months, for the purpose of discussing issues relating to the workplace that affect the parties or any employee bound by the Agreement.