The Subsidiary Company may Sample Clauses

The Subsidiary Company may with the consent of the Controlling Entity, allocate amounts from the annual profitwith the exception of statutory reserves – to retained earnings in accordance with Section 272 para. 3 of the German Commercial Code (HGB) to the extent that this is permissible under commercial law and economically justified on the basis of a reasonable commercial assessment. Other revenue reserves formed during the term of this Contract shall be dissolved at the request of the Controlling Entity and used to offset any net loss or loss carryforward or transferred as profit to the extent legally permitted in accordance with Sections 301, 302 of the (valid version of the German Stock Corporation Act (AktG). A transfer of amounts from the release of retained earnings and of profit carryforwards which were formed or arose prior to the commencement of this Contract as well as of capital reserves formed prior to or during the term of this Agreement in accordance with Section 272 para. 2 of the German Commercial Code (HGB) is excluded.
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Related to The Subsidiary Company may

  • The Nursing Homes and Related Industries Pension Plan In this Article, the terms used shall have the meanings as described:

  • The Limited Liability Company The Members have created a limited liability company: [NAME OF THE LLC] ("Company") and formed on the date of [FORMATION DATE] in the State of Washington D.C. (“Governing Law”). The operations of the Company shall be governed by the laws located in the State of Governing Law and in accordance with this Agreement as follows:

  • Pacific Gas and Electric Company “PG&E”), San Diego Gas & Electric Company (“SDG&E”), and Southern California Edison Company (“Edison”) (each a Participating TO) are entering into this agreement transferring Operational Control of their transmission facilities in reliance upon California Public Utilities Code Sections 367, 368, 375, 376, and 379 enacted as part of AB 1890 which contain assurances and schedules with respect to recovery of transition costs.

  • Corporations If your institution is incorporated outside of the United States for U.S. federal income tax purposes, and is the beneficial owner of the interest and other income it receives, you must complete one of the following three tax forms, as applicable to your institution: a.)

  • CERTIFICATION REGARDING BOYCOTTING CERTAIN ENERGY COMPANIES (Texas law as of September 1, 2021) By submitting a proposal to this Solicitation, you certify that you agree, when it is applicable, to the following required by Texas law as of September 1, 2021: If (a) company is not a sole proprietorship; (b) company has ten (10) or more full-time employees; and (c) this contract has a value of $100,000 or more that is to be paid wholly or partly from public funds, the following certification shall apply; otherwise, this certification is not required. Pursuant to Tex. Gov’t Code Ch. 2274 of SB 13 (87th session), the company hereby certifies and verifies that the company, or any wholly owned subsidiary, majority-owned subsidiary, parent company, or affiliate of these entities or business associations, if any, does not boycott energy companies and will not boycott energy companies during the term of the contract. For purposes of this contract, the term “company” shall mean an organization, association, corporation, partnership, joint venture, limited partnership, limited liability partnership, or limited liability company, that exists to make a profit. The term “boycott energy company” shall mean “without an ordinary business purpose, refusing to deal with, terminating business activities with, or otherwise taking any action intended to penalize, inflict economic harm on, or limit commercial relations with a company because the company (a) engages in the exploration, production, utilization, transportation, sale, or manufacturing of fossil fuel-based energy and does not commit or pledge to meet environmental standards beyond applicable federal and state law, or (b) does business with a company described by paragraph (a).” See Tex. Gov’t Code § 809.001(1).

  • Indiana Veteran Owned Small Business Enterprise Compliance Award of this Contract was based, in part, on the Indiana Veteran Owned Small Business Enterprise (“IVOSB”) participation plan, as detailed in the IVOSB Subcontractor Commitment Form, commonly referred to as “Attachment A-1” in the procurement documentation and incorporated by reference herein. Therefore, any changes to this information during the Contract term must be approved by IDOA’s IVOSB Division (“IVOSB Division”) and may require an amendment. It is the State’s expectation that the Contractor will meet the subcontractor commitments during the Contract term. The following certified IVOSB subcontractor(s) will be participating in this Contract: [Add additional IVOSBs using the same format.] IVOSB COMPANY NAME PHONE EMAIL OF CONTACT PERSON PERCENT Briefly describe the IVOSB service(s)/product(s) to be provided under this Contract and include the estimated date(s) for utilization during the Contract term: A copy of each subcontractor agreement must be submitted to the IVOSB Division within thirty (30) days of the effective date of this Contract. The subcontractor agreements may be uploaded into Pay Audit (Indiana’s subcontractor payment auditing system), emailed to XxxxxxxXxxxxxxxXxxxxxxxxx@xxxx.XX.xxx, or mailed to IDOA, 000 X. Xxxxxxxxxx Street, Room W-478, Indianapolis, IN 46204. Failure to provide a copy of any subcontractor agreement may be deemed a violation of the rules governing IVOSB procurement and may result in sanctions allowable under 25 IAC 9-5-2. Requests for changes must be submitted to XxxxxxxXxxxxxxxXxxxxxxxxx@xxxx.XX.xxx for review and approval before changing the participation plan submitted in connection with this Contract. The Contractor shall report payments made to certified IVOSB subcontractors under this Contract on a monthly basis using Pay Audit. The Contractor shall notify subcontractors that they must confirm payments received from the Contractor in Pay Audit. The Pay Audit system can be accessed on the IDOA webpage at: xxx.xx.xxx/xxxx/xxxx/xxxxxxxx.xxx. The Contractor may also be required to report IVOSB certified subcontractor payments directly to the IVOSB Division, as reasonably requested and in the format required by the IVOSB Division. The Contractor’s failure to comply with the provisions in this clause may be considered a material breach of the Contract.

  • CERTIFICATION REGARDING BOYCOTTING CERTAIN ENERGY COMPANIES (Texas law as of September 1, 2021) By submitting a proposal to this Solicitation, you certify that you agree, when it is applicable, to the following required by Texas law as of September 1, 2021: If (a) company is not a sole proprietorship; (b) company has ten (10) or more full-time employees; and (c) this contract has a value of $100,000 or more that is to be paid wholly or partly from public funds, the following certification shall apply; otherwise, this certification is not required. Pursuant to Tex. Gov’t Code Ch. 2274 of SB 13 (87th session), the company hereby certifies and verifies that the company, or any wholly owned subsidiary, majority-owned subsidiary, parent company, or affiliate of these entities or business associations, if any, does not boycott energy companies and will not boycott energy companies during the term of the contract. For purposes of this contract, the term “company” shall mean an organization, association, corporation, partnership, joint venture, limited partnership, limited liability partnership, or limited liability company, that exists to make a profit. The term “boycott energy company” shall mean “without an ordinary business purpose, refusing to deal with, terminating business activities with, or otherwise taking any action intended to penalize, inflict economic harm on, or limit commercial relations with a company because the company (a) engages in the exploration, production, utilization, transportation, sale, or manufacturing of fossil fuel-based energy and does not commit or pledge to meet environmental standards beyond applicable federal and state law, or (b) does business with a company described by paragraph (a).” See Tex. Gov’t Code § 809.001(1).

  • Within Southern DHB External to Southern DHB Nurse Manager • Relevant associated groups, local and regional • Service Manager • Healthcare providers • Unit team managers • Healthcare patients/consumer • Clinical Charge Nurse • National Speciality groups • Clinical Leaders • NZNO, PSA and other relevant professional colleges of nursing and midwifery • All Nursing and Midwifery Staff • Nursing Council/Midwifery council • Allied Health Staff • Nurse Educators • Medical Staff • Clinical Support Staff • Infection Prevention and Control • Occupational Health & Safety PERSON SPECIFICATION The expertise required for a person to be fully competent in the role. Position specific competencies: ESSENTIAL DESIRABLE Education and Qualifications (or equivalent level of learning) • Be registered with the Nursing Council of New Zealand as a registered Nurse • Hold a current Nursing Council of New Zealand annual practising certificate • Working towards Post graduate qualifications at a minimum of a Diploma or/and a masters degree • Advanced learning and contemporary knowledge in area of specialist practice. • Experience • Experience and credibility with the health care team as a professional resource in speciality/practice area • Networking effectively in area of specialty/ practice. • Demonstrated ability to articulate evidence based nursing advice to a Multidisciplinary Team. • Minimum of 3 years practice within the defined scope of clinical speciality/practice Knowledge and Skills • Exercise independent nursing judgement, apply advanced assessment skills, initiate appropriate clinical interventions, evaluate outcomes, advise others and provide sound rationale for actions in area of speciality/practice. • Work independently and in the interdisciplinary team, using evidence based evidence and international best practice, in area of speciality. • Initiate health promotion activities to encourage productive health behaviours and xxxxxx the strengths and potential of patients/consumer and staff. • Be a professional leader and role model, with proven ability to inspire, motivate and develop others, in area of speciality. • Be champions for, and promote the profession of nursing. • Current issues for nursing and health in NZ and international context. • Current government policies, codes, guidelines, and legislation impacting on area of speciality. • Current nursing professional standards and codes. • Southern DHB current vision, goals and objectives. • Principles of the Treaty of Waitangi and biculturalism. Personal Qualities A reasonable level of fitness is required to cope with the demanding physical requirements of the job. The following denote the key physical requirements for the position: standing, walking, bending, sitting, stairs, simple grasping, fine manipulation, operating machinery / equipment, lifting, overhead reaching, carrying, pushing / pulling, twisting, climbing / balancing, crouching / squatting, manual handling of people, other reaching, and ability to participate in personal restraint if required. KEY RESULT AREAS: Key Accountabilities: Example of successful delivery of duties and responsibilities Leadership Works collaboratively to achieve the organisation, nursing and specialty vision and values, and promotes quality patient outcomes. Inspires, motivates and encourages nurses to initiate and maintain best practice in their specialty area. Takes the leadership role through both direct and indirect patients/consumer care delivery. Provides senior nursing leadership for the specialty service and consultation to a broad range of hospital, community and professional groups to achieve positive outcomes for patient or population group. Supports a culture of evaluation and the ongoing quality improvement of nursing practice. Is actively involved in professional activities such as research, scholarship and policy development at both a local and national level. Staff are encouraged and supported in their work as it relates to the area of speciality practice. Xxxxxxx and participates in peer review processes, case review and reflective practice. Team members are motivated and stimulated. Evaluates current practice, identifies deficits/needs and introduces quality measures. Participates actively in team meetings. Leads system change to improve health outcomes through evidence based practice. Participates in clinical governance activities Works closely with team members from a wide range of clinical disciplines, helping to create a productive responsive patient focused team that is able to deliver cost effective quality care. Represents the specialty nursing perspective. Involvement with workforce development and succession planning for the service from a nursing perspective. Employs and models transformational leadership style and coaches nurses to develop own leadership skills. Clinical Practice Promotes and role models expert nursing care either directly or indirectly, especially for those with complex needs. Provides expert nursing knowledge in the management of patients/consumer care within a defined area of speciality practice, working with the patient, family/whanau or other health professionals to provide timely nursing care to optimise outcomes. Exercises independent nursing judgement, applies advanced assessment skills, initiates appropriate clinical interventions, evaluates outcomes, advises others and provides sound rationale for actions in area of speciality Prescribes advanced evidenced based nursing therapeutics, pharmacological/ non- pharmacological interventions, diagnostic measures, equipment, procedures, and treatments to meet the needs of patients/consumer, families and groups, in accordance with professional preparation, institutional policies and scope of practice. Acts as a mentor, guides and supports others in the speciality in their assessment, clinical decision making, implementation, evaluation and documentation of care. Facilitates/initiates inter service collaboration and promotes integrated care between secondary and primary services to improve patient care. Undertakes extended interventions as authorised by NCNZ Networks nationally and internationally to identify and implement nursing advances and changes in speciality practice. Maintains a significant presence in the clinical area as a resource, role model, mentor and advocate. Facilitates / initiates inter-service collaboration to improve patient care Provides input into the development of care co-ordination initiatives Professional portfolio maintained PDRP at level 4. Meets Nursing Council NZ requirements for APC Clinical Practice Works with nursing staff to continuously improve nursing practice and patient/consumer outcomes. Role models expert evidenced based clinical practice, is seen as highly effective, progressive and knowledgeable. Provides leadership, role models and guides others in nursing practice that is evidenced based and consistent with the principles of the Treaty of Waitangi. Gains support for changes to nursing practice that are based on: • quality improvement activity reports • patient/consumer feedback • contractual/ legislative changes • treatment changes current evidence based best practice. Participates in auditing nursing quality standards, policies, procedures and guidelines and developing action plans relevant to speciality. Clinical Practice Articulates the ethical, cultural and statutory requirements of practice and initiates / responds to changes from the internal and external environment. Provides input into, and helps interpret requirements of new legislation /guidelines. Supports clinicians in identifying ethical dilemmas working through a decision making framework. Attends and provides input into and feedback from relevant committees. Nursing specialty submissions are made in the development of relevant organisational and national policies. Actively manages risk. Assess the quality of nursing practice in the clinical setting. Collaborates on any changes required. To demonstrate effective interpersonal relationship skills [Description where applicable] Establishes, maintains and concludes therapeutic interpersonal relationships with patient/consumer. Practices nursing in a negotiated partnership with the patient/consumer and family/whanau where and when possible. Communicates effectively with patients/consumer and family/whanau and members of the health care team. Maintains privacy and confidentiality in accordance with HIP Code, DHB policies and procedures etc. Communicates in an appropriate and professional manner, verbal and written. Privacy Act, Informed Consent and Code of Rights adhered to. Abides by NCNZ Code of Conduct and Professional Boundaries guidelines. To participate in inter-professional health care Leads nursing and interdisciplinary groups in designing and implementing innovative, cost effective patient care and evidence-based change Provides a primary point of contact within the speciality for patients/consumer and health professionals Initiates referrals to other members of the health care team in a timely manner. Evaluates results of interventions using recommended criteria, revises management/treatment and initiates timely referral/care with relevant services/agencies Is a competent consultant for interdisciplinary client base Contributes to research and the dissemination of findings where possible Contributes to the development of interdisciplinary standards of practice and evidence-based guidelines Demonstrate leadership in establishing collaborative relationships within and across departments, hospitals, primary and secondary health to promote optimal patient/consumer health and safety and continuity of care. Initiates timely referrals to other services in a timely and thorough manner. Engages in team and MDT meetings as appropriates. Initiate appropriate audit processes. Consistently participates/leads multi-disciplinary team meetings and family conferences, representing the nursing perspective of patient/consumer needs, and enacting outcomes appropriately. Leads in activities which monitor/audit delivery of quality patient care e.g. Certification processes, and current or retrospective nursing audits. Engages in submission processes. Education Assists in providing for the educational needs of staff within the specialised area of practice. Collaborates in the development of education programmes related to the area of speciality knowledge and skill. Develops professional networks Locally, Nationally and Internationally to maintain current knowledge of trends and developments in specialty area. Participates in the educational plan for the speciality. Participates in nursing forums where relevant to area of practice Colleagues are informed of relevant nursing professional trends and issues. Participates in collaborative educational networks to meet professional and service needs. Shares specialist knowledge and skills in formal and informal education activities and ensures that nurses are supported in their development of culturally safe practice. Assists in evaluating educational programmes offered, that focus on the area of speciality practice, to ensure content is evidence based and reflective of current thinking. Nurses are kept informed of relevant evidence based practice and issues, including ethical issues. Education Provides educational support for healthcare providers and patients. Disseminates specialty knowledge at both a Local and National/International level to ensure healthcare providers and consumers are informed about the service CNSs provide, hence facilitating access to the speciality support they require. Shares specialist knowledge and skills in formal and informal education activities and ensures that nurses are supported in their development of culturally safe practice. Acts as a resource person for patients/consumer and health professionals. Collaborates with Nurse Educators and line managers to identify staff training needs and to develop an educational plan to address these needs. Assists in the orientation and preceptor ship of new nurses and student nurses. Provides clinical guidance and mentoring to nursing and allied health colleagues. Teaching sessions are provided for health care providers e.g. general practitioners, practice nurses, staff in rural areas etc, as relevant to area of speciality. Education programmes are developed for patients/consumers to assist them to achieve their best clinical outcomes. This may include health promotion / wellness activities. Assists in the compilation of resource material for educational purposes for patients/consumer, families and healthcare professionals updating as required, to promote the sharing of current evidence-based information. Research Promotes quality nursing care through research-based practice Relevant nursing and related research is read, critiqued and discussed as a means of supporting the development of quality nursing practice. Participates in conferences relevant to area of speciality, as agreed line manager. Patients/consumer research which challenges practice at local and national forums. Information is communicated to staff within Southern DHB, to maximise the benefit for the patient/consumer and organisation. Research Role models the application of evidence based best practice principles in own practice, and assist others in research related activities. Demonstrates ability to interpret and implement research findings relevant to area of speciality practice. Provides research based clinical management options for complex clinical situations / issues. There is evidence of staff participation in research related activities where appropriate and authorised.

  • Management of Company 5.1.1 The Members, within the authority granted by the Act and the terms of this Agreement shall have the complete power and authority to manage and operate the Company and make all decisions affecting its business and affairs.

  • Holdings by Corporation Disregarded In determining whether Registered Warrantholders holding Warrants evidencing the entitlement to acquire the required number of Common Shares are present at a meeting of Registered Warrantholders for the purpose of determining a quorum or have concurred in any consent, waiver, Extraordinary Resolution, Warrantholders’ Request or other action under this Indenture, Warrants owned legally or beneficially by the Corporation shall be disregarded in accordance with the provisions of Section 10.7.

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