the Reserved Matters Sample Clauses

the Reserved Matters. 7.7 The Strategic Board shall be quorate for the purposes of making any decision by majority only when at least one Secretary of State board member and at least one WMR board member is present at the Strategic Board meeting. For the avoidance of doubt, a Strategic Board meeting shall be quorate whether attendance is in person or via telephone or video conferencing. Where a quorum is not present, the meeting shall be adjourned until such other time as a quorum can be present.
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the Reserved Matters. It is proposed that the following decisions cannot be made by the LATC and will need to be made by Full Council: Changes to the Company  Varying the Articles of Association or the rights attaching any shares in the LATC  Passing any resolution for its winding up or presenting any petition for its administration (unless it has become insolvent)  Amalgamating or merging with any other company or business  Participating in any partnership or joint venture (incorporated or not)  A change of name of the LATC or registered officeA change in the status of the LATC from a limited company to a public limited company or from a company limited by shares to any other form of legal entity  Listing of the LATC’s share capital Shares and Capital  Permitting the registration of any additional shareholder of the LATC  Forming any subsidiary or acquiring shares in any other company or participating in any partnership or joint venture (incorporated or not)  Forming any subsidiary or acquiring shares in any other company  Increasing, reducing, sub-dividing, consolidating, re-denominating, cancelling, purchasing or redeeming any of the capital of, or allotting or issuing of shares or other securities in the capital of the LATC  Altering any rights attaching to any class of share in the capital of the LATC, or creating any option, warrant or any other right to acquire or subscribe for any shares or other securities in the capital of the LATC Indebtedness  Approval of LATC indebtedness Board of Directors and LATC Directors  Agreeing the appointment and appointment terms (including remuneration) of the Board of Directors  Agreeing the removal of any non-executive Director of the LATC  The devolution or transfer of management control of the LATC to persons outside the Board of Directors, and if approved, the terms of such devolution Business Plan and Projects  Adopting or amending the business plan in respect of each financial yearApproval of projects that do not form part of the overall business plan What else will the Shareholder Agreement do?  Define the purpose and management of the LATC  Secure details of the Board of Directors and the meetings that will be held  Outline the role of the Shareholder Committee  Outline how surpluses will be distributed  Provide measures as to how the LATC will report to the Council how the aims and objectives are being met Purpose and Management There will be two strategic objectives of the LATC; to act in the best fi...

Related to the Reserved Matters

  • Reserved Matters In these Conditions, “

  • FISCAL MATTERS a. The School District will provide all required Course Materials (textbooks and electronic materials) and will be billed for applicable Instructional Materials charges embedded in courses requiring electronic materials in accordance with the College respective course agreement.

  • Exceptions and Limitations For the avoidance of doubt, where Exceptions and Limitations apply to Your use, this Public License does not apply, and You do not need to comply with its terms and conditions.

  • Types of Available Transactions You may authorize a merchant or other payee to make a one-time Electronic Check Transaction from your checking account using information from your check to (1) pay for purchases or (2) pay bills. You may also authorize a merchant or other payee to debit your checking account for returned check fees or returned debit entry fees.

  • Conditions and Limitations The admission of any Person as a Substituted Member or an Additional Member shall be conditioned upon (i) such Person’s written acceptance and adoption of all the terms and provisions of this Agreement, either by (A) execution and delivery of a counterpart signature page to this Agreement countersigned by the Managing Member on behalf of the Company or (B) any other writing evidencing the intent of such Person to become a Substituted Member or an Additional Member and such writing is accepted by the Managing Member on behalf of the Company.

  • Operational Matters 7.1 The LGB shall comply with the obligations set out in Appendix 2 which deals with the day-to-day operation of, and delegation of responsibilities to, the LGB.

  • Existing Conditions Tenant accepts the Property in its condition as of the execution of the Lease, subject to all recorded matters, laws, ordinances, and governmental regulations and orders. Except as provided herein, Tenant acknowledges that neither Landlord nor any agent of Landlord has made any representation as to the condition of the Property or the suitability of the Property for Tenant's intended use. Tenant represents and warrants that Tenant has made its own inspection of and inquiry regarding the condition of the Property and is not relying on any representations of Landlord or any Broker with respect thereto. If Landlord or Landlord's Broker has provided a Property Information Sheet or other Disclosure Statement regarding the Property, a copy is attached as an exhibit to the Lease.

  • Certification Regarding Debarment, Suspension, and Other Responsibility Matters – Primary Covered Transactions The Firm certifies to the best of its knowledge and belief, that it and its principals:

  • Exceptions to Limitations These limitations of liability do not apply to breaches of confidentiality obligations, violations of a party’s Intellectual Property Rights by the other party, indemnification obligations, or Customer's payment obligations.

  • Additional Matters (a) Any claim on account of a Liability which does not result from a Third Party Claim shall be asserted by written notice given by the Indemnitee to the related Indemnifying Party. Such Indemnifying Party shall have a period of 30 days after the receipt of such notice within which to respond thereto. If such Indemnifying Party does not respond within such 30-day period, such Indemnifying Party shall be deemed to have refused to accept responsibility to make payment. If such Indemnifying Party does not respond within such 30-day period or rejects such claim in whole or in part, such Indemnitee shall be free to pursue such remedies as may be available to such party as contemplated by this Agreement and the Ancillary Agreements.

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