Control and Direction Sample Clauses

The Control and Direction clause establishes which party has the authority to oversee, manage, and direct the performance of certain activities or services under the agreement. Typically, this clause clarifies whether the client or the service provider retains the right to instruct, supervise, and set priorities for the work being performed. For example, in a contractor agreement, it may specify that the contractor is responsible for determining how the work is completed, while the client can set overall objectives. The core function of this clause is to prevent misunderstandings about who is responsible for day-to-day decisions and to allocate responsibility for outcomes, thereby reducing disputes over control and accountability.
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Control and Direction. Subject at all times to fulfilling your obligations under this Agreement, you will not be subject to direction from us as to the manner in which you perform the Services and the schedule by which you perform the Services. You are also free to contract your Services to third parties, provided you disclose to us the identity of the third parties to whom you provide services and those services do not conflict with the performance of the Services.
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Control and Direction. As at the date hereof each Shareholder controls or directs, directly or indirectly, all of the Owned Securities. Other than the Owned Securities, each Shareholder does not exercise control or direction over any additional or other securities, or any securities convertible or exchangeable into any additional securities or other securities, of the Company or any of its Affiliates. Each Shareholder has not entered into any agreement or made any arrangements to Transfer any Owned Securities, other than to any Permitted Transferees in accordance with this Agreement.
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Control and Direction. Subject to the Presenter fulfilling their obligations under this Agreement, the Presenter will not be subject to control or direction from the Chapter as to the manner in which they provide the Services. The Presenter may not contract with third parties to provide services.
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Control and Direction. As at the date hereof the Shareholder controls or directs, and, at all times between the date hereof and the Effective Time, the Shareholder will control or direct, directly or indirectly, all of the Subject Shares. Other than the Subject Shares, neither the Shareholder nor any of its affiliates, beneficially owns, or exercises control or direction over any additional or other securities, or any securities convertible or exchangeable into any additional securities or other securities, of the Corporation or any of its affiliates.
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Control and Direction. As required under Iowa Code 23B.3(4), the Attorney General, through Assistant Attorney General ▇▇▇ ▇. ▇▇▇▇▇▇ or any other attorney subsequently designated by the Attorney General (“Government Attorney”), shall retain complete control over the course and conduct of the matter. The Government Attorney shall be personally involved in overseeing any litigation and negotiation and shall participate in all settlement conferences. The Government Attorney shall retain veto power over any decisions made by the Consultant. Any defendant that is subject to any litigation or settlement negotiation may contact the Government Attorney directly, without having to confer with the Consultant. Decisions regarding the settlement of the case shall be reserved exclusively to the discretion of the Government Attorney and the State for the duration of this contract.
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Related to Control and Direction

  • Entitlement Orders If at any time the Securities Intermediary shall receive any Entitlement Order from the Assignee-Secured Party with respect to the 2024-A Exchange Note Collection Account, the Securities Intermediary shall comply with such Entitlement Order without further consent by the Initial Secured Party or any other Person. If at any time the Assignee-Secured Party notifies the Securities Intermediary in writing that the Lien of the Indenture has been released and the 2024-A Exchange Note has been paid in full, the Securities Intermediary shall thereafter comply with Entitlement Orders with respect to the 2024-A Exchange Note Collection Account from the Initial Secured Party without further consent by any other Person. Notwithstanding anything to the contrary contained herein, if at any time the Securities Intermediary receives conflicting orders or instructions from the Assignee-Secured Party and the Initial Secured Party, the Securities Intermediary will follow the orders or instructions of the Assignee-Secured Party and not the Initial Secured Party.

  • Account Management 15.1 The Contractor is required to provide a dedicated Strategic Account Manager who will be the main point of contact for the Authority. The Strategic Account Manager will:  Attend quarterly, or as otherwise agreed, review meetings with the Authority, in person at the Authority’s premises or other locations as determined by the Authority  Attend regular catch-up meetings with the Authority, in person or by telephone/videoconference  Resolve any on-going operational issues which have not been resolved by the Contractor or Account Manager(s) and therefore require escalation  Ensure that the costs involved in delivering the Framework are as low as possible, whilst always meeting the required standards of service and quality. 15.2 The Contractor is also required to provide a dedicated Account Manager for every Framework Public Body using the Framework, if required by the Framework Public Body. The service to be provided will be agreed with each Framework Public Body and may include:  regular review meetings, which may be in person at the Framework Public Bodies’ premises, by video-conference, webinar or telephone  Regular catch-up meetings/telephone calls to discuss current and on-going issues  Work with the Framework Public Bodies Contract Manager to resolve any on-going operational issues  Work with the Framework Public Body ’s Contract Manager to pro-actively introduce initiatives to:  Create efficiencies in processes  Improve the environmental performance of the contract. 15.3 It is expected that end users will contact the Contractor in the first instance to resolve any operational issues. The Account Manager will act as a point of escalation to be contacted either by end users or by the Framework Public Body’s Contract Manager should there be issues that the Contractor needs to resolve. 15.4 Further details of the roles and responsibilities of the Contractor, Authority and Framework Public Bodies are provided in Schedule 4 – Management Arrangements

  • Payment Direction The Issuer may by Issuer Order, direct a Note Paying Agent to pay to the Indenture Trustee money held in trust by the Note Paying Agent, which money will be held by the Indenture Trustee on the same terms as the Note Paying Agent. On a Note Paying Agent’s payment of money held in trust to the Indenture Trustee, the Note Paying Agent will be released from liability for such amounts.

  • Directions After a written notice of termination has been given under this Article IX, the Company may direct the Manager to undertake any actions necessary to transfer any aspect of the ownership or control of the assets of the Company to the Company or to any nominee of the Company and to do all other things necessary to bring the appointment of the Manager to an end, and the Manager shall comply with all such reasonable directions. In addition, the Manager shall, at the Company’s expense, deliver to any new manager or the Company any books or records held by the Manager under this Agreement and shall execute and deliver such instruments and do such things as may reasonably be required to permit new management of the Company to effectively assume its responsibilities.

  • Direction Whenever there are voluntary rights that may be exercised or alternate courses of action that may be taken by reason of the Fund’s ownership of Securities, the Fund or its designee shall be responsible for making any decisions relating thereto and for directing the Custodian to act. In order for the Custodian to act, it must receive Instructions using the Custodian generated form or clearly marked as instructions for the decision at the Custodian’s offices addressed as the Custodian may from time to time request, by such time as the Custodian shall advise the Fund or its designee. Absent the Custodian’s receipt of such Instructions by such deadline, the Custodian shall not be liable for failure to take any action relating to or to exercise any rights conferred by such Securities.