Decisions of the General Assembly Sample Clauses
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Decisions of the General Assembly. The General Assembly shall be free to act on its own initiative to formulate proposals and take decisions in accordance with the procedures set out herein. The following decisions shall be taken by the General Assembly: Content, finances and intellectual property rights - Proposals for changes to Annexes 1 and 2 of the Grant Agreement to be agreed by the Funding Authority - Changes to the Consortium Plan - Modifications to Attachment 1 (Background Included) - Additions to Attachment 3 (List of Third Parties for simplified transfer according to Section 8.2.2) - Additions to Attachment 4 (Identified Affiliated Entities) Evolution of the consortium - Entry of a new Party to the consortium and approval of the settlement on the conditions of the accession of such a new Party - Withdrawal of a Party from the consortium and the approval of the settlement on the conditions of the withdrawal - Identification of a breach by a Party of its obligations under this Consortium Agreement or the Grant Agreement - Declaration of a Party to be a Defaulting Party - Remedies to be performed by a Defaulting Party - Termination of a Defaulting Party’s participation in the consortium and measures relating thereto - Proposal to the Funding Authority for a change of the Coordinator - Proposal to the Funding Authority for suspension of all or part of the Project - Proposal to the Funding Authority for termination of the Project and the Consortium Agreement Appointments [Option: Agree on the Members of the Management Support Team, upon a proposal by the Coordinator.] The identification of the breach is a first step in accordance with the procedure in Section 4.2, before declaring a Party as a Defaulting Party. This option is related to optional Section 6.5 which organizes the role and the tasks of the Management Support Team. In the case of abolished tasks as a result of a decision of the General Assembly, Members shall rearrange the tasks of the Parties concerned. Such rearrangement shall take into consideration the legitimate commitments taken prior to the decisions, which cannot be cancelled.
Decisions of the General Assembly. The General Assembly chaired by the Co-ordinator takes decisions in accordance with the procedures set out herein. The following decisions shall be taken by the General Assembly: Content, finances and intellectual property rights Proposals for changes to Annexes 1 and 2 of the Grant Agreement to be agreed by the Funding Authority; Changes to the Consortium Plan; Modifications to Attachment 1 (Background Included); Evolution of the consortium Entry of a new Party to the consortium and approval of the settlement on the conditions of the accession of such a new Party; Withdrawal of a Party from the consortium and the approval of the settlement on the conditions of the withdrawal; Identification of a breach by a Party of its obligations under this Consortium Agreement or the Grant Agreement; Declaration of a Party to be a Defaulting Party; Remedies to be performed by a Defaulting Party; Termination of a Defaulting Party’s participation in the consortium and measures relating thereto; Proposal to the Funding Authority for suspension of all or part of the Project; Proposal to the Funding Authority for termination of the Project and the Consortium Agreement; In the case of abolished tasks as a result of a decision of the General Assembly, Members shall rearrange the tasks of the Parties concerned. Such rearrangement shall take into consideration the legitimate commitments taken prior to the decisions, which cannot be cancelled.
Decisions of the General Assembly. The General Assembly shall be free to act on its own initiative to formulate proposals and take decisions in accordance with the procedures set out herein.
Decisions of the General Assembly. The General Assembly shall be free to act on its own initiative to formulate proposals and take decisions in accordance with the procedures set out herein. The following decisions shall be taken by the General Assembly: Content, finances and intellectual property rights - Proposals for changes to Annex I of the EC-GA to be agreed by the European Commission - Changes to the Consortium Plan (including the Consortium Budget) - Withdrawals from Attachment 1 (Background included) - Additions to Attachment 2 (Background excluded) - Additions to Attachment 4 (Listed Affiliated Entities) - Additions to Attachment 5 (List of Third Parties) Evolution of the Consortium - Entry of a new Party to the Consortium and approval of the settlement on the conditions of the accession of such a new Party - Withdrawal of a Party from the Consortium and the approval of the settlement on the conditions of the withdrawal - Declaration of a Party to be a Defaulting Party - Remedies to be performed by a Defaulting Party - Termination of a Defaulting Party’s participation in the Consortium and measures relating thereto - Proposal to the European Commission for a change of the Coordinator - Proposal to the European Commission for suspension of all or part of the Project - Proposal to the European Commission for termination of the Project and the Consortium Agreement Appointments Agree on the Members of the Management Support Team, upon a proposal by the Coordinator. In the case of abolished tasks as a result of a decision of the General Assembly, Members shall rearrange the tasks of the Parties concerned. Such rearrangement shall take into consideration the legitimate commitments taken prior to the decisions, which cannot be cancelled.
Decisions of the General Assembly. (a) Subject to the Articles and Applicable Law, all actions and decisions of the General Assembly, other than actions and decisions with respect to any Shareholder Reserved Matter, shall require the affirmative vote of Shareholders holding, in the aggregate, a simple majority of the Shares represented in a duly-convened and quorate meeting of the General Assembly or a unanimous written consent, in lieu of a meeting of the General Assembly, signed by each of the Shareholders. A resolution in writing which has been signed by each of the Shareholders, in one or more instruments, shall be effective on the date of the last signature thereto.
(b) Decisions of the General Assembly in respect of the matters set out in Schedule 3 (Shareholder Reserved Matters) (the “Shareholder Reserved Matters”), shall require the affirmative vote of Shareholders holding, in the aggregate, a simple majority of the Shares represented in a duly-convened and quorate meeting of the General Assembly, including the affirmative vote of each of PIC and NV, or a unanimous written consent, in lieu of a meeting of the General Assembly, signed by each of the Shareholders, in each case for so long as the relevant Shareholder is entitled to appoint at least one Manager in accordance with Clause 6.1 (Board Composition).
(c) The Company shall not, and the Shareholders shall procure that the Company does not, take any action (including any action by the Board) with respect to any Shareholder Reserved Matter unless such action has been duly approved in accordance with this Clause 8.2.
Decisions of the General Assembly. Coordinator
6.4.1 The Coordinator shall be the intermediary between the Parties and the Granting Authority and shall perform all tasks assigned to it as described in the Grant Agreement and in this Consortium Agreement.
6.4.2 In particular, the Coordinator shall be responsible for: − monitoring compliance by the Parties with their obligations under this Consortium Agreement and the Grant Agreement − keeping the address list of Members and other contact persons updated and available − collecting, reviewing to verify consistency and submitting reports, other deliverables (including financial statements and related certification) and specific requested documents to the Granting − preparing the meetings, proposing decisions and preparing the agenda of General Assembly meetings, chairing the meetings, preparing the minutes of the meetings and monitoring the implementation of decisions taken at meetings − transmitting promptly documents and information connected with the Project to any other Party concerned − administering the financial contribution of the Granting Authority and fulfilling the financial tasks described in Section 7.2 − providing, upon request, the Parties with official copies or originals of documents that are in the sole possession of the Coordinator when such copies or originals are necessary for the Parties to present claims − providing a copy of the Grant Agreement and its Annexes to the Associated Partners. If one or more of the Parties is late in submission of any Project deliverable, the Coordinator may nevertheless submit the other Parties’ Project deliverables and all other documents required by the Grant Agreement to the Granting Authority in time.
6.4.3 If the Coordinator fails in its coordination tasks, the General Assembly may propose to the Granting Authority to change the Coordinator.