Entity Management Clause Samples

The Entity Management clause outlines the responsibilities and procedures for maintaining the legal and operational status of an entity involved in an agreement. It typically requires the entity to remain in good standing, comply with relevant laws, and promptly notify the other party of any significant changes such as mergers, name changes, or dissolutions. This clause ensures that all parties are dealing with a valid and properly managed entity, thereby reducing legal and operational risks associated with changes in the entity’s status.
Entity Management. The Operator will, in cooperation with and as directed by Geotec and/or GEM, make such arrangements with and employ and retain, at the expense and for the benefit of the Project Company, such accountants, attorneys, banks, transfer agents, custodians, underwriters, engineers, insurance companies and other Persons as may from time to time reasonably be necessary to manage the business operations of the Project Company. The Operator may require a deposit equal to one Month’s Expenses for the Project and will administer the Project Contracts and collect all Revenues on behalf of Ecotec and pay all Expenses on behalf of the Project Company as directed by Ecotec; provided that in no event will the Operator be required to pay any Expenses with its own funds. All Project Contracts will be entered into by the Project Company and not the Operator unless such Persons are one and the same.
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Entity Management. The Entity shall act as a holding company for the Patents and shall be managed by Inventergy as follows. 4.3.1 Inventergy shall have exclusive responsibility for direction of, and sole control over, the Entity’s actions related to (a) prosecution of the Patents, in all jurisdictions (including without limitation, country selection, claims selection and preparation and filing of continuation/divisional filings), (b) selection of counsel to represent the Entity, (c) maintenance of the Patents, (d) licensing of the Patents (other than for exclusive licenses, see below), and related negotiation and terms, (e) assertion of any of the Patents, including decisions on parties to approach and any litigation and/or settlement relating to the Patents, and (f) any other litigation or action involving any of the Patents, including without limitation the conduct and/or settlement or resolution of any inter-partes reexamination, declaratory judgment action or other proceeding relating to the validity and/or infringement of a Patent; GTX’s approval will not be required for any of these things. However, notwithstanding the foregoing, Inventergy will use reasonable efforts to confer with GTX prior to consummation of licenses by the Entity, and prior to institution by the Entity of any litigation for infringement of the Patents. Inventergy shall be responsible for fronting all expenses relating to (a)-(f) above. Inventergy may also engage one or more personnel of GTX to act as a consultant in support of patent prosecution or monetization efforts, as further described below in Section 6.1; generally speaking, such services shall be provided upon request of Inventergy, for example, to answer questions of outside counsel relating to patent prosecution which cannot be answered by Inventergy, assist with patent monetization strategy and otherwise to assist monetization efforts by providing, for example, market information and analysis and/or information regarding purportedly infringing products. 4.3.2 Notwithstanding the previous section, approval of both Parties is required (a) for any sale or transfer of any of the Patents by the Entity, and/or (b) the granting of an exclusive license under any of the Patents by the Entity, and/or (c) any settlement which concedes invalidity of a Patent. Should the Parties be unable to agree on such approval, either Party shall be entitled to initiate a Dispute Resolution Process as provided below.
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Entity Management. Prepare and maintain books and records in such manner and form as may be agreed in writing (which may include email) between the Entity and ▇▇▇▇▇▇ Fiduciary from time to time. Make the ▇▇▇▇▇▇ eServices web-based extranet site available to the Entity and its delegates providing access to core Entity information including entity records, billing information, key documents, important news and online conferencing upon the usual terms and conditions for use as published on the ▇▇▇▇▇▇ eServices website from time to time.
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Entity Management. The Operator will, in cooperation with and as directed by Geotec and/or GEM, make such arrangements with and employ and retain, at the expense and for the benefit of the Project Company, such accountants, attorneys, banks, transfer agents, custodians, underwriters, engineers, insurance companies and other Persons as may from time to time reasonably be necessary to manage the business operations of the Project Company. The Operator may require a deposit equal to one Month’s Expenses for the Project and will administer the Project Contracts and collect all Revenues and pay all Expenses on behalf of the Project Company; provided that in no event will the Operator be required to pay any Expenses with its own funds. All Project Contracts will be entered into by the Project Company and not the Operator.
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Entity Management. The Company would have four (4) managers, two (2) designated by SAVIA and two (2) designated by Kosan (provided that one (1) of each party's two (2) managers will have a scientific background and the other a business orientation). Notwithstanding the ownership interests of Kosan and SAVIA, all principal decisions on behalf of the Company will require the unanimous agreement of the managers designated by SAVIA and Kosan. The President, Chief Financial Officer and other officers of the Company would be appointed by unanimous agreement of the managers designated by SAVIA and Kosan.
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Entity Management. The Entity Management allows a user to: • create a new instance of registered type in a certain Context • update an instance • delete an instance • add an instance to a Context (different from the one it was initially created) • remove an instance from a Context (if an instance is present only in such a context the instance is not deleted but it is marked as such and it becomes accessible only for management purposes). Please note that: • Headers are automatically managed from the Registry • Every instance can be identified by using the UUID specified in the Header • add/remove to/from Context and the delete operations are managed by the Joint Resource Registry to check and enforce the propagation constraint.
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Related to Entity Management

  • Traffic Management 9.2.1 During the Operating Period, Developer shall be responsible for the general management of traffic on the Project. Developer shall manage traffic so as to preserve and protect safety of traffic on the Project and Related Transportation Facilities and, to the maximum extent practicable, to avoid disruption, interruption or other adverse effects on traffic flow, throughput or level of service on the Project and Related Transportation Facilities. Developer shall conduct traffic management in accordance with all applicable Technical Provisions, Technical Documents, Laws and Governmental Approvals, and in accordance with the Traffic Management Plan. 9.2.2 Developer shall prepare and submit to TxDOT and the Independent Engineer for TxDOT approval a Traffic Management Plan for managing traffic on the Project and Related Transportation Facilities after the commencement of traffic operations on any portion of the Project, addressing (a) orderly and safe movement and diversion of traffic on Related Transportation Facilities during Project construction, (b) orderly and safe movement of traffic on the Project and (c) orderly and safe diversion of traffic on the Project and Related Transportation Facilities necessary in connection with field maintenance and repair work or Renewal Work or in response to Incidents, Emergencies and lane closures. Developer shall prepare the Traffic Management Plan according to the schedule set forth in the Technical Provisions. The Traffic Management Plan shall comply with the Technical Provisions and Technical Documents concerning traffic management and traffic operations. Developer shall carry out all traffic management during the Term in accordance with the approved Traffic Management Plan. 9.2.3 Developer shall implement the Traffic Management Plan to promote safe and efficient operation of the Project and Related Transportation Facilities at all times during the course of any construction or operation of the Project and during the Utility Adjustment Work. 9.2.4 TxDOT shall have at all times, without obligation or liability to Developer, the right 9.2.4.1 Issue Directive Letters to Developer regarding traffic management 9.2.4.2 Provide on the Project, via message signs or other means consistent with Good Industry Practice, non-Discriminatory traveler and driver information, and other public information (e.g. amber alerts), provided that the means to disseminate such information does not materially interfere with the functioning of the ETCS.

  • Program Management 1.1.01 Implement and operate an Immunization Program as a Responsible Entity 1.1.02 Identify at least one individual to act as the program contact in the following areas: 1. Immunization Program Manager;

  • General Management In the discharge of its general duty to manage the successful performance of the Services, Vendor shall: 3.2.1.1. within thirty (30) calendar days of the Effective Date, identify to Citizens the primary and secondary management contacts responsible for the oversight and management of Services for Citizens; 3.2.1.2. ensure Vendor Staff tasked with management and oversight of the Services are available promptly to perform Services during Business Hours; 3.2.1.3. ensure each assigned Adjuster submits a time record directly to Vendor’s manager or point of contact. At any time during this Agreement, Citizens may require copies of time records from Vendor; 3.2.1.4. ensure that no Vendor Staff carries a weapon on their person while performing Services; 3.2.1.5. ensure that no Vendor Staff uses impairing drugs, chemicals, or alcohol while performing Services; 3.2.1.6. ensure that Vendor Staff avoid using their duties and obligations under this Agreement to engage in any conduct that could create either an actual or perceived conflict of interest, such as due to an ongoing business relationship with an entity other than Citizens that would enable Vendor Staff to receive an improper benefit or unfair competitive advantage; 3.2.1.7. ensure that the Services comply with the Best Claims Practices & Estimating Guidelines as applicable to each Service Category and any other policies or processes set forth by Citizens, including but not limited to: a. monitoring applicable file production on a weekly basis to determine compliance with Citizens’ production requirements; and, b. providing detailed reports to Citizens related to Vendor performance upon request.

  • Network Management 56.1 CLEC and CenturyLink will exchange appropriate information (e.g., network information, maintenance contact numbers, escalation procedures, and information required to comply with requirements of law enforcement and national security agencies) for network management purposes. In addition, the Parties will apply sound network management principles to alleviate or to prevent traffic congestion and to minimize fraud associated with third number billed calls, calling card calls, and other services related to this Agreement. 56.2 The Parties will employ characteristics and methods of operation that will not interfere with or impair the Parties’ networks, or the network of any third parties or Affiliated companies, connected with or involved directly in the network or facilities of CenturyLink. 56.3 CLEC shall not interfere with or impair service over any circuits, facilities or equipment of CenturyLink, its Affiliated companies, or its connecting and concurring carriers. 56.4 If CLEC causes any impairment or interference, CenturyLink shall promptly notify CLEC of the nature and location of the problem and that, unless promptly rectified, a temporary discontinuance of the use of any circuit, facility or equipment may be required. The Parties agree to work together to attempt to promptly resolve the impairment or interference. If CLEC is unable to promptly remedy, then CenturyLink may, at its option, temporarily discontinue the use of the affected circuit, facility or equipment until the impairment is remedied. 56.5 Any violation of Applicable Law or regulation regarding the invasion of privacy of any communications carried over CenturyLink’s facilities, or that creates hazards to the employees of CenturyLink or to the public, is also considered an impairment of service. 56.6 CenturyLink shall give advanced notice to CLEC of all non-scheduled maintenance or other planned network activities to be performed by CenturyLink on any Network Element, including any hardware, equipment, software, or system, providing service functionality of which CLEC has advised CenturyLink may potentially impact CLEC End Users. 56.7 The Parties shall provide notice of network changes and upgrades in accordance with 47 C.F.R. §§51.325 through 51.335. CenturyLink may discontinue any Interconnection arrangement, Telecommunications Service, or Network Element provided or required hereunder due to network changes or upgrades after providing CLEC notice as required by this Section. CenturyLink agrees to cooperate with CLEC and/or the appropriate regulatory body in any transition resulting from such discontinuation of service and to minimize the impact to customers which may result from such discontinuance of service.

  • Classroom Management The certificated classroom teacher demonstrates a competent level of knowledge 48 and skill in organizing the physical and human elements in the educational setting. 49