Proceedings of the Operating Committee. All decisions of the Operating Committee shall be unanimous decisions, with each party having one (1) vote, which may be allocated to any Operating Committee designee of such party (and which designee may be changed with respect to any matter under consideration without prior notice to the other party so long as only one (1) designee of each party shall vote on each matter). A quorum, consisting of at least one (1) member (or permitted substitute or delegate) from each of Bank and Company, must be present to transact business at any meeting. The Operating Committee shall meet (in person or telephonically) at least monthly at dates, times and locations to be mutually agreed upon by the parties; provided that, unless otherwise agreed by Company, not less than four (4) of such meetings annually shall be in person at the servicing location of Company in Centennial, Colorado. The agenda for such regular meeting of the Operating Committee shall be circulated at least one (1) Business Day prior to the date of such meeting. In addition, any member of the Operating Committee may call a special meeting by delivery of at least five (5) Business Days prior notice to all of the other members of the Operating Committee, which notice shall specify * 28 the purpose for such meeting and include the agenda of such meeting. Except to the extent expressly provided in this Agreement, the Operating Committee shall determine the manner in which meetings shall be called and all procedural matters relating to the conduct of meetings. The agenda for each regular meeting of the Operating Committee shall provide for an update by Bank regarding proposed and recent changes to Applicable Law of which Bank is aware and that are reasonably likely to affect the Program and Bank’s then-current assessment of how such changes may affect the Program and the obligations and activities of the parties in relation thereto.
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Sources: Credit Card Program Agreement
Proceedings of the Operating Committee. All decisions of the Operating Committee shall be unanimous decisions, with each party having one (1) vote, which may be allocated to any Operating Committee designee of such party (and which designee may be changed with respect to any matter under consideration without prior notice to the other party so long as only one (1) designee of each party shall vote on each matter). A quorum, consisting of at least one (1) member (or permitted substitute or delegate) from each of Bank and Company, must be present to transact business at any meeting. The Operating Committee shall meet (in person or telephonically) at least monthly at dates, times and locations to be mutually agreed upon by the parties; provided that, unless otherwise agreed by Company, not less than four (4) of such meetings annually shall be in person at the servicing location of Company in Centennial, Colorado. The agenda for such regular meeting of the Operating Committee shall be circulated at least one (1) Business Day prior to the date of such meeting. In addition, any member of the Operating Committee may call a special meeting by delivery of at least five (5) Business Days prior notice to all of the other members of the Operating Committee, which notice shall specify * 28 the purpose for such meeting and include the agenda of such meeting. Except to the extent expressly provided in this Agreement, the Operating Committee shall determine the manner in which meetings shall be called and all procedural matters relating to the conduct of meetings. The agenda for each regular meeting of the Operating Committee shall provide for an update by Bank regarding proposed and recent changes to Applicable Law of which Bank is aware and that are reasonably likely to affect the Program and Bank’s then-current assessment of how such changes may affect the Program and the obligations and activities of the parties in relation thereto.
Appears in 1 contract