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Conflict Of Interest Waiver
"I need a Conflict of Interest Waiver for our company's newly appointed independent director who also serves on the board of a competing telecommunications company, ensuring compliance with Philippine corporate governance requirements and SEC regulations."
1. Parties: Identification of the parties involved - the person/entity with the conflict and the person/entity granting the waiver
2. Background: Context of the relationship between the parties and the general nature of the conflict of interest situation
3. Definitions: Key terms used in the waiver, including 'Conflict of Interest', 'Related Party', 'Material Interest', etc.
4. Disclosure of Conflict: Detailed description of the actual or potential conflict of interest being disclosed
5. Nature of Interest: Specific details about the conflicting interest, including financial or personal relationships
6. Waiver Provisions: Express waiver of the conflict of interest and specific permissions being granted
7. Acknowledgments: Statements confirming that all parties understand the nature of the conflict and the implications of the waiver
8. Duration and Scope: Temporal scope of the waiver and specific activities or transactions covered
9. Compliance with Laws: Confirmation that the waiver complies with relevant Philippine laws and regulations
10. Execution: Signature blocks and execution requirements
1. Public Official Provisions: Additional provisions required when the conflict involves a public official or government entity
2. Corporate Authority: Required when the waiver involves corporate officers or directors, confirming board approval
3. Regulatory Disclosure: Required for regulated entities or public companies needing to disclose the waiver
4. Revocation Terms: Optional provisions specifying conditions under which the waiver may be revoked
5. Confidentiality: Terms regarding the confidentiality of the disclosed information, if required
6. Periodic Review: Provisions for periodic review and renewal of the waiver, if applicable
1. Schedule A - Detailed Conflict Disclosure: Comprehensive description of all relevant conflicts, interests, and relationships
2. Schedule B - Related Party Transactions: List and details of any related party transactions covered by the waiver
3. Schedule C - Corporate Resolutions: Copies of relevant board resolutions or corporate approvals
4. Appendix 1 - Supporting Documentation: Any relevant supporting documents evidencing the nature of the conflict
5. Appendix 2 - Compliance Certificates: Required certificates or confirmations from relevant regulatory bodies or compliance officers
Authors
Agreement
Beneficial Owner
Board of Directors
Business Opportunity
Company
Competing Interest
Confidential Information
Conflict of Interest
Connected Person
Control
Corporate Opportunity
Director
Disclosure
Effective Date
Family Member
Financial Interest
Immediate Family
Interest
Law
Material Interest
Officer
Party/Parties
Personal Interest
Professional Relationship
Related Party
Related Party Transaction
Relevant Interest
Representative
Significant Influence
Substantial Interest
Transaction
Waiver
Amendment
Assignment
Authority to Execute
Compliance with Laws
Confidentiality
Conflict Description
Consideration
Counterparts
Disclosure Obligations
Duration
Entire Agreement
Execution
Further Assurance
Governing Law
Indemnification
Jurisdiction
Notices
Regulatory Compliance
Remedies
Representation and Warranties
Revocation
Scope of Waiver
Severability
Signatures
Term and Termination
Third Party Rights
Undertakings
Waiver of Conflict
Waiver of Rights
Banking and Financial Services
Construction
Education
Government and Public Sector
Healthcare
Insurance
Legal Services
Manufacturing
Professional Services
Real Estate
Telecommunications
Transportation and Logistics
Board Affairs
Compliance
Corporate Governance
Corporate Secretariat
Ethics
Executive Management
Legal
Public Relations
Regulatory Affairs
Risk Management
Board Member
CEO
CFO
Chief Compliance Officer
Company Secretary
Corporate Governance Officer
Director
Executive Officer
General Counsel
Independent Director
Managing Partner
President
Public Official
Senior Manager
Vice President
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