Common use of Committees Clause in Contracts

Committees. The Board of Directors may, by resolution passed by a majority of the whole Board of Directors, designate committees as it shall see fit consisting of one or more of the directors, one of whom shall be designated chairman of each such committee. Any such committee shall have and may exercise such powers and authority as provided in the resolution creating it and as determined from time to time by the Board of Directors.

Appears in 19 contracts

Samples: Limited Liability Company Agreement (Martinez Terminal Co LLC), Limited Liability Company Agreement (Martinez Terminal Co LLC), Limited Liability Company Agreement (Martinez Terminal Co LLC)

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Committees. The Board of Directors mayDirectors, by resolution passed adopted by a majority of the whole Board of Directorsentire Board, may from time to time designate committees from among its members an executive committee and such other committees, and alternate members thereof, as it shall see fit consisting of one or more of the directorsthey may deem desirable, one of whom shall be designated chairman of each such committee. Any such committee shall have and may exercise with such powers and authority (to the extent permitted by law) as may be provided in such resolution. Each such committee shall serve at the resolution creating it and as determined from time to time by pleasure of the Board of DirectorsBoard.

Appears in 6 contracts

Samples: Stemcell Global Research Inc, Stemcell Global Research Inc, Stemcell Global Research Inc

Committees. The Board of Directors may, by resolution passed or resolutions adopted by a majority of the whole Board number of DirectorsDirectors fixed by this Agreement, designate committees as it shall see fit consisting two or more Directors of the Company to constitute one or more of the directors, one of whom shall be designated chairman of each such committeecommittees. Any Each such committee shall have and may exercise such powers and authority of the Board in the management of the Company as is provided in the resolution creating it and resolution(s) establishing such committee. Each such committee shall keep regular minutes of its proceedings, which minutes shall be recorded in the minute book of the Company. The secretary or an assistant secretary of the Company may act as determined from time to time by secretary for each such committee if the Board of Directorscommittee so requests.

Appears in 5 contracts

Samples: Operating Agreement, Operating Agreement (Inergy Pipeline East, LLC), Operating Agreement (Inergy Pipeline East, LLC)

Committees. The Board of Directors may, by resolution or resolutions passed by a majority of the whole Board of Directors, designate committees as it shall see fit consisting one or more committees, each committee to consist of one or more directors of the directors, one of whom shall be designated chairman of each such committeeCorporation. Any such committee committee, to the extent provided in the resolution of the Board of Directors, or in these By-Laws, shall have and may exercise such all the powers and authority as provided in the resolution creating it and as determined from time to time by of the Board of DirectorsDirectors in the management of the business and affairs of the Corporation.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Encore Wire Corp), Agreement and Plan of Merger (Global Payments Inc), Agreement and Plan of Merger (Mallinckrodt PLC)

Committees. The Board of Directors may, by resolution or resolutions passed by a majority of the whole Board of Directors, designate committees as it shall see fit consisting one or more committees, each committee to consist of one or more directors of the directors, one of whom shall be designated chairman of each such committeeCorporation. Any such committee committee, to the extent provided in the resolution of the Board of Directors, or in these By-Laws, shall have and may exercise such all the powers and authority as provided in the resolution creating it and as determined from time to time by of the Board of DirectorsDirectors in the management of the business and affairs of the Corporation, and may authorize the seal of the Corporation to be affixed to all papers which may require it.

Appears in 3 contracts

Samples: Business Combination Agreement (Omnicom Group Inc.), Agreement and Plan of Merger (Beckman Coulter Inc), Agreement and Plan of Merger (Danaher Corp /De/)

Committees. The Board of Directors may, by resolution passed by a majority of the whole Board of DirectorsBoard, designate committees as it shall see fit consisting of one or more of the directors, one of whom shall be designated chairman of each such committee. Any such committee shall have and may exercise such powers and authority as provided in the resolution creating it and as determined from time to time appoint such committees as may be permitted by law. Such committees appointed by the Board of DirectorsDirectors shall have such powers and perform such duties as may be prescribed by the resolution or resolutions creating such committee.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (MDB Capital Holdings, LLC), Limited Liability Company Agreement (JMP Group LLC)

Committees. The Board of Directors mayDirectors, by resolution passed adopted by a majority of the whole full Board of Directors, may designate committees as it shall see fit consisting of from among its members one or more committees, each of the directors, one of whom shall be designated chairman of each such committee. Any such committee shall have and may exercise such powers and authority as provided in the resolution creating it and as determined from time to time by the Board of Directors.which:

Appears in 1 contract

Samples: microsoft.gcs-web.com

Committees. The Board of Directors may, by resolution or resolutions passed by a majority of the whole Board of Directorsboard, designate committees as it shall see fit from among its members one (1) or more committees, each consisting of one or more of the directors, one and each of whom shall be designated chairman which, to the extent provided in such resolution or resolutions or in the Articles of each such committee. Any such committee Incorporation or these Bylaws, shall have and may exercise such powers and all the authority as provided in the resolution creating it and as determined from time to time by of the Board of Directors., except no committee shall have authority to:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Investors Heritage Capital Corp)

Committees. The Board of Directors mayDirectors, by resolution passed adopted by ---------- a majority of the whole Board of Directorsentire Board, may designate committees as it shall see fit consisting of from among its members one or more committees, each consisting of at least one director, and each of which, to the extent provided in such resolution, shall have all the authority of the directorsBoard (except as otherwise provided by law or in the Certificate of Incorporation, one of whom shall be designated chairman of each such committeeas amended and as then in effect, or these By-Laws). Any However, no such committee shall have and may exercise such powers and authority as provided in to any of the resolution creating it and as determined from time to time by the Board of Directors.following matters:

Appears in 1 contract

Samples: Agreement and Plan of Merger (Aristotle Corp)

Committees. The Board of Directors mayDirectors, by resolution passed adopted by a majority of the whole Board of Directorsfull Board, may from time to time designate committees as it shall see fit consisting of from among its members one or more committees, each of which must have two (2) or more members and, to the directorsextent provided in such resolution, one of whom shall be designated chairman of each such committee. Any such committee shall have and may exercise such powers and all the authority as provided in the resolution creating it and as determined from time to time by of the Board of Directors., except that no such committee shall have the authority to:

Appears in 1 contract

Samples: investor.costco.com

Committees. The Committees of the Board of Directors may, may be appointed by resolution passed by a majority of the whole Board of Directors, designate committees as it . Committees shall see fit consisting be comprised of one two (2) or more members of the directors, one Board of whom shall be designated chairman of each such committee. Any such committee Directors and shall have and may exercise such powers and authority of the Board of Directors as provided in the may be expressly delegated to it by resolution creating it and as determined from time to time by of the Board of Directors, except those powers expressly made non- delegable by applicable law.

Appears in 1 contract

Samples: Unit Exchange Agreement (Tablemax Corp)

Committees. The Board of Directors mayDirectors, by resolution passed adopted by a majority of the whole Board of Directorsentire Board, may from time to time designate committees from among its members an Executive Committee, an Audit Committee, a Compensation Committee and such other committees, and alternate members thereof, as it shall see fit they deem desirable, each consisting of one or more of the directorsDirectors, one of whom shall be designated chairman of each such committee. Any such committee shall have and may exercise with such powers and authority (to the extent permitted by law and the rules of any stock exchange or Nasdaq) as may be provided in the resolution creating it and as determined from time to time by the Board of Directorssuch resolution.

Appears in 1 contract

Samples: Formula Footwear Inc

Committees. (a) The Board of Directors may, by resolution passed adopted by a majority of the whole entire Board of Directors, designate committees as it shall see fit consisting of one or more of the directors, one of whom shall be designated chairman of each such committee. Any such committee shall have and may exercise such powers and authority as provided in the resolution creating it and as determined from time to time by the Board of Directorscommittees.

Appears in 1 contract

Samples: Limited Liability Company Agreement (LIN Media LLC)

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Committees. The Board of Directors may, by resolution passed by a majority of the whole Board of DirectorsBoard, designate committees as it shall see fit consisting one or more committees, each committee to consist of one or more of the directorsdirectors of the Corporation, one of whom shall be designated chairman of each such committee. Any such committee which, to the extent provided in the resolution, shall have and may exercise such the powers and authority as provided of the Board of Directors in the resolution creating it management of the business and affairs of the Corporation. Each committee shall have such names, powers and duties as may be determined from time to time by resolution adopted by the Board of DirectorsDirectors and shall keep regular minutes of its meetings and report the same to the Board of Directors when required.

Appears in 1 contract

Samples: Hain Food Group Inc

Committees. The From time to time, the Board of Directors may, by resolution passed by a majority of the whole Board of Directors, designate appoint an executive committee or any other committee or committees for any purpose or purposes to the extent permitted by law, which committee or committees will have such powers as it shall see fit consisting specified in the resolution of one or more appointment. Except as otherwise agreed to by all of the directors, any such committee will have two (2) members, one (1) of whom shall will be designated chairman of each such committee. Any such committee shall have and may exercise such powers and authority as provided in the resolution creating it and as determined from time to time appointed by the Board NeoSpine Director, and one (1) of Directorswhom will be appointed by the Physician Director.

Appears in 1 contract

Samples: Operating Agreement (NeoSpine Surgery, LLC)

Committees. The Board of Directors may, by resolution passed by a majority of the whole Board of Directorsin its discretion, designate committees as it shall see fit consisting of one or more committees of the directors, one Board of whom shall be designated chairman of each such committee. Any Directors and appoint Directors to constitute and serve on such committee or committees. Such committees shall have and may exercise such powers and authority as provided in shall be conferred or authorized by the resolution creating it and as determined from time appointing them; provided that neither a Major Decision nor a Significant Decision may be delegated to time by the Board of Directorsany such committee.

Appears in 1 contract

Samples: Shareholders' Agreement (Nimbus Cd International Inc)

Committees. The Board of Directors may, by resolution passed by resolution, create a majority of the whole Board of Directors, designate committee or committees as it shall see fit consisting of one or more of the directors, one of whom shall and alternates, to consider and report upon or to carry out such matters (not excepted by the foregoing section) as may be designated chairman of each such committee. Any such committee shall have and may exercise such powers and authority as provided in the resolution creating it and as determined from time entrusted to time them by the Board of Directors, and shall designate the Chairman of each such committee.

Appears in 1 contract

Samples: Detroit Edison Co

Committees. The Board of Directors mayDirectors, by resolution passed adopted by a majority of the whole Board of Directorsentire Board, may designate committees from among its members an executive committee and such other committees, and alternate members thereof, as it shall see fit they deem desirable, each consisting of one three or more of the directorsmembers, one of whom shall be designated chairman of each such committee. Any such committee shall have and may exercise with such powers and authority (to the extent permitted by law) as may be provided in such resolution. Each such committee shall serve at the resolution creating it and as determined from time to time by pleasure of the Board of Directors.

Appears in 1 contract

Samples: Exchange Agreement (Royal Acceptance Corp)

Committees. The Board of Directors mayDirectors, by resolution passed adopted by a majority of the whole Board of Directorsentire Board, may designate committees as it shall see fit from its members an Executive Committee or other committee or committees, each 39 44 consisting of one three or more of the directorsmembers, one of whom shall be designated chairman of each such committee. Any such committee shall have and may exercise with such powers and authority (to the extent permitted by law) as may be provided in the resolution creating it and as determined from time to time by the Board of Directorssaid resolution.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Bancwest Corp/Hi)

Committees. The Board of Directors may, by resolution passed by a majority of the whole Board total number of Directorsdirectors, designate committees as it shall see fit consisting one or more committees, each committee to consist of one or more of the directors, one directors of whom shall be designated chairman of each such committeethe Corporation. Any such committee committee, to the extent provided in the resolution of the Board, and unless otherwise restricted by the Certificate of Incorporation or these By-Laws, shall have and may exercise such all the powers and authority as provided of the Board in the resolution creating it management of the business and as determined from time affairs of the Corporation, to time the full extent permitted by the Board of Directorslaw.

Appears in 1 contract

Samples: Escrow Agreement (Icg Communications Inc /De/)

Committees. The Board of Directors may, by resolution or resolutions passed by a majority of the whole Board of Directors, designate committees as it shall see fit consisting one or more committees, each committee to consist of one or more directors of the directors, one of whom shall be designated chairman of each such committeeCorporation. Any such committee committee, to the extent provided in the resolution of the Board of Directors, or in these Bylaws, shall have and may exercise such all the powers and authority as provided in the resolution creating it and as determined from time to time by of the Board of DirectorsDirectors in the management of the business and affairs of the Corporation, and may authorize the seal of the Corporation to be affixed to all papers which may require it.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Fei Co)

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