Common use of Authority and Power Clause in Contracts

Authority and Power. The Company shall be manager-managed. Except as expressly set forth in this Agreement or the Act, the Managers shall have full, exclusive, and complete authority and discretion to manage and control the business of the Company and shall make all decisions affecting the business of the Company. Any person dealing with the Company may conclusively rely on a certificate signed by the Managers as to its identity and its authority to act on behalf of the Company and without further inquiry may rely upon the authority of the Managers to perform any act or execute and deliver any instrument for the Company. Except as expressly set forth in this Agreement, the Managers shall have all the rights and powers which may be possessed by the Managers pursuant to the Act. Except as otherwise provided in the Act, if there is more than one Manager, an act shall be considered approved by the Managers if and only if a majority of the Managers approve the act.

Appears in 4 contracts

Samples: Operating Agreement, Operating Agreement, Operating Agreement

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