Authority of Officers. Subject in all cases to the ultimate authority of the Board of Directors and/or the rights and responsibilities granted to the Asset Manager, the officers shall manage the day-to-day business and affairs of the Company in the ordinary course of its business, in each case, unless the Board of Directors shall have previously restricted (specifically or generally) such powers. For the avoidance of doubt and without limiting the extent of any rights and/or powers vested in the Board of Directors hereunder, (i) at no time shall actions or decisions relating to Major Decisions be deemed to have been delegated to the officers, (ii) all decisions, determinations, actions, approvals and/or consents relating to Major Decisions shall require the approval of the Board of Directors in accordance with Section 3.3, and (iii) no officers of the Company shall have power or authority with respect to any Major Decisions in the absence of such approval of the Board of Directors. Subject to and without express or implied limitation of the foregoing, the officers of the Company shall have the following powers and responsibilities, it being understood that the Board of Directors may revoke, alter and/or diminish any of the following powers and responsibilities without amending this Agreement:
Appears in 4 contracts
Samples: Limited Liability Company Agreement (Strategic Hotels & Resorts, Inc), Limited Liability Company Agreement (Strategic Hotels & Resorts, Inc), Limited Liability Company Agreement (Strategic Hotels & Resorts, Inc)
