Authority of the Managing Member. The Managing Member shall have the power on behalf of and in the name of the Company to carry out any and all of the objects and purposes of the Company set forth in Section 1.04 and Section 2.01, and to perform all acts and enter into and perform all contracts and other undertakings, other than any actions to be taken in connection with investment of the Company's investable assets, which it may deem necessary or advisable or incidental thereto, including, without limitation, the power to:
Authority of the Managing Member. The Managing Member for, and in the name and on behalf of the Company, is hereby authorized to:
Authority of the Managing Member. Except as otherwise provided in this Agreement (including as provided in Section 6.02 or by applicable law), the power and authority to manage, direct and control the Company will be vested in the Managing Member, and the Managing Member will have full, complete and exclusive authority to manage, direct and control the business, affairs and properties of the Company. The Company will not have any officers or employees.
Authority of the Managing Member. The Managing Member constitutes a “manager” of the Company for purposes of the Act. The Members acknowledge that the Company shall be managed by the Managing Member, in its capacity as a manager of the Company, in accordance with Section 18-402 of the Act and subject to any restrictions set forth in the Certificate of Formation or this Agreement, all powers to control and manage the business and affairs of the Company and to bind the Company shall be exclusively vested in the Managing Member, in such capacity, and the Managing Member may exercise all powers of the Company and do all such lawful acts as are not by statute, the Certificate of Formation or this Agreement directed or required to be exercised or done by the Members and in so doing shall have the right and authority to take all actions that the Managing Member deems necessary, useful, or appropriate for the management and conduct of the Company’s business and affairs and in the pursuit of the purposes of the Company, including delegating the right and authority to take such actions to employees of the Managing Member as are designated by the Managing Member or officers or employees of the Company (whether employed directly or seconded from another GMI Entity); provided, however that any officers of the Company shall have the authority to enter into the Transaction Documents or any other document as may be contemplated from time to time. The Managing Member and each such employee or officer and any other “manager,” including the Independent Director, if any, shall be an “authorized person” on behalf of the Company, as such term is used in the Act.
Authority of the Managing Member. Subject to the provisions of Section 5.3, the Managing Member shall manage the business of the Company and shall have all of the rights and powers which may be possessed by managing members under the Act including, without limitation, the right and power to:
Authority of the Managing Member. The Managing Member shall not permit the Company to engage in any activity which substantially changes the nature of the Company’s business as a holding company for interests in IBG LLC or enter in any material agreement(s) on behalf of the Company, other than the Exchange Agreement, which would in the aggregate, during any twelve (12) month period, result in a transfer or commitment to transfer over twenty percent (20%) of the interests in IBG LLC held by the Company, without the written consent of holders of a majority of the Voting Shares. Subject to the foregoing and the provisions of Section 5.3, the Managing Member shall manage the business of the Company and shall have all of the rights and powers which may be possessed by a managing member under the Act including, without limitation, the right and power to:
Authority of the Managing Member. (a) Except as expressly provided herein, the Managing Member has all power and authority to manage, and direct the management of, the business and affairs of the Company. Approval by or action taken by the Managing Member constitutes approval or action by the Company and is binding on each Member.
Authority of the Managing Member. The Managing Member shall have exclusive authority and power to administer this Article and to exercise all rights and powers specifically granted to the Managing Member or the Company, or as may be necessary or advisable in the administration of this Article. All such actions which are done or made by the Managing Member in good faith shall be final, conclusive and binding on the Company and all other Persons; provided, that the Managing Member may delegate all or any portion of its duties and powers under this Article to a committee of the Board of Directors of the Managing Member as it deems necessary or advisable.
Authority of the Managing Member. (a) The Members intend that the Company be managed by the Managing Member in accordance with Section 18-402 of the Act and subject to any restrictions set forth in the Certificate or this Agreement, including those set forth in Section 1.3(a), Section 5.2, and Section 5.5(a) all powers to control and manage the business and affairs of the Company and to bind the Company will be exclusively vested in the Managing Member, and the Managing Member may exercise all powers of the Company and do all such lawful acts as are not by statute, the Certificate, or this Agreement directed or required to be exercised or done by the Members and in so doing shall have the right and authority to take all actions which the Managing Member deems necessary, useful, or appropriate for the management and conduct of the Company’s business and affairs and in the pursuit of the purposes of the Company, including delegating the right and authority to take such actions to employees of the Managing Member as are designated by the Managing Member. The Managing Member and each such employee shall be an “authorized person” on behalf of the Company, as such term is used in the Act.
Authority of the Managing Member. (a) The Managing Member shall conduct, direct and exercise full control over all activities of the Company. All management powers over the business and affairs of the Company shall be vested in the Managing Member. The Managing Member shall have the power to bind or take any action on behalf of the Company, or to exercise in its sole discretion any rights and powers (including the rights and powers to take certain actions, give or withhold certain consents or approvals, or make certain determinations, opinions, judgments, or other decisions) granted to the Company under this Agreement, or any other agreement, instrument or other document to which the Company is a party or by virtue of its holding the equity interests of any Subsidiary thereof.
