Authorization and Scope Clause Samples

The 'Authorization and Scope' clause defines the extent of authority granted to a party and delineates the boundaries within which that authority may be exercised. Typically, it specifies what actions or decisions the authorized party is permitted to undertake on behalf of another, such as entering into agreements, accessing information, or performing certain tasks. By clearly outlining both the permissions and limitations, this clause ensures that all parties understand the range of authorized activities, thereby preventing unauthorized actions and reducing the risk of disputes over the extent of granted powers.
Authorization and Scope. A member control agreement relating to any phase or aspect of the business and affairs of a limited liability company is valid as provided in subdivision 2 and enforceable as provided in subdivision 3. A member control agreement valid under subdivision 2 may relate to, without limitation, the management of the limited liability company's business, the declaration and payment of distributions, the sharing of profits and losses, the election of governors or managers, the employment of members and others by the limited liability company, the relations among members and persons who have signed contribution agreements (including the termination of continued membership), the dissolution, termination, and liquidation of the limited liability company (including the continuation of the limited liability company's business through a successor organization or individual), and the arbitration of disputes. Wherever this chapter provides that a particular result may or must be obtained through a provision in the articles of organization (other than a provision required by section 322B.115, subdivision 1, to be contained in the articles), in the bylaws, or by an act of the board, the same result can be accomplished through a member control agreement valid under this section or through a procedure established by a member control agreement valid under this section. A member control agreement may allocate to the members authority ordinarily exercised by the board of governors, allocate to the board of governors authority ordinarily exercised by the members, or structure the governance of the limited liability company in any agreed fashion and may waive, in whole or in part, a member's dissenting rights under sections 322B.383 and 322B.386.
View SourceView Similar (7)
Authorization and Scope. 1.1 Lenovo hereby authorizes Reseller to market and sell Lenovo Products and Services within Canada (“Territory”) to End Users in accordance with the terms of this Agreement. Reseller may not market or sell Products or Services, directly or indirectly, to End Users outside the Territory. 1.2 A Product or Service becomes subject to this Agreement when Reseller places an order with a Lenovo Distributor.
View SourceView Similar (3)
Authorization and Scope. 1.1 Lenovo hereby authorizes Reseller to market and sell Lenovo Products and Services within the United States and Puerto Rico (“Territory”) to End Users in accordance with the terms of this Agreement. Reseller may not market or sell Products or Services, directly or indirectly, to End Users outside the Territory. 1.2 A Product or Service becomes subject to this Agreement when Reseller places an order with a Lenovo Distributor.
View SourceView Similar (2)
Authorization and Scope. 1.1 This Attachment authorizes Reseller to purchase Products and Services directly from Lenovo as sold on the Datto Commerce marketplace website for Reseller to resell to End Customers in the United States (“Territory”). This Attachment does not authorize any other direct sales from Lenovo. 1.2 A Product or Service becomes subject to this Attachment when ▇▇▇▇▇▇ accepts ▇▇▇▇▇▇▇▇’s order in writing; ships the Product; or makes the software Program or Service available to Reseller. Confirmation of ▇▇▇▇▇▇’s receipt of a Reseller order does not constitute Lenovo’s acceptance of the order.
View SourceView Similar (2)
Authorization and Scope. 1.1. Lenovo hereby authorizes Reseller to market and sell Lenovo Products and Services within the Territory specified in Attachment A to End Users in accordance with the terms of this Agreement. Reseller may not market or sell Products or Services, directly or indirectly, to End Users outside the Territory. 1.2. A Product or Service becomes subject to this Agreement when Reseller places an order with a Lenovo Distributor; or when Lenovo accepts Reseller’s order in writing; ships the Product; or makes the software Product or Service available to Reseller. Confirmation of ▇▇▇▇▇▇’s receipt of a Reseller order does not constitute Lenovo’s acceptance of the order.
View SourceView Similar (2)
Authorization and Scope. 1.1 Stoneware hereby authorizes Reseller to market Stoneware Products and Services within the United States (“Territory”) to End Users and to place orders with Distributors for End Users located in the Territory in accordance with the terms of this Agreement. Reseller may not market Products or Services, directly or indirectly, to End Users outside the Territory. 1.2 For the sake of clarity, this Agreement does not authorize Reseller to purchase the Product, either for itself or for the End User(s). Ownership of the Product remains at all times with Stoneware. Stoneware software Products are licensed, not sold.. Reseller shall advise its End User Customers that Reseller is authorized only to distribute Stoneware Product licenses and/or market Services, and therefore the Stoneware Product itself has not been sold. The applicable End User license(s) for Product(s) purchased by an End User will be granted to the End User by Stoneware pursuant to terms of a separate agreement between the End User and Stoneware. 1.3 A Product or Service becomes subject to this Agreement when Reseller places an order with a Stoneware Distributor.
View Source
Authorization and Scope. 1.1 Stoneware hereby authorizes Reseller to market Stoneware Products and Services within the United States (“Territory”) to End Users in accordance with the terms of this Agreement. Reseller may not market Products or Services, directly or indirectly, to End Users outside the Territory. 1.2 Stoneware software is licensed, not sold. The Agreement is not to be interpreted or construed as an agreement between Stoneware and Reseller for the sale of Stoneware Products. Reseller shall advise its End User Customers that Reseller is authorized to distribute Stoneware Product licenses and the Stoneware Product has not been sold. 1.3 A Product or Service becomes subject to this Agreement when Reseller places an order with a Stoneware Distributor.
View Source

Related to Authorization and Scope

  • Power, Authorization and Validity 2.2.1 Each of OWP and the Principal Shareholder has the right, power, legal capacity and authority to enter into and perform its obligations under this Agreement, and all agreements to which OWP and the Principal Shareholder is or will be a party that are required to be executed pursuant to this Agreement (the "OWP Ancillary Agreements"). The execution, delivery and performance of this Agreement and the OWP Ancillary Agreements have been duly and validly approved and authorized by OWP's Board of Directors and have been unanimously approved by the holders of all outstanding shares of OWP Stock. 2.2.2 No filing, authorization or approval, governmental or otherwise, is necessary to enable OWP to enter into, and to perform its obligations under, this Agreement and the OWP Ancillary Agreements, except for (a) the filing of the Agreement of Merger with the California and Delaware Secretaries of State and the filing of appropriate documents with the relevant authorities of other states in which OWP is qualified to do business, if any, and (b) such filings as may be required to comply with federal and state securities laws. 2.2.3 This Agreement and the OWP Ancillary Agreements are, or when executed by OWP and the Principal Shareholder will be, valid and binding obligations of OWP and the Principal Shareholder enforceable against OWP and the Principal Shareholder in accordance with their respective terms, except as to the effect, if any, of (a) applicable bankruptcy and other similar laws affecting the rights of creditors generally, (b) rules of law governing specific performance, injunctive relief and other equitable remedies and (c) the enforceability of provisions requiring indemnification in connection with the offering, issuance or sale of securities; provided, however, that the Agreement of Merger will not be effective until filed with the California and Delaware Secretaries of State.

  • Authorization and Validity This Agreement and each promissory note, contract, instrument and other document required hereby or at any time hereafter delivered to Bank in connection herewith (collectively, the "Loan Documents") have been duly authorized, and upon their execution and delivery in accordance with the provisions hereof will constitute legal, valid and binding agreements and obligations of Borrower or the party which executes the same, enforceable in accordance with their respective terms.

  • Authorization and Execution The execution, delivery and performance of this Agreement has been duly authorized by all necessary action on the part of such Purchaser, and, assuming due authorization, execution and delivery by the other parties hereto, this Agreement is a legal, valid and binding obligation of such Purchaser, enforceable against such Purchaser in accordance with its terms, except as enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws relating to or affecting creditors’ rights generally or by general equitable principles.

  • Authorization and Consent The Government has given its authorization and consent for all use and manufacture of any invention described in and covered by a patent of the United States in the performance of this Agreement or any part hereof or any amendment hereto or any subcontract hereunder (including any lower-tier subcontract) which is expected to exceed $100,000.

  • Authorization and Approvals No authorization or approval or other action by, and no notice to or filing with, any Governmental Authority is required for the due execution, delivery and performance by the Borrower, the Parent, or any Guarantor of the Credit Documents to which it is a party or the consummation of the transactions contemplated thereby. At the time of each Borrowing, no authorization or approval or other action by, and no notice to or filing with, any Governmental Authority will be required for such Borrowing or the use of the proceeds of such Borrowing the absence of which could reasonably be expected to cause a Material Adverse Change.