Board Powers Sample Clauses

Board Powers. The business and affairs of the Corporation shall be managed by, or under the direction of, the Board.

Board Powers. The Board and the Association recognize that the Board and its administrators have certain powers, discretions and duties that, under Federal Law, the Constitution and Laws of the State of Arizona, may not be delegated, limited or abrogated by agreement with any party. Accordingly, if any provision of this Agreement or any application to any MBU covered hereby, shall be found contrary to law by legislative act or court of competent jurisdiction, such provision or application shall have effect in the law only to the extent permitted by law, but all other provisions or applications of this Agreement shall nevertheless continue in full force and effect. The Association and District shall immediately reopen negotiations for the purpose of arriving at a mutually satisfactory replacement for such provision.

Board Powers. The business and affairs of the Company shall be managed by or under the direction of a Board of one or more Managers (the “Board”). The Board shall have the power to do any and all acts necessary, convenient or incidental to or for the furtherance of the purposes of the Company described herein, including all powers, statutory or otherwise, possessed by managers of a limited liability company under the laws of the State of Delaware. Each Manager is hereby designated a “manager” of the Company within the meaning of the Act. Except as otherwise required by law, approval of any action by the Board in accordance with this Agreement shall constitute approval of such action by the Company. Except as otherwise provided in this Agreement, no Member or any individual Manager shall have the authority to bind the Company.

Board Powers. Except as otherwise provided in this Certificate of Incorporation or the DGCL, the business and affairs of the Corporation shall be managed by or under the direction of the Board.

Board Powers. The Board, on its own behalf and on behalf of the electors of the School District, hereby retains and reserves unto itself, without limitations, all powers, rights, authority, duties and responsibilities conferred upon and vested in it by the laws and the Constitutions of the State of Michigan and the United States.

Board Powers. The Shareholders shall cause the Certificate of Incorporation to provide that notwithstanding any other provisions of this Agreement any decisions regarding the following matters shall be made by the Board: (a) any commitment of funds in excess of $10,000,000 on a cumulative non-discounted basis for any fiscal year or portion thereof; (b) distribution of any property (other than taxable income which is governed by Section 6.3 of this Agreement and proceeds received pursuant to Article 20) to the Shareholders; (c) adoption or change of the delegation of authority or fiscal procedures of the Company other than as provided in this Agreement; (d) adoption of a general regulatory strategy or any substantial change therein; (e) Appointment of the officers of the Company. (f) creation, incurrence or assumption of any indebtedness for borrowed money in excess of $10,000,000; (g) sale, transfer, assignment, conveyance, lease, or other disposal of, any material portion of the assets of the Company (other then pursuant to Article 20), or any interest or estate in such material portion; (h) approval of any independent public accountant for the Company; (i) authorization of loans of money by the Company to any Shareholder in any amount or any other loan in excess of $1,000,000; (j) donation of money or property in excess of amounts approved by the CEO; (k) entering into or renewal of any collective bargaining agreement or amendment thereto; (l) entering into any lease not necessary for the operations of the business; and (m) making any other decision or taking any other action specified in this Agreement as one to be made or taken by the Board.

Board Powers. The Board, on its own behalf and on behalf of the electors of the District, hereby retains and reserves unto itself, without limitation, all powers, rights, authority, duty and responsibilities conferred upon and vested in it by the laws and Constitutions of the State of Michigan and of the United States, including, but without limiting the generality of the foregoing, the right: 1. to the executive management and administrative control of the school system and its properties and facilities, and the activities of the employees; 2. to hire all employees and, subject to the provisions of the law, to determine their qualifications and conditions for their continued employment, and their dismissal or demotion; and to promote and transfer all such employees; 3. to determine hours of employment, duties, responsibilities and assignments of all employees under this Agreement, and the terms, and conditions of employment. The exercise of the foregoing powers, rights, authority, duties and responsibilities by the Board, the adoption of policies, rules, regulations and practices in furtherance thereof, and the use of judgment and discretion in connection therewith shall be limited only by the specific and express terms of this Agreement and then only to the extent such specific and express terms thereof are in conformance with the Constitution and laws of the State of Michigan, and Constitution and laws of the United States.

Board Powers. The business and affairs of the Corporation shall be managed by, or under the direction of, the Board. In addition to the powers and authority expressly conferred upon the Board by statute, this Second Amended and Restated Certificate or the Amended and Restated By Laws of the Corporation (the “Bylaws”), the Board is hereby empowered to exercise all such powers and do all such acts and things as may be exercised or done by the Corporation, subject, nevertheless, to the provisions of the DGCL and this Second Amended and Restated Certificate.

Board Powers. The business and affairs of the Corporation shall be managed by, or under the direction of, the Board. In addition to the powers and authority expressly conferred upon the Board by statute, this Certificate or the Bylaws of the Corporation (“Bylaws”), the Board is hereby empowered to exercise all such powers and do all such acts and things as may be exercised or done by the Corporation, subject, nevertheless, to the provisions of the DGCL, this Certificate and any Bylaws adopted by the stockholders; provided, however, that no Bylaws hereafter adopted by the stockholders shall invalidate any prior act of the Board that would have been valid if such Bylaws had not been adopted.