Certain Powers Sample Clauses

The "Certain Powers" clause defines specific authorities or rights granted to a party under an agreement. Typically, this clause outlines actions that a party may take without needing further consent, such as making decisions, enforcing terms, or managing assets related to the contract. For example, it might allow a lender to take steps to protect collateral or permit a manager to act on behalf of a group. The core function of this clause is to clarify and formalize the scope of powers, reducing ambiguity and ensuring that all parties understand the extent of authority granted within the agreement.
Certain Powers. Without limiting the generality of and in -------------- accordance with Section 5.1 hereof, the Board of Control, on behalf of the Company, shall have the power and authority to: (a) acquire property from any person as the Board of Control may determine; (b) borrow money from any person on such terms as the Board of Control deems appropriate, and in connection therewith, to hypothecate, encumber and grant security interests in the assets of the Company to secure repayment of the borrowed sums (no debt shall be contracted or liability incurred by or on behalf of the Company except by the Board of Control or by agents or employees of the Company expressly authorized by the Board of Control to contract such debt or incur such liability); (c) purchase liability, directors and officers and fidelity and crime and other insurance to protect the Company's property and business; (d) dispose of the Company's real and personal properties, including, without limitation, selling, transferring, leasing or otherwise disposing of all or substantially all of the assets of the Company as part of a single transaction or plan; (e) invest any Company funds (by way of example but not limitation) in time deposits, short-term governmental obligations, commercial paper or other investments; (f) execute, acknowledge (as appropriate) and deliver on behalf of the Company all instruments and documents, including, without limitation, checks, drafts, notes and other negotiable instruments, mortgages or deeds of trust, security agreements, financing statements, documents providing for the acquisition, mortgage or disposition of the Company's property, assignments, bills of sale, leases, contracts, partnership agreements, operating agreements of other limited liability companies, and any other instruments or documents necessary, desirable or conducive in the opinion of the Board of Control to the business of the Company; (g) employ accountants, legal counsel, managing agents, investment bankers, appraisers or other persons to perform services for the Company and to compensate them from Company funds; (h) enter into any and all other agreements on behalf of the Company, with any other person for any purpose, in such forms as the Board of Control may approve; and (i) do and perform all other acts as the Board of Control deems necessary or appropriate to the conduct of the Company's business.
View SourceView Similar (4)
Certain Powers. Stone Coast may act as administrator, fund accountant and/or transfer agent for any other Person on such terms as may be arranged with such Person and shall not be deemed to be affected with notice of or to be under any duty to disclose to any Client any fact or thing which may come to the knowledge of Stone Coast or any agent of Stone Coast in the course of so doing or in any manner whatever otherwise than in the course of carrying out the duties of administrator hereunder.
View SourceView Similar (2)
Certain Powers. (a) During the period of the Grantor’s existence: (i) If Grantor requests, the Trustees shall transfer any trust assets to it in exchange for a transfer from it of assets of equivalent value. Grantor may make this request at any time. (ii) If Grantor requests, the Trustees shall lend to it any income or principal of the Trust as it may request without requiring it to provide security with respect to such loan. Grantor may demand such a loan at any time. Any such loan shall provide for Grantor to pay adequate interest (iii) Grantor may revoke this Trust in whole or in part at any time. (b) Grantor shall exercise the powers granted to it under this Article 2 solely in a nonfiduciary capacity, and the Trustees shall exchange assets with it on its request or shall lend to it any such income or principal of the Trust as it so requests without the consent of any “adverse party” (as defined in Section 672 of the Code). Moreover, no fiduciary duty imposed upon the Trustees or any other person may be asserted as a defense to Grantor’s exercise of the powers granted to it under this Article 2.
View SourceView Similar (2)
Certain Powers. Except as otherwise expressly provided pursuant to Sections 7.7, 8.5, 9.1(b), 9.9, 10.2, 10.3 and 10.7 and Article 12 of this Agreement, the Managing Member shall have the exclusive right, power and authority, in the management of the business and affairs of the Company, to do or cause to be done any and all acts at the expense of the Company, deemed by the Managing Member to be necessary or appropriate to effectuate the business of the Company consistent with Good Utility Practice and all other applicable laws. Except as expressly provided pursuant to Sections 7.7, 8.5, 9.1(b), 9.9, 10.2, 10.3 and 10.7 and Article 12 of this Agreement and, without limiting the generality of the foregoing, the Managing Member shall have full and complete power and authority, without the approval of any other Member: (a) to conduct any business that is not inconsistent with the Company’s purpose as set forth in Section 2.3 hereof or the provisions of Section 7.1(c) hereof, and to exercise any rights and powers, permitted of a limited liability company organized under the laws of the State of Delaware, in any state, territory, district or foreign country as the Managing Member deems necessary or advisable; (b) to acquire by purchase, lease or otherwise, and/or to otherwise own, hold, operate, finance, maintain, improve, lease, sell, convey, mortgage, transfer or dispose of any property or other assets that the Managing Member deems necessary or advisable; (c) to negotiate, enter into, perform, modify, extend, terminate, amend, waive, renegotiate and/or carry out any contract and agreements of any kind and nature, including without limitation, contracts and agreements with any Member or any agent of the Company, as the Managing Member deems necessary or advisable, but only in such a manner that is consistent with the provisions of this Agreement and the Standards of Conduct; (d) to lend money and to invest and reinvest its funds; (e) to s▇▇ and be sued, complain and defend, and participate in administrative, judicial and other proceedings, in the name of, and on behalf of, the Company; (f) to pay, collect, compromise, arbitrate or otherwise adjust or settle any and all claims or demands of or against the Company, in such amounts and upon such terms and conditions as the Managing Member shall reasonably determine; (g) to, from time to time, employ, engage, hire or otherwise secure the services of such Persons, including any Member, as the Managing Member may deem necessary or ...
View Source
Certain Powers. Without limiting the generality of Section 3.1, the Genesis General Partner and Management shall have the right, power and authority, for or on behalf of the Company, and on such terms and pursuant to such documentation as the Genesis General Partner and Management determines, to: (a) acquire Assets and thereafter make any and all decisions or determinations in connection with such Assets, or the owning, holding, monitoring, managing, operating, leasing, renovating, improving, developing, redeveloping, financing, refinancing, pledging, hedging, insuring, restructuring, selling, valuing, winding up, liquidating, or otherwise disposing of such Assets, in each case, on such terms and pursuant to such documents as the Genesis General Partner and Management determines; (b) borrow money for the Company or any Subsidiary from banks, lending institutions or other third parties, the Stockholders, or Affiliates of the Stockholders on such terms and pursuant to such documentation as the Genesis General Partner and Management determines, and in connection therewith, to pledge, hypothecate, encumber or grant security interests in the Assets of the Company or any Subsidiary to secure repayment of the borrowed sums (it being acknowledged and agreed to by the Stockholders that no debt shall be contracted or liability incurred by or on behalf of the Company except by the Management, or by agents or employees of the Company expressly authorized by the Genesis General Partner and Management to contract such debt or incur such liability); (c) pay or incur Organizational Expenses or Company Expenses, including, without limitation to purchase and maintain liability and other insurance to protect the Company, the Stockholders, or their respective assets, including in respect of any liabilities for which the Genesis General Partner and Management or any other Indemnified Party would otherwise be entitled to indemnification under this Agreement; (d) open (and subsequently close) bank accounts in the name of the Company or any Subsidiary, with signature authority over such accounts to be vested in such Person(s) as the Genesis General Partner and Management shall determine; (e) acquire, hold and dispose of any Company or Subsidiary real and/or personal properties, including, without limitation, selling or otherwise disposing of all or substantially all of the assets of the Company or a Subsidiary as part of a single transaction or plan; (f) invest any Company funds (by way of examp...
View Source
Certain Powers. The Lender shall have power at any time after the security created by this Memorandum of Charge shall have become enforceable either in its own name or in the name of the Chargor and without notice to the Chargor or any other person :-
View Source

Related to Certain Powers

  • Statutory Powers For the purposes of all powers implied by statute the Secured Obligations shall be deemed to have become due and payable on the date of this Assignment.

  • General Powers The business and affairs of the corporation shall be managed by or under the direction of the board of directors.

  • Ownership Powers To vote or give assent, or exercise any rights of ownership, with respect to stock or other securities, debt instruments or property; and to execute and deliver proxies or powers of attorney to such person or persons as the Trustees shall deem proper, granting to such person or persons such power and discretion with relation to securities, debt instruments or property as the Trustees shall deem proper;

  • Restrictions on Owners' Power The Owners shall not direct the Owner Trustee to take or to refrain from taking any action if such action or inaction would be contrary to any obligation of the Issuer or the Owner Trustee under this Agreement or any of the other Basic Documents or would be contrary to the purpose of the Issuer as set forth in Section 2.03, nor shall the Owner Trustee be obligated to follow any such direction, if given.

  • Additional Powers The Trustees shall have the power and authority on behalf of the Trust: (i) to employ, engage or contract with, or make payments to, such Persons as the Trustees may deem desirable for the transaction of the business of the Trust or any Series thereof, including, without limitation, any Trustee or officer of the Trust or any firm of which any such Trustee or officer is a member, whether as agents or independent contractors of the Trust or any Series thereof, or as delegates of the Trustees, officers, or any other Person who may be involved with the management of the business affairs of the Trust or any Series thereof, to have such titles, and such rights, powers and duties as the Trustees may determine from time to time, to terminate any such employment, engagement or contract or other relationship, and to delegate to any such Person the supervision of any other Person that has been so employed, engaged or contracted with; (ii) to authorize the Trust to enter into joint ventures, partnerships and any other combinations or associations; (iii) to elect and remove such officers as they consider appropriate, including, without limitation, a president and a secretary; (iv) to authorize the Trust to indemnify any Person with whom the Trust has dealings, including, without limitation, any service provider employed pursuant to Article VII hereof, to such extent as the Trustees shall determine; (v) to authorize the Trust to purchase, and pay for out of Trust Property, (A) insurance policies insuring the Shareholders, Trustees, officers, employees and any other Persons, including, without limitation, any service provider employed pursuant to Article VII hereof, against any or all claims arising by reason of holding any such position or by reason of any action taken or omitted by any such Person in such capacity whether or not the Trust would have the power to indemnify such Person against such liability, (B) insurance for the protection of Trust Property, (C) insurance as may be required by applicable law, or (D) such other insurance as the Trustees shall deem advisable, in each case as the Trustees shall determine; (vi) to authorize the Trust to establish pension, profit-sharing, share purchase, and other retirement, incentive and benefit plans, including the purchasing of life insurance and annuity contracts as a means of providing such retirement and other benefits, for any Trustees, officers, employees and agents of the Trust; (vii) to authorize the Trust to guarantee indebtedness or contractual obligations of others; (viii) to determine and change the fiscal year of the Trust or any Series and the method by which its accounts shall be kept; (ix) to adopt a seal for the Trust, but the absence of such seal shall not impair the validity of any instrument executed on behalf of the Trust; and (x) to engage in any other lawful act or activity in connection with or incidental to any of the powers enumerated in this Declaration, to do everything necessary, suitable or proper for the accomplishment of any purpose or the attainment of any object or the furtherance of any power herein set forth, either alone or in association with others, and to do every other act or thing incidental or appurtenant to or growing out of or connected with the aforesaid business or purposes, objects or powers.